International Paper gives early tender results, ups offer for 16 notes

By Mary-Katherine Stinson

Lexington, Ky., Sept. 26 – International Paper Co. detailed the early tender results and announced an increase in the maximum acceptance amount to $497,658,000 principal amount from 16 series of notes, according to a press release.

The offer was originally capped at $400 million when it was launched on Sept. 12.

In total, as of the early deadline which expired at 5 p.m. ET on Sept. 23, $1,241,573,000 aggregate principal amount of the notes listed below were validly tendered and not withdrawn. The early deadline was also the withdrawal deadline.

The results for each series, listed in priority order, are:

• $178,393,000 of the $264,591,000 8.7% notes due 2038 (Cusip: 460146CC5) with pricing to be based on the 3.375% U.S. Treasury due Aug. 15, 2042 and a fixed spread of 205 basis points were tendered and accepted for purchase;

• $9,735,000 of the $31,429,000 7.75% notes due 2025 originally issued by Champion International Corp. (Cusip: 158525AQ8) with pricing to be based on the 3.125% U.S. Treasury due Aug. 15, 2025 and a fixed spread of 95 bps were tendered and accepted for purchase;

• $5.1 million of the $43,832,000 7.35% notes due 2025 originally issued by Champion (Cusip: 158525AR6) with pricing to be based on the 3.125% U.S. Treasury due Aug. 15, 2025 and a fixed spread of 95 bps were tendered and accepted for purchase;

• $269,378,000 of the $722,481,000 7.3% notes due 2039 (Cusip: 460146CF8) with pricing to be based on the 3.375% U.S. Treasury due Aug. 15, 2042 and a fixed spread of 205 bps were tendered and accepted for purchase;

•$15,000 of the $57,938,000 7.2% notes due 2026 originally issued by Champion (Cusip: 158525AT2) with pricing to be based on the 3.125% U.S. Treasury due Aug. 31, 2027 and a fixed spread of 117 bps were tendered and accepted for purchase;

• $172,000 of the $7,494,000 7.15% notes due 2027 originally issued by Champion (Cusip: 158525AV7) with pricing to be based on the 3.125% U.S. Treasury due Aug. 31, 2027 and a fixed spread of 123 bps were tendered and accepted for purchase;

• $7.19 million of the $94,188,000 6.875% notes due 2023 (Cusip: 460146AP8) with pricing to be based on the 3.25% U.S. Treasury due Aug. 31, 2024 and a fixed spread of 90 bps were tendered and accepted for purchase;

• $27,323,000 of the $37,119,000 6.875% notes due 2029 (Cusip: 460146BD4) with pricing to be based on the 2.75% U.S. Treasury due Aug. 15, 2032 and a fixed spread of 147 bps were tendered and accepted for purchase;

• $257,000 of the $3,555,000 6.65% notes due 2037 originally issued by Champion (Cusip: 158525AU9) with pricing to be based on the 2.75% U.S. Treasury due Aug. 15, 2032 and a fixed spread of 187 bps were tendered and accepted for purchase;

• $95,000 of the $5.36 million 6.4% notes due 2026 originally issued by Champion (Cusip: 158525AS4) with pricing to be based on the 3.125% U.S. Treasury due Aug. 15, 2025 and a fixed spread of 97 bps were tendered and accepted for purchase;

• $193.14 million of the $585 million 6% notes due 2041 originally issued by Champion (Cusip: 460146CH4) with pricing to be based on the 3.375% U.S. Treasury due Aug. 15, 2042 and a fixed spread of 195 bps were tendered with $0 accepted for purchase;

• $56,453,000 of the $449,264,000 5.15% notes due 2046 (Cusip: 460146CN1) with pricing to be based on the par call date and on the 2.875% U.S. Treasury due May 15, 2052 and a fixed spread of 185 bps were tendered with $0 accepted for purchase;

• $79,626,000 of the $406,703,000 5% notes due 2035 (Cusip: 460146CM3) with pricing to be based on the par call date and on the 2.75% U.S. Treasury due Aug. 15, 2032 and a fixed spread of 160 bps were tendered with $0 accepted for purchase;

• $200,028,000 of the $686,478,000 4.8% notes due 2044 (Cusip: 460146CK7) with pricing to be based on the par call date and on the 3.375% U.S. Treasury due Aug. 15, 2042 and a fixed spread of 175 bps were tendered with $0 accepted for purchase;

• $89,437,000 of the $647,145,000 4.4% notes due 2047 (Cusip: 460146CQ4) with pricing to be based on the par call date and on the 2.875% U.S. Treasury due May 15, 2052 and a fixed spread of 178 bps were tendered with $0 accepted for purchase; and

• $125,231,000 of the $740,131,000 4.35% notes due 2048 (Cusip: 460146CS0) with pricing to be based on the par call date and on the 2.875% U.S. Treasury due May 15, 2052 and a fixed spread of 173 bps were tendered with $0 accepted for purchase.

The considerations include a $30 early tender premium that would not be paid to noteholders who tender after the early deadline.

All the notes with acceptance priority levels 1 through 10 have been accepted for purchase. Due to the offer’s maximum tender amount being exceeded, the notes with acceptance priority levels 11 through 16 will not be accepted in the offer.

Pricing will take place at 10 a.m. ET on Sept. 26.

Early settlement is planned for Sept. 27.

The offer will expire at 11:59 p.m. ET on Oct. 7. However, no more notes will be accepted after the early deadline regardless of priority acceptance level.

Final settlement would have been planned for Oct. 12.

Deutsche Bank Securities Inc. is the lead dealer manager (866 627-0391, 212 250-2955).

Global Bondholder Services Corp. is the depositary and information agent for the offer (855 654-2015, 212 430-3774).

International Paper is a packaging and paper manufacturing company based in Memphis.

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