Federal Way, Washington, USA, 22 December 2008 — Weyerhaeuser Company (NYSE:WY) announced today the final results of its Dutch Auction Tender Offer, the terms and conditions of which were set forth in an Offer to Purchase dated 24 November 2008 and accompanying Letter of Transmittal.
In the Dutch Auction Tender Offer, Weyerhaeuser offered to purchase up to USD 250 million principal amount of its outstanding 6.75% Notes due 15 March 2012 (the Securities). The Dutch Auction Tender Offer expired at midnight on 22 December 2008. On 22 December 2008, USD 363,941,000 principal amount (of a total outstanding principal amount of USD 1,683,122,000) of Securities had been validly tendered in connection with the Dutch Auction Tender Offer.
Weyerhaeuser has accepted USD 250,000,000 principal amount of the Securities. Because the aggregate amount of Securities tendered exceeds USD 250,000,000, the Securities will be prorated as provided in the Offer to Purchase with a proration factor of 0.51066 for all holders that tendered at the clearing price.
Holders of Securities subject to the Dutch Auction Tender Offer who validly tendered and did not validly withdraw their Securities at or before 5 p.m., Eastern Time, on 08 December 2008, will receive USD 875.00 per USD 1000 principal amount of the Securities, which includes the Early Tender Premium of USD 20 per USD 1000 principal amount of Securities. Holders who validly tendered their Securities after 08 December 2008, and at or before midnight, Eastern Time, on 22 December 2008, will receive USD 855.00 per USD 1000 principal amount of the Securities, which does not include the Early Tender Premium of USD 20 per USD 1000 principal amount of Securities.
In addition to any consideration received, Holders who tendered securities will be paid any accrued and unpaid interest calculated up to but not including the settlement date. The settlement date for the Dutch Auction Tender Offer is expected to be 23 December 2008.
Banc of America Securities LLC and Citi were the lead dealer managers for the Dutch Auction Tender Offer. J.P. Morgan Securities Inc., Morgan Stanley & Co. Incorporated and Goldman, Sachs & Co. were the co-dealer managers for the Dutch Auction Tender Offer. Global Bondholder Services Corporation was the Depositary and Information Agent. Persons with questions regarding the Dutch Auction Tender Offer should contact Banc of America Securities LLC toll free at (888) 292-0070 or collect at (704) 388-4603, Attn. Debt Advisory Services or Citi toll free at (800) 558‑3745 or collect at (212) 723‑6106, Attn. Liability Management Group. Requests for documents should be directed to Global Bondholder Services Corporation toll free at (866) 804‑2200 or collect at (212) 430‑3774.
Weyerhaeuser Company, one of the world's largest forest products companies, was incorporated in 1900. In 2007, sales were USD 16.3 billion. It has offices or operations in 13 countries, with customers worldwide. Weyerhaeuser is principally engaged in the growing and harvesting of timber; the manufacture, distribution, and sale of forest products; and real estate construction, development, and related activities. Additional information about Weyerhaeuser's businesses, products, and practices is available at http://www.weyerhaeuser.com.