International Paper Company has announced that it has completed its acquisition of Temple-Inland Inc. through the merger of its wholly owned subsidiary Metal Acquisition Inc. with and into Temple-Inland.  Temple-Inland is now a wholly owned subsidiary of International Paper.  Under the terms of the transaction, each issued and outstanding share of Temple-Inland common stock has been converted into the right to receive $32.00 in cash, without interest thereon, and less any applicable withholding taxes.  Including the assumption of approximately $700 million in Temple-Inland net debt, the total transaction value is approximately $4.5 billion.

As a result of the acquisition, Temple-Inland's common stock will cease trading on the New York Stock Exchange today. International Paper Chairman and CEO John Faraci said, "We are very pleased to have completed this compelling transaction.  The combination of International Paper and Temple-Inland strengthens our North American packaging business and enhances our ability to generate cash flow while maintaining our strong balance sheet.  We look forward to working with the employees of Temple-Inland as we successfully integrate our businesses and create an even stronger company with substantial benefits for our customers, employees and shareholders." 

Mercer International Inc. has announced that it has entered into a support agreement (the "Support Agreement") with Fibrek Inc. ("Fibrek") for Mercer to acquire all of the issued and outstanding common shares of Fibrek (the "Fibrek Shares") by way of a take-over bid (the "Offer").

Pursuant to the Offer, Fibrek shareholders will have the ability, on an individual basis, to elect to receive:

• C$1.30 in cash per Fibrek Share;
• 0.1540 of a share of Mercer's common stock (a "Mercer Share") per Fibrek Share; or
• C$0.54 in cash plus 0.0903 of a Mercer Share per Fibrek Share,

subject to proration necessary to effect maximum aggregate cash consideration of C$70.0 million and maximum aggregate share consideration of 11,741,496 Mercer Shares.

The Offer provides for consideration of C$1.30 per Fibrek Share or total consideration of approximately C$170 million for the Fibrek Shares, representing a premium of 30% over the unsolicited insider bid made by AbitibiBowater Inc. (the "Abitibi Bid"), 81% over the closing price of the Fibrek Shares on November 28, 2011, the date of announcement of the Abitibi Bid, and 70% over the volume-weighted average trading price of the Fibrek Shares on the Toronto Stock Exchange for the 20 trading days ending on such date.

The board of directors of Fibrek, after consulting with its financial and legal advisers, has unanimously approved entering into the Support Agreement and unanimously recommends that Fibrek shareholders tender to the Offer. Fibrek's board of directors has received a fairness opinion from Fibrek's financial advisor, TD Securities Inc., that the consideration offered by Mercer for the Fibrek Shares under the Offer is fair, from a financial point of view, to the Fibrek shareholders (other than shareholders that entered lock-up agreements in connection with the Abitibi Bid). In addition, in conjunction with the Support Agreement, certain directors and officers of Fibrek have entered into lock-up agreements with Mercer.

"We are pleased to have the full support of Fibrek's board of directors for a transaction that we believe will deliver significant benefits to both companies' customers, employees and shareholders. The acquisition of Fibrek clearly fits within our strategy of focusing on world-class production assets that produce high quality pulp. Additionally, the ability of Fibrek's St. Felicien mill to produce and sell surplus renewable energy is in line with our goal of increasing our revenues from energy sales," stated Jimmy S.H. Lee, President and Chief Executive Officer.

Mr. Lee added: "We believe that Fibrek's mills are complementary to our existing operations and we feel that, through active management, the acquisition of Fibrek will generate increased value for our shareholders."

The Support Agreement provides for, among other things, a non-solicitation covenant on the part of Fibrek, subject to customary "fiduciary out" provisions, a right in favour of Mercer to match any superior proposal and a termination fee of C$8.5 million payable to Mercer in certain circumstances, including if Fibrek accepts a superior proposal.

The Offer is expected to be made pursuant to a take-over bid circular and related documents to be mailed to Fibrek shareholders in accordance with applicable laws (all subject to the terms and conditions of the Support Agreement). The Mercer Shares to be issued under the Offer will be registered pursuant to a registration statement on Form S-4 (the "Registration Statement") to be filed with the U.S. Securities and Exchange Commission (the "SEC").

The Offer will be open for acceptance for a period of not less than 35 days from its commencement and may be extended from time to time. The Offer will be subject to customary conditions, including, among other things, there being deposited under the Offer, and not withdrawn at the expiry date, at least 50.1% of the Fibrek Shares, receipt of requisite regulatory consents, the Registration Statement being declared effective by the SEC and the absence of a material adverse change with respect to Fibrek.

Concurrently with the execution of the Support Agreement, Mercer has agreed to purchase 32,320,000 special warrants (the "Warrants") at a price of C$1.00 per Warrant (the "Warrant Placement"). Each Warrant is convertible into a Fibrek Share on a one-for-one basis. Conversion is automatic in certain events and otherwise at the option of Mercer. The Warrants are also redeemable, including by Fibrek, at their subscription price in certain events. Completion of the Warrant Placement is subject to, among other things, obtaining Toronto Stock Exchange approval.

Mercer intends to finance the cash portion of the Offer by way of new credit facilities to be established with Québec based capital providers.

Mercer intends to hold a special meeting of its shareholders in order to obtain shareholder approval of the issuance of the Mercer Shares, as required under the rules of the NASDAQ Global Market (the "Shareholder Approval"). In connection with such approval, Mercer has entered into voting support agreements with two institutional shareholders and its President and Chief Executive Officer, who collectively hold, directly or indirectly, approximately 44% of the outstanding Mercer Shares, to vote all of their Mercer Shares in favour of the Shareholder Approval.

