International Paper tenders for up to $750 million of five note series

By Susanna Moon

Chicago, May 14 – International Paper Co. said it began a cash tender offer for up to $750 million principal amount of four series of its notes as well as one series of notes issued by wholly owned subsidiary Temple-Inland, Inc.

Pricing will be set using the yield of the bid-side price of the reference U.S. Treasury security at 2 p.m. ET on May 28 as follows, with notes listed in order of priority acceptance level:

• $1 million of 7.5% notes due 2021 using 1.375% Treasury note due April 30, 2020 plus 130 basis points;

• $903,191,000 of 7.95% notes due 2018 using 0.75% Treasury note due April 15, 2018 plus 70 bps;

• $231,096,000 of 6.625% notes due 2018 issued by Temple-Inland using 0.75% Treasury note due April 15, 2018 plus 60 bps;

• $424,719,000 of 9.375% notes due 2019 using 1.375% Treasury note due April 30, 2020 plus 75 bps; and

• $900 million of 4.75% notes due 2022 using 2% Treasury note due Feb. 15, 2025 plus 70 bps.

The total purchase price includes a $30 early tender premium for each $1,000 principal amount of notes tendered by 5 p.m. ET on May 28, the early date.

Those who tender after the early deadline will receive the total amount less the early premium.

The company reserves the right to increase the tender cap by up to $100 million, according to a press release.

The tender offer will end at 11:59 p.m. ET on June 11. Tendered notes may be withdrawn by the early tender deadline.

Holders will also receive accrued interest to but excluding the settlement date of June 12.

The tender offer is conditioned on International Paper securing enough proceeds to fund the offer from a concurrent public offering of senior debt securities by the early tender deadline.

J.P. Morgan Securities LLC (800 834-4666 or 212 834-4811), BofA Merrill Lynch (888 292-0070 or 980 387-3907), Credit Agricole Securities (USA) Inc. (866 807-6030 or 212 261-7802) and BNP Paribas Securities Corp. are the dealer managers. Global Bondholder Services Corp. (866 470-4200 or 212 430-3774) is the depositary and information agent.

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

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