Pulp-Paperworld.com / N.American News
Monday, 04 December 2017 18:45

Clearwater Paper Announces New Board Chair

Clearwater Paper Corporation (NYSE:CLW) has just announced that Beth Ford has been appointed as chair to the company's board of directors effective January 1, 2018.

ClearwaterPaper logo01Ms. Ford, the chief operating officer for Land O'Lakes Businesses, has served on the Clearwater Paper board of directors since 2013. As chief operating officer, Ms. Ford oversees Land O'Lakes' multi-billion dollar U.S. businesses, which include Purina Animal Nutrition, Land O'Lakes Dairy, and Winfield United, which provides crop inputs and agriculture technology solutions. In her 30 years in business, Ms. Ford has held senior and line leadership positions in seven companies across six industries, including roles at International Flavors and Fragrances, Mobil Corporation, PepsiCo and Pepsi Bottling Company, and Hachette Book Group and Scholastic, Inc.

"We greatly value the retail, supply chain, and operations insight Beth brings to us, which will help us improve our competitive position and succeed in the marketplace," said Linda Massman, president and CEO. "On behalf of the Clearwater Paper team, we extend our congratulations to Beth as our new board chair."

Ms. Ford will succeed Boh Dickey as chair. Mr. Dickey has been a Clearwater Paper board member since 2008 and chair since 2013. He is expected to retire from the company's board at the end of his current board term in May 2018 pursuant to the company's corporate governance guidelines.

"Boh has been a driving force in developing and guiding our strategy, positioning Clearwater Paper as one of the largest private label tissue manufacturers and an efficient paperboard manufacturer, serving our customers well over the years," added Massman. "I thank him for his numerous contributions and critical decisions that have helped make our company more successful."

With today's announcement, Clearwater Paper will be one of the few publicly-traded companies in the U.S. with women serving as the CEO and non-executive board chair.

ABOUT CLEARWATER PAPER

Clearwater Paper manufactures quality consumer tissue, away-from-home tissue, parent roll tissue, bleached paperboard and pulp at manufacturing facilities across the nation. The company is a premier supplier of private label tissue to major retailers and wholesale distributors, including grocery, drug, mass merchants and discount stores. In addition, the company produces bleached paperboard used by quality-conscious printers and packaging converters, and offers services that include custom sheeting, slitting and cutting. Clearwater Paper's employees build shareholder value by developing strong customer partnerships through quality and service.

Source: Clearwater Paper Corporation - http://www.clearwaterpaper.com/

Published in North American News

The company reported net sales of $460.8 million for the first quarter of 2013, up 0.7% compared to $457.8 million for the first quarter of 2012. The GAAP net loss for the first quarter of 2013 was $(0.9) million, or $(0.04) per diluted share, compared to net earnings of $3.7 million, or $0.16 per diluted share, for the first quarter of 2012. The net loss included $17.1 million in debt retirement costs, $3.5 million in mark-to-market impact of directors’ equity-based compensation expense, $0.2 million associated with the closing of the company’s Thomaston, Georgia facility and a tax benefit of $9.8 million associated with converting gallons from Alternative Fuel Mixture Tax Credits (AFMTC) to Cellulosic Biofuel Producer Credits (CBPC). Excluding those items, first quarter 2013 net earnings were $2.4 million, or $0.11 per diluted share, on an after-tax basis. For first quarter 2012, excluding $1.0 million of expenses associated with the Metso litigation, $0.4 million benefit in mark-to-market impact of directors’ equity-based compensation and a $5.7 million tax charge associated with converting gallons from CBPC to AFMTC, net earnings were $9.8 million, or $0.42 per diluted share, on an after-tax basis.

Earnings before interest, taxes, depreciation and amortization, or EBITDA, was $34.6 million for the first quarter of 2013. Adjusted EBITDA of $38.3 million was down 16% as compared to first quarter 2012 Adjusted EBITDA of $45.8 million mainly due to lower consumer products margins, as discussed further below.

