ABH (TSX, NYSE)
US$
MONTREAL, March 19 /CNW Telbec/ - AbitibiBowater Inc. announced today
that its indirect subsidiary Abitibi-Consolidated Company of Canada ("ACCC")
has amended certain of the terms of its previously announced private exchange
offers with respect to an aggregate of approximately US$496 million of
outstanding debt securities issued by ACCC, Abitibi-Consolidated Inc.
("Abitibi") or Abitibi-Consolidated Finance L.P. ("ACF"), a wholly owned
subsidiary of Abitibi (collectively, the "ACI Notes"). An informal group of
noteholders holding both 2008 notes and 2009 notes, representing approximately
US$324 million in aggregate principal amount of the total US$496 million,
negotiated and supports the terms of the revised exchange offer.
Bracewell & Giuliani LLP and Goodmans LLP, as special US and Canadian counsel
to the noteholders, will host a conference call for the overall group of 2008
and 2009 noteholders to discuss the terms of the revised exchange offer on
Wednesday, March 19, 2008. ACCC is offering as consideration, in exchange for
the tender of the ACI Notes, a combination of cash and new 15.5% unsecured
senior notes due 2010 of ACCC (the "Exchange Notes"). ACCC announced today
that it has instituted a withdrawal deadline of 5:00pm, New York City time, on
March 26, 2008, unless otherwise extended, and extended the consent payment
deadline for the exchange offers for the ACI Notes and the concurrent consent
solicitations. As a result, holders of such notes who wish to receive the
total consideration offered pursuant to the exchange offers must now validly
tender and not validly withdraw their ACI Notes on or prior to 5:00 p.m., New
York City time, on March 31, 2008, unless extended or earlier terminated (the
"Consent Payment Deadline").
The ACI Notes consist of US$195,612,000 principal amount of 6.95% Senior
Notes due April 1, 2008, issued by Abitibi; US$150,000,000 principal amount
of 5.25% Senior Notes due June 20, 2008, issued by ACCC; and US$150,000,000
principal amount of 7.875% Senior Notes due August 1, 2009, issued by ACF.
ACCC announced that, in addition to the extension of the Consent Payment
Deadline, the terms of the exchange offers have been amended to:
- increase the consideration to be paid for the exchange of the ACI Notes
on or prior to the Consent Payment Deadline in accordance with the
table below;
- provide that the indenture for the Exchange Notes will include
covenants substantially similar to those contained in the indenture for
the new Senior Secured Notes being offered by ACCC in a concurrent
private offering; and
- reduce the minimum tender condition with respect to the ACI Notes due
in 2009 to 75% from 90%.
The consideration offered by ACCC for the exchange of ACI Notes is as
follows:
For each US$1,000 Principal
Amount Exchanged
------------------------------------
If Tendered If Tendered
By the Consent After the Consent
Payment Deadline Payment Deadline
Principal Principal
Amount of Amount of
Outstanding New Senior New Senior
ACI Notes Principal Notes Due Notes Due
to be Exchanged Amount 2010 Cash 2010 Cash
6.95% Senior Notes
due 2008 $195,612,000 $550 $550 $600 $400
5.25% Senior Notes
due 2008 $150,000,000 $550 $550 $600 $400
7.875% Senior Notes
due 2009 $150,000,000 $850 $250 $850 $150
The exchange offers and consent solicitations relating to the ACI Notes
are being made upon the terms and conditions set forth in the Second Amended
and Restated Offering Circular and Consent Solicitation Statement dated
March 18, 2008 (the "Offering Circular"), and the related Letter of
Transmittal and Consent. Further details about the terms and conditions of the
exchange offers and consent solicitations relating to the ACI Notes are set
forth in the Offering Circular.
The Exchange Notes will not be and have not been registered under the
Securities Act of 1933, as amended, and may not be offered or sold in the
United States absent registration or an applicable exemption to the
registration requirements.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any security and shall not constitute an
offer, solicitation or sale in any jurisdiction in which such offering,
solicitation or sale would be unlawful.
About AbitibiBowater
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. Following the required
divestiture agreed to with the U.S. Department of Justice, AbitibiBowater will
own or operate 27 pulp and paper facilities and 31 wood products facilities
located in the United States, Canada, the United Kingdom and South Korea.
Marketing its products in more than 90 countries, AbitibiBowater is also among
the world's largest recyclers of newspapers and magazines, and has more
third-party certified sustainable forest land than any other company in the
world. AbitibiBowater's shares trade under the stock symbol ABH on both the
New York Stock Exchange and the Toronto Stock Exchange.
Forward-Looking Statements
Statements in this press 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 Abitibi-Consolidated's refinancing plans, the
terms of the exchange offer and the timeframe for its completion.
Forward-looking statements may be identified by the use of forward-looking
terminology such as the words "expect," "plans," "intend," "may," "will," and
other terms with similar meaning indicating possible future events or
potential impact on the business or other stakeholders of AbitibiBowater and
its subsidiaries. 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 ability to obtain
additional new financing on terms satisfactory to AbitibiBowater and
Abitibi-Consolidated or at all, the condition of the U.S. credit markets
generally and worsening industry conditions. Additional factors are detailed
from time to time in AbitibiBowater's filings with the Securities and Exchange
Commission (SEC) and the Canadian securities regulatory authorities, including
those factors contained in AbitibiBowater's Annual Report on Form 10-K for the
year ended December 31, 2007, under the caption "Risk Factors." All
forward-looking statements in this news release are expressly qualified by
information contained in AbitibiBowater's filings with the SEC and the
Canadian securities regulatory authorities. AbitibiBowater disclaims any
obligation to update or revise any forward-looking information.
