Kingsey Falls, Quebec, Canada, 19 November 2009 — Cascades Inc. (CAS on the Toronto Stock Exchange), a leader in recovery and in green packaging and tissue paper products, announced today that its newly formed wholly owned subsidiary, Cascades Tenderco Inc., has upsized and amended certain pricing and other terms of the previously announced tender offer for Cascades' 7¼% senior notes due 2013 and 6¾% senior notes due 2013 (together, the “notes”).
Under the terms of the upsized offer, Cascades Tenderco is offering to purchase for cash up to CAD 650 million aggregate principal amount (the “maximum tender amount”) of notes based on the order of priority set forth in Cascades Tenderco's offer to purchase dated 18 November 2009. The upsized tender offer represents an increase of CAD 250 million to the maximum tender amount previously announced by Cascades.
In addition, the terms of the previously announced tender offer have been amended in the following respects:
Cascades Tenderco is now offering to pay in cash, for each CAD 1000 principal amount of 7¼% notes validly tendered, not validly withdrawn and accepted for purchase, tender offer consideration equal to CAD 990 and total consideration equal to CAD 1020.
The terms of the previously announced financing condition have been increased such that the tender offer is conditioned on Cascades' completion of one or more financing transactions involving Cascades' receipt of not less than CAD 650 million in aggregate gross proceeds (exclusive of fees, expenses and discounts).
Cascades Tenderco's obligation to accept for purchase all 7¼% notes validly tendered and not validly withdrawn is no longer subject to proration, because the maximum tender amount now exceeds the aggregate principal amount of all 7¼% notes outstanding.
All remaining terms of the tender offer previously announced are unchanged. In particular, the early tender date, withdrawal deadline, expiration date and acceptance priority levels remain unchanged. In addition, the tender offer remains subject to the waiver or satisfaction of a number of conditions, including proration with respect to the 6¾% notes if the aggregate principal amount of all 6¾% notes validly tendered and not validly withdrawn, when taken together with the aggregate principal amount of all 7¼% notes validly tendered, not validly withdrawn and accepted for purchase, would exceed the maximum tender amount.
None of Cascades Tenderco, Cascades, or its board of directors, the dealer managers, or the depositary and the information agent makes any recommendation in connection with the tender offer. Holders must make their own decisions as to whether to tender their Notes, and, if so, the principal amount of notes to tender.
Cascades has retained Banc of America Securities LLC and Wells Fargo Securities, LLC to serve as joint lead dealer managers for the tender offer and Goldman, Sachs & Co. and Scotia Capital (USA) Inc. to serve as co-dealer managers. Cascades has retained Global Bondholder Services Corporation to serve as the depositary and information agent.
For additional information regarding the terms of the tender offer, contact Banc of America Securities LLC at (888) 292-0070 (toll free) or (980) 388-9217 (collect) or Wells Fargo Securities, LLC at (866) 309-6316 (toll free) or (704) 715-8341 (collect). Requests for documents and questions regarding the tender of the notes may be directed to Global Bondholder Services Corporation at (866) 470-3800 (toll free) or (212)430-3774 (banks and brokers).