“Net sales, volumes and pricing were strong in both the Consumer Products and Pulp & Paperboard divisions in the quarter,” said Linda Massman, chief executive officer. “However, we faced some cost challenges that we expect to abate in the second quarter. Most of these were a result of limited inventory in retail tissue, caused by more demand in the quarter than we anticipated for conventional bathroom tissue. This had a negative impact on many of our cost categories, which was approximately $9 million in the first quarter. Despite these cost pressures, we still expect to achieve our $300 million adjusted EBITDA target for 2014.”

During the first quarter, the company repurchased approximately 830,000 shares of common stock at a total cost of $50.2 million. This amount includes $50 million associated with the company’s accelerated stock buyback program. The number of shares actually repurchased under the accelerated program through March 31, 2013 includes approximately 80% of the total number of shares expected to be acquired under that program. The company expects to repurchase the balance of its overall $100 million repurchase program by the end of 2013.

FIRST QUARTER 2013 SEGMENT PERFORMANCE

Consumer Products

Net sales in the Consumer Products segment were $284.9 million for the first quarter of 2013, compared to first quarter 2012 net sales of $277.8 million. The 2.5% increase in net sales was primarily attributable to higher volumes, which more than offset a slight decline in net selling prices per ton. Operating income decreased to $10.1 million from $26.3 million in the prior year period, driven primarily by increased transportation and purchased paper costs. These increased costs were caused by lower inventories as a result of increased conventional tissue sales and shipments in connection with the anticipated ramp up in through-air-dried (TAD) production and sales in 2013. Operating income was also impacted by higher external pulp costs and higher labor costs in first quarter 2013.

  • Tissue sales volumes increased 3% to 132,596 tons in the first quarter of 2013 compared to the first quarter of 2012 due to higher retail and non-retail shipments.

  • Average net selling prices decreased 0.4% to $2,149 per ton in the first quarter of 2013 as compared to the first quarter of 2012 due to a 2.6% decline in non-retail pricing caused by lower machine-glazed and contract manufacturing pricing.

  • The company’s new TAD paper machine in Shelby, North Carolina produced 13,000 tons of tissue in the quarter, slightly above expectations.

Pulp and Paperboard

Net sales of $175.9 million for the first quarter of 2013 were down 2.2% compared to first quarter 2012 net sales of $180.0 million. The decrease was primarily due to lower paperboard pricing, partially offset by increased volumes. Operating income for the quarter increased 50.6% to $17.6 million, compared to $11.7 million for the first quarter of 2012, primarily due to lower major maintenance expense.

  • Paperboard sales volumes increased 2.3% to 186,350 tons in the first quarter of 2013, compared to the first quarter of 2012.

  • Paperboard net selling prices decreased 3.4% to $935 per ton caused by softness in the markets for plate, folding, and cup products.

  • Scheduled major maintenance expense in Arkansas was $5.0 million for the quarter compared to major maintenance expense in Idaho of $15.5 million for the same period in 2012.

Taxes

The company’s effective tax rate for the quarter was a benefit of 94.3%, compared to an expense of 76.6% in the first quarter of 2012. This was mostly associated with converting gallons from AFMTC to CBPC. The company expects its annual effective tax rate to be approximately 23% for 2013. Excluding adjusting items, consisting of debt retirement costs, the mark-to-market impact of directors’ equity-based compensation, costs associated with the closing of the company’s Thomaston, Georgia facility and tax benefits associated with converting gallons from AFMTC to CBPC, the estimated annual effective tax rate is approximately 37%.

Note Regarding Use of Non-GAAP Financial Measures

In this press release, the company presents its results for the first quarter of 2013 and 2012, including EBITDA, Adjusted EBITDA, adjusted net earnings and adjusted net earnings per diluted share excluding special items. These amounts are not in accordance with generally accepted accounting principles (GAAP), and accordingly reconciliations to net earnings and net earnings per diluted share as determined in accordance with GAAP are included at the end of this press release. The company presents these amounts because management believes they assist investors and analysts in comparing the company’s performance across reporting periods on a consistent basis by excluding items that the company does not believe are indicative of its core operating performance.

Additional Info

  • About

    ABOUT CLEARWATER PAPER

    Clearwater Paper manufactures quality consumer tissue, away-from-home tissue, parent roll tissue, machine-glazed tissue, bleached paperboard and pulp at 15 manufacturing locations in the U.S. and Canada. The company is a premier supplier of private label tissue to major retailers and wholesale distributors. This includes grocery, drug, mass merchants and discount stores. The company also produces bleached paperboard used by quality-conscious printers and packaging converters. Clearwater Paper's employees build shareholder value by developing strong customer relationships through quality and service.

