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International Paper Makes Proposal to Acquire Temple-Inland
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Memphis, Tennessee, USA, 06 June 2011 -- /PRNewswire/ -- International Paper (NYSE: IP) today announced that it has proposed to acquire all of the outstanding shares of Temple-Inland (NYSE: TIN) for USD 30.60 per share in cash. Under the terms of the proposal, the offer represents a 44% premium to Temple-Inland's price as of noon, 06 June 2011 (USD 21.21). International Paper's offer, which is backed by committed financing from UBS Investment Bank, is contingent on appropriate documentation and regulatory approval, which International Paper believes can be obtained.

International Paper first communicated its proposal verbally to the chairman of Temple-Inland on 17 May 2011. Subsequently, there has been a call, a face-to-face meeting between the two sides, and two letters of correspondence from the chairman of International Paper to the chairman of Temple-Inland. International Paper was informed in a letter from Temple-Inland's chairman dated 04 June 2011, that the board of Temple-Inland unanimously rejected International Paper's proposal. In response, International Paper today sent a letter to Temple-Inland expressing its continued interest in pursuing an acquisition.

"We are very disappointed with the response of Temple-Inland's board of directors," said John Faraci, International Paper chairman and CEO. "We believe that our proposal offers clearly superior and compelling value to Temple-Inland's shareholders. Our proposal reflects the future business plans and economic outlook for Temple-Inland and for the sector, and incorporates a significant portion of the cost savings resulting from the merger of International Paper and Temple-Inland, while at the same time creating value for International Paper shareholders."

The offer reflects the potential cyclical improvement in Temple-Inland's building products segment and International Paper's willingness to share a portion of the significant synergies available from the transaction with Temple-Inland shareholders. International Paper is prepared to consider all alternatives to successfully complete this transaction.

Investor Webcast

An audio-only replay of an investor's webcast held 06 June will be available for four weeks following the call. To access the replay, dial +1 706-645-9291 or, within the United States only, 800-642-1687, and when prompted for the conference ID, enter 73833494.

International Paper is a global paper and packaging company with manufacturing operations in North America, Europe, Latin America, Russia, Asia, and North Africa. Its businesses include uncoated papers and industrial and consumer packaging, complemented by xpedx, the company's North American distribution company. Headquartered in Memphis, Tennessee, the company employs about 59,500 people in more than 24 countries and serves customers worldwide. Net sales in 2010 were more than USD 25 billion. For more information about International Paper, its products, and stewardship efforts, visit internationalpaper.com.



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