Georgia-Pacific Makes $1.5B Acquisition

4/24/2013
Buckeye Technologies Inc. and Georgia-Pacific LLC have reached a definitive agreement for Georgia-Pacific to acquire all of the outstanding shares of Buckeye Technologies' common stock for $37.50 per share in cash. The transaction, subject to completion, is valued at approximately $1.5 billion, including debt.
 
"Buckeye Technologies' competitive assets and capabilities strongly complement Georgia-Pacific's existing cellulose business and products. The talented employees, innovation capabilities, advanced technologies, and specialty fibers and nonwovens businesses of Buckeye Technologies will provide a significant platform for continued growth and success," says Jim Hannan, CEO and president, Georgia-Pacific.
 
Buckeye Technologies, based in Memphis, Tenn., is a manufacturer and marketer of specialty fibers and nonwoven materials made from wood and cotton. The company's manufacturing assets include a specialty pulp mill at Perry, Fla.; cotton cellulose mills at Memphis, Tenn., and Lumberton, N.C.; and mills producing nonwovens at Mt. Holly, N.C., and Steinfurt, Germany. Buckeye Technologies also has global sales offices in Beijing, the United Kingdom, France, Italy and Switzerland. The company has approximately 1,200 employees worldwide.
 
Under the terms of the agreement, which has been unanimously approved by both companies' boards of directors, stockholders of Buckeye Technologies will receive $37.50 in cash per share, representing a premium of approximately 29 percent based on the average closing price of Buckeye Technologies' common stock over the last week.
 
Georgia-Pacific expects to launch a cash tender offer for all outstanding shares of Buckeye Technologies' common stock. The tender offer is subject to the expiration or termination of any waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, other regulatory approvals and other customary closing conditions, and requires at least 75 percent of the outstanding shares of Buckeye Technologies' common stock to be tendered, consistent with the threshold for approval of a merger specified in Buckeye Technologies' certificate of incorporation. The transaction is not conditioned on financing.  In certain circumstances, the parties have agreed to complete the transaction through a merger, subject to receipt of stockholder approval.
 
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