  • Contacts

    Investors:
    Sean Butson, +1-509-344-5906 (IR Sense)

Published in financial News

Clearwater Paper Corporation  has announced that it will host its first quarter 2012 financial results conference call on Wednesday, April 25, 2012, at 2 p.m. Pacific Time (5 p.m. Eastern Time). The company will issue its financial results after market close the same day.

Investors may access the conference call by dialing 877-303-9241 (for US/Canada investors) or 760-666-3575 (for international investors). The audio webcast may be accessed on the company's website at http://ir.clearwaterpaper.com/events.cfm.

An accompanying presentation will be available for downloading from http://ir.clearwaterpaper.com/events.cfm after the market closes. The webcast will be audio only. Investors are recommended to download the accompanying presentation prior to the call.

For those unable to participate in the call, an archived recording will be available through Clearwater Paper's website at www.clearwaterpaper.comunder "Investor Relations" following the conference call.

Source: Clearwater Paper Corporation

Additional Info

  • About

    ABOUT CLEARWATER PAPER

    Clearwater Paper manufactures quality consumer tissue, away-from-home tissue, hard roll tissue, machine glazed tissue, bleached paperboard and pulp at 15 manufacturing locations in the U.S. and Canada. The company is a premier supplier of private label tissue to major retailers and wholesale distributors. This includes grocery, drug, mass merchants and discount stores. The company also produces bleached paperboard used by quality-conscious printers and packaging converters. Clearwater Paper's employees build shareholder value by developing strong customer partnerships through quality and service.

    For additional information on Clearwater Paper, please visit our website at www.clearwaterpaper.com.

  • Contacts

    Pres., COO & CFO:
    Linda Massman, 509-344-5905
    or
    Investors:
    IR Sense
    Sean Butson, 509-344-5906

Published in financial News

Clearwater Paper Corporation announced that Gordon Jones, chairman, president and CEO, and Linda Massman, senior vice president and CFO, will be presenting at the Oppenheimer 6th Annual Industrials Conference on Tuesday, September 27, 2011, at 8:00 AM EDT. A live audio webcast of the presentation and accompanying slide materials will be accessible via Clearwater Paper's investor relations section of the company's website at http://ir.clearwaterpaper.com/events.cfm. An audio replay of the webcast will be available at the site for 90 days.

 

Additional Info

  • About
  • Contacts
Published in Press Releases

Clearwater Paper Corporation (NYSE:CLW) announced today that Gordon Jones, chairman, president and CEO, and Linda Massman, senior vice president and CFO, will be presenting at the Jefferies 2011 Global Industrial and A&D Conference on Tuesday, August 9, 2011, at 3:30 PM EDT. A live audio webcast of the presentation and accompanying slide materials will be accessible via Clearwater Paper's investor relations section of the company's website at http://ir.clearwaterpaper.com/events.cfm. An audio replay of the webcast will be available at the site for 90 days.

 

ABOUT CLEARWATER PAPER

Clearwater Paper manufactures quality consumer tissue, away-from-home tissue, hard roll tissue, machine glazed tissue, bleached paperboard, pulp and wood products at 15 manufacturing locations in the U.S. and Canada. The company is a premier supplier of private label tissue to major retailers and wholesale distributors. This includes grocery, drug, mass merchants and discount stores. The company also produces bleached paperboard used by quality-conscious printers and packaging converters. Clearwater Paper's more than 4,000 employees build shareholder value by developing strong customer partnerships through quality and service.

 

For additional information on Clearwater Paper, please visit our website at www.clearwaterpaper.com.

Additional Info

  • About

    altClearwater Paper Corporation

    For more infomation please contact the following:

    Linda Massman (CFO), 001-509-344-5905
    or
    (Investors)
    Sean Butson (IR Sense), 001-509-344-5906

     

    Source: Clearwater Paper Corporation

Published in Press Releases
Thursday, 24 March 2011 19:56

Clearwater Paper Selects Tissue Machine

Clearwater Paper Corporation has announced it has selected Metso Corporation of Helsinki, Finland, to manufacture its new Through-Air-Dried (TAD) tissue machine to be located at the company's previously announced Shelby, North Carolina, tissue converting and distribution facility.


