Press release from Business Wire
Louisiana-Pacific Corporation Announces Receipt of Noteholder Consents, Closing of Debt Offering, Early Settlement of Tender Offer and Consent Solicitation and Call for Redemption
Monday, May 21, 2012
Louisiana-Pacific Corporation Announces Receipt of Noteholder Consents, Closing of Debt Offering, Early Settlement of Tender Offer and Consent Solicitation and Call for Redemption11:00 EDT Monday, May 21, 2012
NASHVILLE, Tenn. (Business Wire) -- Louisiana-Pacific Corporation (“LP”) (NYSE:LPX) today announced the
early tender results for its previously announced offer to purchase and
solicitation of consents for its 13% Senior Secured Notes due 2017 (the
“2017 Notes”). As of 5:00 p.m., New York City time, on May 18, 2012 (the
“Consent Deadline”), holders of approximately $233.8 million, or 95.92%
of the outstanding principal amount, of the 2017 Notes had validly
tendered their 2017 Notes for purchase by LP and validly delivered their
consents to amend the indenture governing the 2017 Notes and the related
intercreditor agreement.
LP also announced the completion of its previously announced offering of
$350.0 million in aggregate principal amount of its 7.500% Senior Notes
due 2020 (the “2020 Notes”). The issuance and sale of the 2020 Notes
generated net proceeds of approximately $342.0 million, after deducting
discounts and commissions and payment of related transaction expenses.
LP intends to use the net proceeds of the offering of the 2020 Notes to
repurchase, redeem or otherwise retire all of its outstanding the 2017
Notes, to pay related transaction costs and for other general corporate
purposes. The completion of the offering of the 2020 Notes satisfied the
financing condition for LP's previously announced cash tender offer and
consent solicitation with respect to any and all of the outstanding 2017
Notes.
In addition, LP announced that it has accepted for purchase and paid for
all 2017 Notes validly tendered at or before the Consent Deadline, and
that it has delivered an irrevocable notice of redemption for the
redemption of all 2017 Notes not validly tendered at or before the
Consent Deadline for redemption on June 20, 2012.
LP's tender offer and consent solicitation are subject to the terms and
conditions set forth in LP's Offer to Purchase and Consent Solicitation
Statement, dated May 7, 2012 (the “Offer to Purchase”), and the related
Letter of Transmittal and Consent (the “Letter of Transmittal”). The
tender offer will expire at 12:00 midnight, New York City time, on June
4, 2012 (the “Expiration Time”), unless extended or earlier terminated.
Following the Consent Deadline, tendered 2017 Notes may not be withdrawn
and the related consents delivered may not be revoked, except as
required by law. No consents delivered after the Consent Deadline will
be accepted or paid for, and holders of 2017 Notes tendered after the
Consent Deadline but prior to the Expiration Time will be entitled to
receive the tender offer consideration of $956.17 per $1,000 principal
amount of 2017 Notes at maturity but will not be entitled to receive any
consent payment.
This news release is neither an offer to purchase nor a solicitation of
an offer to sell the 2017 Notes and does not set forth all the terms and
conditions of the tender offer and consent solicitation. Holders of 2017
Notes should carefully read LP's Offer to Purchase and Letter of
Transmittal for a complete description of all terms and conditions
before any decision is made with respect to the tender offer and consent
solicitation. LP does not make any recommendation as to whether or not
any holder should tender 2017 Notes. Additional information concerning
the terms of the tender offer and consent solicitation, the procedure
for tendering 2017 Notes and the conditions to the tender offer and
consent solicitation may be obtained by calling Goldman, Sachs & Co. by
calling (800) 828-3182. Copies of the Offer to Purchase and Letter of
Transmittal may be obtained from Global Bondholder Services Corporation,
at 65 Broadway – Suite 404, New York, New York 10006, (866) 470-3800.
This press release contains information about pending transactions, and
there can be no assurance that these transactions will be completed.
This press release contains statements concerning LP that are
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. The following statements are or may
constitute forward-looking statements: (1) statements preceded by,
followed by or that include words like “may,” “will,” “could,” “should,”
“believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,”
“potential,” “continue” or “future” or the negative or other variations
thereof and (2) other statements regarding matters that are not
historical facts. The matters addressed in these statements are subject
to a number of risks, uncertainties and assumptions that may cause
actual results to differ materially from those projected, including, but
not limited to, changes in general economic conditions; changes in the
cost and availability of capital; changes in the level of home
construction activity; changes in competitive conditions and prices for
our products; changes in the relationship between supply of and demand
for building products; changes in the relationship between supply of and
demand for raw materials, including wood fiber and resins, used in
manufacturing our products; changes in the cost of and availability of
energy, primarily natural gas, electricity and diesel fuel; changes in
other significant operating expenses; changes in exchange rates between
the U.S. dollar and other currencies, particularly the Canadian dollar,
Australian dollar, EURO, Brazilian real and the Chilean peso; changes in
general and industry-specific environmental laws and regulations;
changes in tax laws, and interpretations thereof; changes in
circumstances giving rise to environmental liabilities or expenditures;
the resolution of existing and future product-related litigation and
other legal proceedings; and acts of public authorities, war, civil
unrest, natural disasters, fire, floods, earthquakes, inclement weather
and other matters beyond our control. These and other factors that could
cause or contribute to actual results differing materially from those
contemplated by such forward-looking statements are discussed in greater
detail in LP's Securities and Exchange Commission filings.
About LP
Louisiana-Pacific Corporation is a leading manufacturer of quality
engineered wood building materials including OSB, structural framing
products, and exterior siding for use in residential, industrial and
light commercial construction. From manufacturing facilities in the
U.S., Canada, Chile and Brazil, LP products are sold to builders and
homeowners through building materials distributors and dealers and
retail home centers. Founded in 1973, LP is headquartered in Nashville,
Tennessee and traded on the New York Stock Exchange under LPX.
Louisiana-Pacific CorporationMedia Relations:Mary
Cohn, 615-986-5886orInvestor Relations:Becky
Barckley/Mike Kinney, 615-986-5600
