Fraser Papers Files Final Prospectus for $59.9 Million Equity Rights Offering
Press release from the issuing company
TORONTO, ONTARIO - Dec. 14, 2007 - Fraser Papers Inc. announced today that it has filed a final short form prospectus in relation to its previously announced rights offering (the "Offering"). Gross proceeds under the offering will be approximately $59.9 million.
The final prospectus along with rights certificates, if applicable, will be mailed to shareholders beginning on or about December 28, 2007. Shareholders wishing to exercise their rights must forward the completed rights certificate along with the applicable funds to CIBC Mellon Trust Company by January 22, 2008 (the "Expiry Date"). Shareholders who own their shares through an intermediary, such as a bank, trust company, securities dealer or broker, will receive materials and instructions from their intermediary.
Under the Offering, shareholders of record on December 21, 2007 will receive one right for each common share held. For every ten rights held, the holder will be entitled to purchase seven common shares at the price of $2.90 per common share until 5:00 p.m. (Toronto time) on the Expiry Date. Shareholders who fully exercise their rights are entitled to subscribe pro-rata for additional common shares, if available, that were not subscribed for initially, on or before the Expiry Date.
In connection with the Offering, the Company has entered into a Standby Purchase Agreement with Brookfield Asset Management Inc. ("Brookfield"), its principal shareholder. In support of the Offering, Brookfield has agreed to exercise all of the rights it receives and to purchase any common shares not otherwise subscribed for by other shareholders of the Company.
The rights will commence trading on the Toronto Stock Exchange ("TSX") on December 19, 2007, under the symbol "FPS.RT" and the common shares will commence trading on an ex-rights basis, meaning that persons purchasing common shares, on or following that date will not be entitled to receive the related rights. Trading of the rights will continue until noon (Toronto time) on the Expiry Date. The Company's common shares trade on the TSX under the symbol "FPS".
Shareholders should consult the final prospectus and their financial advisors to determine their rights and entitlements under the Offering.
This press release should be read together with, and is qualified in its entirety by, the more detailed information contained in the final short form prospectus.
This news release does not constitute an offer to sell or the solicitation of an offer to buy these securities. In addition, these securities have not been registered under the United States Securities Act of 1933, or any state securities laws, and may not be offered or sold in the United States. Any public offering of securities to be made in the United States will be made by means of a prospectus that may be obtained from the Company, containing detailed information about the Company and management.
Fraser Papers is an integrated specialty paper company which produces a broad range of specialty packaging and printing papers. The company has operations in New Brunswick, Maine, New Hampshire and Quebec. Fraser Papers is listed on the Toronto Stock Exchange under the symbol: FPS. For more information, visit the Fraser Papers web site at www.fraserpapers.com.
Note: This press release contains forward-looking information and forward-looking statements within the meaning of Canadian provincial securities laws. These forward-looking statements include, among others, statements with respect to a rights offering to shareholders. The words "will", "should", "may" and other expressions which may be predictions of or indicate future events and trends, and which do not relate to historical matters, identify forward-looking statements. Reliance should not be placed on forward-looking statements because they involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements of the Company to differ materially from anticipated future results, performance or achievement expressed or implied by such forward-looking statements. Factors that could cause the results of the rights offering to differ materially from that set forth in the forward-looking statements include response of the Company's shareholders, intermediary compliance, issues in respect of the conditions of the Standby Purchase Agreement with Brookfield, and other risks detailed from time to time in the documents filed by the Company with the securities regulators in Canada. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
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