"We chose an industry staple, a proven supplier, a machine used by many tissue companies around the world," said Brian Hoaglund, expansion project leader for Clearwater Paper. "Our team looked at all of the leading suppliers, but in the end we were most comfortable with Metso, due to their excellent engineering and quality end-product as well as top notch customer service."


In June 2010, Clearwater Paper announced it would build the new through-air-dried (TAD) tissue machine and converting facility at Shelby, North Carolina. The new production and distribution capabilities of the facility will increase the company's ultra and premium offerings to existing Southern and East Coast customers and create new opportunities to expand the company's private label consumer tissue business to other retail grocery chains in the region.


Construction of the first phase — converting and warehouse areas of the facility — is on schedule and the company expects to begin converting production at the facility in the second half of 2011. The new Metso paper machine is expected to begin production during the second half of 2012.


The company believes that TAD technology is the most efficient and effective way to provide softness, strength, convenience and absorption in tissue products. Metso's machine will comprise a complete tissue production line with stock preparation equipment and an Advantage ThruAir 200 TAD tissue machine including an OptiFlo II TIS multi-layer headbox, Thru-Air dryers and air system, and an Advantage WetDust dust management system. The production line will also feature Metso's patented Advantage SoftReel-B belted reel technology. The production line will be optimized to produce ultra TAD quality tissue and towel products at high speed and efficiency.

Additional Info

  • About

    ABOUT CLEARWATER PAPER

    Clearwater Paper manufactures quality consumer tissue, away-from-home tissue, hard roll tissue, machine glazed tissue, bleached paperboard, pulp and wood products at 14 manufacturing locations in the U.S. and Canada. The company is a premier supplier of private label tissue to major retailers and wholesale distributors. This includes grocery, drug, mass merchants and discount stores. The company also produces bleached paperboard used by quality-conscious printers and packaging converters. Clearwater Paper's 3,800 employees build shareholder value by developing strong customer partnerships through quality and service.


    FORWARD-LOOKING STATEMENTS

    This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 as amended, including statements regarding enhancement of product offerings, increased production and distribution capabilities, customer relationships, expansion of business and customer opportunities, completion of new facilities and the technology being deployed by the company. These forward-looking statements are based on current expectations, estimates, assumptions and projections that are subject to change, and actual results may differ materially from the forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to, the company's ability complete its new facilities; customers' product preferences; changes in the United States and international economies; changes in raw material and energy costs; cyclical industry conditions; competitive pricing pressure for the company's products; changes in freight costs and disruptions in transportation services; unanticipated manufacturing disruptions; changes in general and industry-specific laws and regulations; unforeseen environmental liabilities or expenditures; labor disruptions; and other risks and uncertainties described from time to time in the company's public filings with the Securities and Exchange Commission. The forward-looking statements are made as of the date of this press release and the company does not undertake to update any forward-looking statements.

  • Contacts

    CFO
    Linda Massman, 001-509-344-5905

Published in North American News

Clearwater Paper Corporation (NYSE:CLW) announced today that Gordon Jones, chair, president and CEO, and Linda Massman, vice president and CFO, will be presenting at the Goldman Sachs 2011 Montreal Paper Conference on Wednesday, March 16, 2011, at 9:00 AM EST.

A live audio webcast of the presentation and slide materials to be used in connection with the presentation will be accessible via Clearwater Paper's investor relations section of the company's website at http://ir.clearwaterpaper.com/events.cfm.


An audio replay of the webcast will be available at the site for 90 days.

Additional Info

  • About

    ABOUT CLEARWATER PAPER

    Clearwater Paper manufactures quality consumer tissue, away-from-home tissue, hard roll tissue, machine glazed tissue, bleached paperboard, pulp and wood products at 14 manufacturing locations in the U.S. and Canada. The company is a premier supplier of private label tissue to major retailers and wholesale distributors. This includes grocery, drug, mass merchants and discount stores. The company also produces bleached paperboard used by quality-conscious printers and packaging converters. Clearwater Paper's 3,700 employees build shareholder value by developing strong customer partnerships through quality and service.

