AbitibiBowater Provides Update on Filing of Annual Report on Form 10-K and Related Matters
ABH (NYSE, TSX)
AXB (TSX)
MONTREAL, March 25 /CNW Telbec/ - AbitibiBowater Inc. (the "Company")
announced today that on March 18, 2009, it received a written notice from the
NYSE Regulation, Inc. (the "NYSE") stating that the Company is not in
compliance with the NYSE's continuing listing criteria because it failed to
timely file its Annual Report on Form 10-K for the fiscal year ended December
31, 2008.
The Company required additional time to finalize its accounting for
certain transactions, to complete its accounting analysis, primarily related
to goodwill impairment and long-lived asset impairment, and to more accurately
reflect the outcome of a significant pending debt refinancing in its Form
10-K.
The Company is working to finalize its accounting for certain
transactions and the related accounting analysis as described above, in
connection with the finalization of its consolidated financial statements and
related disclosures in the Form 10-K as expeditiously as possible and expects
to file the Form 10-K very shortly.
As a result of the delay in filing the Form 10-K, the Company will be
unable to use its previously filed registration statements on Form S-3 for a
period of at least 12 months from the date the Form 10-K is filed. This means,
among other things, that the Company will be unable to deliver freely tradable
common shares to holders of the exchangeable shares of AbitibiBowater Canada
Inc. upon exercise of their exchange rights until the Company has filed a new
registration statement on Form S-1 with respect to such shares and the
Securities and Exchange Commission (SEC) has declared the registration
statement effective. The Company currently intends to file a new registration
statement on Form S-1 in the near future; however, the holders of exchangeable
shares may experience a delay in receiving freely tradable common shares
deliverable upon exchange of the exchangeable shares until the SEC declares
such registration statement effective.
For the period of time during which exchangeable shareholders will not be
able to exchange their exchangeable shares for freely tradable shares of the
common stock of AbitibiBowater, the holders of the exchangeable shares may
have difficulty in disposing of their shares on the TSX as the volume of
exchangeable shares traded on the TSX is generally substantially lower than
the volume of shares of common stock of AbitibiBowater traded on the NYSE and
the TSX, and there can be no assurance that holders of exchangeable shares
will be able to sell their shares at an equivalent price on the TSX as they
would otherwise be able to sell shares of common stock of AbitibiBowater had
they been able to exchange their exchangeable shares for freely tradable
AbitibiBowater common shares on either the NYSE or the TSX.
Any questions regarding the exchangeable shares may be directed to CIBC
Mellon Trust Company at 1 800 387-0825 or by email at
inquiries@cibcmellon.com.
AbitibiBowater produces a wide range of newsprint, commercial printing
papers, market pulp and wood products. It is the eighth largest publicly
traded pulp and paper manufacturer in the world. AbitibiBowater owns or
operates 24 pulp and paper facilities and 30 wood products facilities located
in the United States, Canada, the United Kingdom and South Korea. Marketing
its products in more than 90 countries, the Company is also among the world's
largest recyclers of old newspapers and magazines, and has third-party
certified 100% of its managed woodlands to sustainable forest management
standards. AbitibiBowater's shares trade under the stock symbol ABH on both
the New York Stock Exchange and the Toronto Stock Exchange.
Forward-Looking Statements
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Statements in this news release that are not reported financial results
or other historical information are "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995. They include,
for example, statements about the timing of the filing of the Annual Report on
Form 10-K, the use of previously filed registration statements on Form S-3,
the delivery of freely tradable common shares to holders of the exchangeable
shares of AbitibiBowater Canada Inc., the filing of a new registration
statement on Form S-1, the difficulties holders of the exchangeable shares may
experience in disposing of their shares as well as the price they will be able
to sell their exchangeable shares at compared to the price they would have
obtained for common stock of AbitibiBowater and our strategies for achieving
our goals generally. Forward-looking statements may be identified by the use
of forward-looking terminology such as the words "will", "would" and "intends"
and other terms with similar meaning indicating possible future events or
potential impact on the business or stockholders of AbitibiBowater.
The reader is cautioned not to place undue reliance on these
forward-looking statements, which are not guarantees of future performance.
These statements are based on management's current assumptions, beliefs and
expectations, all of which involve a number of business risks and
uncertainties that could cause actual results to differ materially. These
risks and uncertainties include, but are not limited to, the Company's ability
to remain in compliance with continued listing standards of the NYSE and the
TSX, the risk that the Company could fail to comply with other NYSE or the TSX
continued listing requirements, which could result in immediate delisting of
the Company's common stock, the ability to use the previously filed
registration statements on Form S-3, the ability to deliver freely tradable
common shares to holders of the exchangeable shares of AbitibiBowater Canada
Inc., the ability to file a new registration statement on Form S-1 that will
be declared effective by the Securities and Exchange Commission (SEC) and the
timing of such filing, delays in the reception of freely tradable common
shares deliverable upon exchange of the exchangeable shares, holders' ability
to exchange exchangeable shares for freely tradable shares of the common stock
of AbitibiBowater, holders' ability to dispose of their exchangeable shares on
the TSX and the price they may obtain compared with the price of common stock
of the Company, the possibility to submit and the delays in processing
exchange orders by the registrar and transfer agent of exchangeable shares,
prior to the Company's filing of its annual report on Form 10-K and capital
markets generally. Additional factors are detailed from time to time in
AbitibiBowater's filings with the Securities and Exchange Commission (SEC),
including those factors contained in AbitibiBowater's Current Report on Form
8-K filed on February 9, 2009. All forward-looking statements in this news
release are expressly qualified by information contained in the Company's
filings with the SEC and the Canadian securities regulatory authorities.
AbitibiBowater disclaims any obligation to update or revise any
forward-looking information.