MEMPHIS, Tenn., Sept. 15, 2020 /PRNewswire/ -- International
Paper Company (NYSE: IP) (the "Company") announced today the
expiration and results as of 5:00
p.m. on September 14, 2020
(the "Any and All Expiration Time") for its previously announced
cash tender offer (the "Any and All Tender Offer") for any and all
of its outstanding 3.000% Notes due 2027 (the "3.000% Notes").
The Any and All Tender Offer was made pursuant to the terms and
conditions set forth in the Offer to Purchase and the related
Letter of Transmittal and Notice of Guaranteed Delivery, each dated
September 8, 2020 (the "Tender Offer
Documents"). According to information provided by Global
Bondholder Services Corporation, the depositary and information
agent for the Any and All Tender Offer, $299,955,000 aggregate principal amount of 3.000%
Notes were validly tendered prior to or at the Any and All
Expiration Time and not validly withdrawn. This amount includes
$2,594,000 aggregate principal amount
of 3.000% Notes tendered pursuant to the guaranteed delivery
procedures described in the Tender Offer Documents, which remain
subject to the holders' performance of the delivery requirements
under such procedures by 5:00 p.m.,
New York City time, on
September 16, 2020 (the "Any and All
Guaranteed Delivery Deadline"). The Company expects to accept for
purchase all 3.000% Notes validly tendered and not validly
withdrawn at or prior to the Any and All Expiration Time.
The following table sets forth certain information regarding the
Any and All Tender Offer:
Title of
Security
|
CUSIP
|
Principal
Amount
Outstanding
|
Principal
Amount
Tendered (1)
|
3.000% Notes
due 2027
|
460146 CP6
|
$774,639,000
|
$299,955,000
|
(1) Includes 3.000% Notes
that remain subject to guaranteed delivery procedures.
|
The Any and All Settlement Date is September 16, 2020. The settlement date for
3.000% Notes tendered pursuant to the guaranteed delivery
procedures is expected to be September
17, 2020. For the avoidance of doubt, interest will
cease to accrue on the Any and All Settlement Date for all 3.000%
Notes accepted in the Any and All Tender Offer, including those
tendered by the guaranteed delivery procedures.
The withdrawal deadline for the Any and All Tender Offer has
passed; therefore, previously tendered 3.000% Notes validly
tendered in the Any and All Tender Offer may no longer be withdrawn
except where additional withdrawal rights are required by law.
In addition to the Any and All Tender Offer, the Company
previously announced its offer to purchase for cash (the "Waterfall
Tender Offer" and, together with the Any and All Tender Offer, the
"Offers") up to the Waterfall Tender Cap (as defined below) in
combined aggregate principal amount of the Company's outstanding
3.650% Notes due 2024 (the "3.650% Notes") and 3.800% Notes due
2026 (the "3.800% Notes" and, together with the 3.000% Notes and
3.650% Notes, the "Notes"), subject to the Acceptance Priority
Levels (as defined in the Tender Offer Documents). The
"Waterfall Tender Cap" is an aggregate principal amount equal to
$700 million less the aggregate
principal amount of the 3.000% Notes purchased in the Any and All
Tender Offer. Based on the $299,955,000 aggregate principal amount of the
3.000% Notes validly tendered and expected to be accepted in the
Any and All Tender Offer, the Waterfall Tender Cap is expected to
equal $400,045,000. This amount
is subject to a potential increase of up to $2,594,000 to the extent that guaranteed delivery
procedures for 3.000% Notes tendered in accordance with guaranteed
delivery procedures are not completed by the Any and All Guaranteed
Delivery Deadline. Holders are urged to read the Tender Offer
Documents carefully before making any decision with respect to the
Waterfall Tender Offer.
The Company has retained BNP Paribas Securities Corp. and Credit
Agricole Securities (USA) Inc. to
serve as the Lead Dealer Managers for the Offers. The Company
has also retained Global Bondholder Services Corporation to serve
as the depositary and information agent for the Offers.
Requests for documents relating to the Offers may be directed to
Global Bondholder Services Corporation by telephone at (866)
794-2200 or (212) 430-3774, in writing at 65 Broadway, Suite 404,
New York, New York 10006 or online
at https://www.gbsc-usa.com/ip/. Questions regarding the
Offers may be directed to BNP Paribas Securities Corp. at (888)
210-4358 (toll-free), (212) 841-3059 (collect), or
dl.us.liability.management@us.bnpparibas.com or Credit Agricole
Securities (USA) Inc. at (866)
807-6030 (toll-free) or (212) 261-7802 (collect).
This press release is not a tender offer to purchase or a
solicitation of acceptance of a tender offer, which may be made
only pursuant to the terms of the Offer to Purchase. In any
jurisdiction where the laws require any Offer to be made by a
licensed broker or dealer, such Offer will be deemed made on behalf
of the Company by one of the dealer managers or one or more
registered brokers or dealers under the laws of such
jurisdiction.
None of the Company, its board of directors, the depositary, the
information agent, any of the dealer managers or the trustee for
the Notes has made or is making any recommendation as to whether
holders should tender Notes in response to any Offer. Holders
must make their own decisions as to whether to tender their
Notes.
Forward-Looking and Cautionary Statements
This press
release may contain "forward-looking statements." Such forward-
looking statements may include, without limitation, statements
about the Company's market opportunities, strategies, competition
and expected activities and expenditures, and at times may be
identified by the use of words such as "may," "will," "could,"
"should," "would," "project," "believe," "anticipate," "expect,"
"plan," "estimate," "forecast," "potential," "intend," "continue"
and variations of these words or comparable words. Forward-looking
statements are based on current expectations and assumptions, and
inherently involve risks and uncertainties. Accordingly, actual
results may differ materially from those expressed or implied by
these forward-looking statements. Factors that could cause or
contribute to actual results differing materially from such forward
looking statements are discussed in greater detail in the Company's
Securities and Exchange Commission filings. You should not place
undue reliance on our forward-looking statements, which speak only
as of the date of this press release. We undertake no obligation to
make any revision to the forward-looking statements contained in
this press release or to update them to reflect events or
circumstances occurring after the date of this press release.
About International Paper
International Paper (NYSE: IP) is a leading global producer of
renewable fiber-based packaging, pulp and paper products with
manufacturing operations in North
America, Latin America,
Europe, North Africa and Russia. We produce corrugated packaging
products that protect and promote goods, and enable world-wide
commerce; pulp for diapers, tissue and other personal hygiene
products that promote health and wellness; and papers that
facilitate education and communication. We are headquartered in
Memphis, Tenn., employ more than
50,000 colleagues and serve more than 25,000 customers in 150
countries. Net sales for 2019 were $22
billion. For more information about International Paper, our
products and global citizenship efforts, please visit
internationalpaper.com.
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SOURCE International Paper