    For additional information on Clearwater Paper, please visit our website at www.clearwaterpaper.com.

  • Contacts

    Clearwater Paper Corporation:
    CFO
    Linda Massman, 509-344-5905
    or
    Investors
    Sean Butson (IR Sense), 509-344-5906

    Source: Clearwater Paper Corporation

Published in financial News

Clearwater Paper Corporation has announced that it will host its fourth quarter and full year 2010 financial results conference call on Thursday, March 3, 2011, at 8 a.m. Pacific Time (11 a.m. Eastern Time). The company will issue its financial results before the market opens the same day.

Investors may access the conference call by dialing 877-303-9241 (for US/Canada investors) or 760-666-3575 (for international investors). The audio Web cast may be accessed on the company's Web site at http://ir.clearwaterpaper.com/events.cfm.

An accompanying presentation will be available for downloading from http://ir.clearwaterpaper.com/events.cfm before the market opens. The Web cast will be audio only. Investors are recommended to download the accompanying presentation prior to the call.

For those unable to participate in the call, an archived recording will be available through Clearwater Paper's Web site at www.clearwaterpaper.com under "Investor Relations" following the conference call.

Source: Clearwater Paper Corporation

Additional Info

  • About Clearwater Paper manufactures quality consumer tissue, away-from-home tissue, hard roll tissue, machine glazed tissue, bleached paperboard, pulp and wood products at 14 manufacturing locations in the U.S. and Canada. The company is a premier supplier of private label tissue to major retailers and wholesale distributors.

    This includes grocery, drug, mass merchants and discount stores. The company also produces bleached paperboard used by quality-conscious printers and packaging converters. Clearwater Paper's 3,700 employees build shareholder value by developing strong customer partnerships through quality and service.
  • Contacts Clearwater Paper Corporation
    News media
    Matt Van Vleet, 509-344-5912
    or:
    CFO
    Linda Massman, 509-344-5905
    or
    Investors
    Sean Butson (IR Sense), 509-344-5906
Published in financial News

Clearwater Paper Corporation ("Clearwater Paper") has announced the extension of the Expiration Date, as well as the results to date, relating to the cash tender offer (the "Tender Offer") to purchase any and all of Cellu Tissue Holdings, Inc.'s ("Cellu Tissue") outstanding 11½% Senior Secured Notes due 2014 (the "Cellu Notes").

The Tender Offer is being made upon the terms and subject to the conditions set forth in Clearwater Paper's Offer to Purchase dated November 5, 2010 (the "Offer to Purchase"), and in connection with the Agreement and Plan of Merger, dated as of September 15, 2010 (the "Merger Agreement"), among Clearwater Paper, Cellu Tissue, and Sand Dollar Acquisition Corporation, a Delaware corporation and a wholly owned subsidiary of Clearwater Paper ("Merger Sub"), pursuant to which, subject to the satisfaction of certain conditions, Merger Sub will merge with and into Cellu Tissue (the "Merger"). As a result of the Merger, Cellu Tissue will become a wholly owned subsidiary of Clearwater Paper.

The Expiration Date for the Tender Offer has been extended to 11:00 a.m., New York City time, on December 27, 2010, unless further extended by Clearwater Paper pursuant to the terms of the Offer to Purchase.

As of 5:00 p.m., New York City time, on December 6, 2010, tenders had been received from holders of $234.357 million (99.95%) in aggregate principal amount of the Cellu Notes. Holders who validly tendered their Cellu Notes on or before November 30, 2010, and have such Cellu Notes accepted for payment by Clearwater Paper will receive the Total Consideration (as defined in the Offer to Purchase) per $1,000 principal amount of Cellu Notes and accrued and unpaid interest up to, but not including, the payment date (the "Payment Date"). Holders who tender their Cellu Notes after November 30, 2010, but on or prior to the Expiration Date will receive the Total Consideration per $1,000 principal amount of Cellu Notes validly tendered, less the early tender payment of $30.00 per $1,000 principal amount of Cellu Notes.

