WhatTheyThink

International Paper Announces Expiration and Results of Any and All Tender Offer for its Outstanding 3.000% Notes due 2027 and Waterfall Tender Cap for its Waterfall Tender Offer

Press release from the issuing company

Memphis, Tenn. – International Paper Company (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principal amount of 3.000% Notes were validly tendered prior to or at the Any and All Expiration Time and not validly withdrawn.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 The Company expects to accept for purchase all 3.000% Notes validly tendered and not validly withdrawn at or prior to the Any and All Expiration Time.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 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passed; therefore, previously tendered 3.000% Notes validly tendered in the Any and All Tender Offer may no longer be withdrawn except where additional withdrawal rights are required by law.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 [email protected] 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.

Discussion

Join the discussion Sign In or Become a Member, doing so is simple and free