The Total Consideration per $1,000 principal amount of Cellu Notes validly tendered on or before November 30, 2010, will be calculated based on the present value on the Payment Date of the sum of the Redemption Price on the Redemption Date plus interest payments through the Redemption Date, determined using a discount factor equal to the yield on the Price Determination Date (as defined in the Offer to Purchase) of the Reference Security plus a fixed spread of 50 basis points. Clearwater Paper expects that the Price Determination Date will be 2:00 p.m., New York City time, on December 13, 2010.

The Withdrawal Time relating to the Tender Offer expired at 5:00 p.m., New York City time, on Friday, November 19, 2010. As a result, all Cellu Notes previously tendered and any Cellu Notes that are properly tendered after the date hereof may not be withdrawn unless Clearwater Paper makes a material change to the terms of the Tender Offer or is otherwise required by law to permit withdrawal.

The Tender Offer is conditioned upon the satisfaction of, or, where applicable, Clearwater Paper's waiver of, certain conditions, including that all of the conditions precedent to the closing of the Merger as set forth in the Merger Agreement shall have been satisfied or waived, and certain other customary conditions.

The complete terms and conditions of the Tender Offer are described in the Offer to Purchase, a copy of which may be obtained by contacting D. F. King & Co., Inc., the information agent for the Tender Offer, at 001-800-431-9643 (U.S. toll-free). BofA Merrill Lynch is the exclusive dealer manager for the Tender Offer. Additional information concerning the Tender Offer may be obtained by contacting BofA Merrill Lynch, Debt Advisory Services, at 001-980-388-9217 (collect) or 001-888-292-0070 (U.S. toll-free).

This press release does not constitute an offer to purchase the Cellu Notes. No offer, solicitation, purchase or sale will be made in any jurisdiction in which such an offer, solicitation, or sale would be unlawful. The Tender Offer is being made solely pursuant to the Offer to Purchase and related transmittal documents.

FORWARD-LOOKING STATEMENTS

This press release contains certain forward-looking statements that involve risks and uncertainties, including, but not limited to, statements regarding the Tender Offer. These forward-looking statements are based on Clearwater Paper's current expectations, estimates and assumptions that are subject to change, and actual results may differ materially from the forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to, the risk that the conditions to the Tender Offer may be delayed or not occur. For a discussion of additional factors that may cause results to differ, see Clearwater Paper's public filings with the Securities and Exchange Commission. These forward-looking statements speak only as of the date thereof. Clearwater Paper does not undertake to update any forward-looking statements.

ADDITIONAL INFORMATION AND WHERE TO FIND IT

On December 1, 2010, Cellu Tissue filed with the SEC a definitive proxy statement and other relevant material in connection with the Merger. The definitive proxy statement has been sent or given to the stockholders of Cellu Tissue. Before making any voting or investment decision with respect to the Merger, investors and stockholders of Cellu Tissue are urged to read the proxy statement and the other relevant material because they contain important information about the Merger. The proxy statement and other relevant materials, and any other documents filed by Cellu Tissue with the SEC, may be obtained free of charge at the SEC's website at www.sec.gov, at Cellu Tissue's Investor Relations website at cellutissue.com/investor (click "SEC filings") or from Cellu Tissue by contacting Investor Relations by mail at 1855 Lockeway Drive, Suite 501, Alpharetta, Georgia 30004, Attention: Investor Relations, or by telephone at 001-678-393-2651.

PARTICIPANTS IN THE SOLICITATION

Clearwater Paper and its directors and executive officers may be deemed to be participants in the solicitation of proxies from Cellu Tissue stockholders in connection with the proposed Merger. Information about Clearwater Paper's directors and executive officers is set forth in Clearwater Paper's proxy statement on Schedule 14A filed with the SEC on March 29, 2010, and its Annual Report on Form 10-K for the year ended December 31, 2009, filed with the SEC on February 26, 2010. Additional information regarding the interests of participants in the solicitation of proxies in connection with the Merger is included in the definitive proxy statement that Cellu Tissue filed with the SEC on December 1, 2010.

ABOUT CLEARWATER PAPER

Clearwater Paper manufactures quality consumer tissue, bleached paperboard and wood products at six facilities across the country. The company is a premier supplier of private label tissue to major retail grocery chains, and also produces bleached paperboard used by quality-conscious printers and packaging converters. Clearwater Paper's 2,500 employees build shareholder value by developing strong customer partnerships through quality and service.

For more info contact:

Clearwater Paper Corporation
Matt Van Vleet, 001-509-344-5912

Source: Clearwater Paper Corporation Clearwater Paper Corporation

Published in North American News

Clearwater Paper Corporation has announced the pricing of $375 million principal amount of senior notes due 2018 (the "Notes"). The Notes will have an interest rate of 7 1/8% per annum and are being issued at a price equal to 100% of their face value.

The net proceeds of the offering will be used to finance in part the company's acquisition of Cellu Tissue Holdings, Inc., to refinance certain existing indebtedness of Cellu Tissue, and to pay fees and expenses incurred as part of the Notes offering, the acquisition and related transactions. The proceeds from the offering will be placed in escrow pending the closing of acquisition. The acquisition is expected to close in the fourth quarter of 2010, subject to customary closing conditions. If the acquisition is not completed, the company will be required to redeem all of the Notes. The Notes will be guaranteed by substantially all of the company's future wholly owned domestic restricted subsidiaries, including Cellu Tissue and certain of its subsidiaries upon the completion of the acquisition.

As the offering is a private placement, the Notes will be offered and sold only to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933 (the "Securities Act") and to certain non-U.S. persons in transactions outside the United States in reliance on Regulation S under the Securities Act. The Notes to be offered have not been registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any of the Notes nor shall there be any sale of the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful.

This press release contains information about pending transactions, and there can be no assurance that these transactions will be completed.

FORWARD-LOOKING STATEMENTS

This press release contains certain forward-looking statements within the meaning of the Private Litigation Reform Act of 1995 as amended, including, but not limited to, statements regarding the proposed acquisition of Cellu Tissue, the offering of the Notes and the anticipated use of proceeds therefrom. These forward-looking statements are based on the Company's current expectations, estimates and assumptions that are subject to change, and actual results may differ materially from the forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to, the risk that the closing of the acquisition of Cellu Tissue may be delayed or not occur, the impact of conditions in the credit markets generally and, in particular, for companies in the markets in which the Company operates, and changes and uncertainty in the United States and international economies in which the Company and Cellu Tissue operate. For a discussion of additional factors that may cause results to differ, see the Company's public filings with the Securities and Exchange Commission. These forward-looking statements speak only as of the date thereof. The Company does not undertake to update any forward-looking statements.

ADDITIONAL INFORMATION AND WHERE TO FIND IT

Cellu Tissue intends to file with the SEC a preliminary proxy statement and a definitive proxy statement and other relevant material in connection with the proposed acquisition. The definitive proxy statement will be sent or given to the stockholders of Cellu Tissue. Before making any voting or investment decision with respect to the acquisition, investors and stockholders of Cellu Tissue are urged to read the proxy statement and the other relevant material when they become available because they will contain important information about the acquisition. The proxy statement and other relevant materials (when they become available), and any other documents filed by Cellu Tissue with the SEC, may be obtained free of charge at the SEC's website at www.sec.gov, at Cellu Tissue's Investor Relations website at cellutissue.com/investor (click "SEC filings") or from Cellu Tissue by contacting Investor Relations by mail at 1855 Lockeway Drive, Suite 501, Alpharetta, Georgia 30004, Attention: Investor Relations, or by telephone at (678) 393-2651.

PARTICIPANTS IN SOLICITATION

Clearwater Paper and Cellu Tissue and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from Cellu Tissue stockholders in connection with the proposed acquisition. Information about Clearwater Paper's directors and executive officers is set forth in Clearwater Paper's proxy statement on Schedule 14A filed with the SEC on March 29, 2010 and its Annual Report on Form 10-K for the year ended December 31, 2009 filed with the SEC on February 26, 2010. Information about Cellu Tissue's directors and executive officers is set forth in its proxy statement on Schedule 14A filed with the SEC on June 25, 2010. Additional information regarding the interests of participants in the solicitation of proxies in connection the acquisition will be included in the proxy statement that Cellu Tissue intends to file with the SEC.

SOURCE: Clearwater Paper Corporation

Published in North American News
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