Raymond James Ltd. is acting as financial advisor to Mercer, while TD Securities Inc. is acting as financial advisor to Fibrek. Sangra Moller LLP is acting as legal advisor to Mercer and Stikeman Elliott LLP is acting as legal advisor to Fibrek.

International Paper Company and Temple-Inland Inc. have announced that they have reached an agreement with the Antitrust Division of the U.S. Department of Justice ("DOJ") with respect to International Paper's acquisition of Temple-Inland.  As part of the agreement, the DOJ has entered into a consent decree with International Paper and Temple-Inland that allows the combination to proceed.  The companies expect to complete the transaction promptly.

Under the terms of the consent decree filed in federal court in the District of Columbia, the combined company will undertake the post close divesture of 970,000 tons of containerboard mill capacity within four months, with the possibility of two 30-day extensions. The company agreed to divest Temple-Inland's facilities in Ontario, California and New Johnsonville, Tennessee, and International Paper's facility in Hueneme, California.  International Paper reaffirms that it expects to achieve at least $300 million of synergies within twenty-four months of closing.

International Paper Chairman and CEO John Faraci said, "We are pleased to have reached an agreement with the DOJ that addresses their concerns and preserves the value in the combination of these two fine companies. As we take the final steps to closing, we look forward to a smooth integration and to realizing the substantial benefits this transaction provides our customers, employees and shareholders."

Metso will supply Kipaş Kağıt Sanayi İşletmeleri A.Ş with a containerboard machine for their new mill site in Kahramanmaraş in southeastern Turkey. The start-up of the new machine is scheduled for 2013. The value of the order is approximately EUR 80 million.

Metso’s delivery will comprise a complete high-technology board machine. “The new machine will utilize gap forming technology which enables a higher production speed and production efficiency ratio for board machines,” says Area President Hannu T Pietilä from Metso. In addition, Metso’s extensive automation package will comprise process, machine and quality controls.

The main part of the order is included in Pulp, Paper and Power’s first quarter 2012 orders received and the automation package in Automation’s first quarter 2012 orders received.

Technical information

The delivery will comprise an 8.6-m-wide (wire) high-technology board machine including an approach flow system, air systems, machine pulpers, a broke collecting system, chemical systems, a steam and condensate system, a ropeless tail threading system, machine clothing as well as mill engineering.

The new PM 1 will be equipped with an OptiFormer roll and blade gap former as well as a WinDrum Pro high-capacity belt-bed winder. The production speed will be 1,500 m/min. PM 1 will produce fluting and testliner grades out of 100% recycled fiber. The annual production capacity will be approximately 400,000 tonnes.

Family-owned company Kipaş Kağıt Sanayi İşletmeleri A.Ş is a subsidiary of Kipas Holding A.S. of Kahramanmaraş, Turkey. Through the reorganization of the group’s companies in 2005 Kipas Holding is formed of numerous subsidiary companies with 27 mills and over 6,000 employees.

Based on the public offer by Lactosan-Sanovo Holding A/S (Lactosan-Sanovo) to the shareholders of Brødrene Hartmann A/S (Hartmann) submitted on 22 November 2011, the Board of Directors of Hartmann initiated a process for the purpose of examining which future solution will be best for Hartmann and all of Hartmann's stakeholders and giving interested parties an opportunity to indicate their potential interest in the company.

On 16 December 2011, Hartmann announced that the company had received specific indications of interest on terms which were more attractive to Hartmann and Hartmann's shareholders than the offer by Lactosan-Sanovo. However, the originally interested parties have informed Hartmann that an alternative public offer should not be expected at present.

Lactosan-Sanovo, the Thornico Group and Thor Stadil announced on 23 December 2011 that they held an aggregate of 33.37% of the shares and voting rights in Hartmann, which may entail an assumption of 'controlling influence' as defined in section 31 of the Danish Securities Trading Act, such that an acquisition of additional shares in the company would not trigger an obligation to make a mandatory offer to Hartmann's other shareholders.

Several parties have contacted Hartmann and questioned whether there is controlling influence in the current situation since shareholders holding 37.2% of the shares and voting rights in the company have informed the Board of Directors that they did not accept the offer by Lactosan-Sanovo.

Assuming that in the current situation Lactosan-Sanovo does not have controlling influence, an obligation to make a mandatory offer would be triggered if Lactosan-Sanovo were to obtain controlling influence by acquiring additional shares in the company.

Hartmann notes that the responsibility for complying with the applicable rules on mandatory offers rests with the shareholder acquiring additional shares in the company.

Hartmann retains its forecast of revenue for 2011 on a level with 2010 (DKK 1.5 billion) and an operating profit at the high end of the previously announced DKK 105-125 million range, corresponding to a profit margin at the high end of the 7-8.5% range.

Hartmann's annual report for 2011 is scheduled for release on 8 March 2012.

Part of Metsä Group, M-real Corporation, which Board of Directors proposes to the Annual General Meeting to be convened on 28 March 2012 a change of the company’s name to Metsä Board Corporation, is Europe’s leading fresh forest fibre paperboard producer. It has established a new R&D centre in Äänekoski, Finland. Its aim is to support customers in the packaging industry with R&D in product innovation; introduce applications of new raw materials from forest fibres; and study how its products can match rapidly-evolving printing and converting technologies.

The centre draws on experience from within Metsä Board and the whole Metsä Group. It will also collaborate closely with research institutes, universities and Forestcluster Ltd.

“We have relentlessly developed our paperboards, production processes and service to support customers in their business,” says CEO Mikko Helander. “At the same time, our work has achieved benefits in sustainability, for example, in the design of light but stiff boards and in production energy efficiency. Now we want to strengthen our R&D further and drive business forward based on new ideas, customer demand and feedback.”

The new R&D centre is commencing operations from February 2012, with the first research projects coming to fruition within two–three years. It is based at Äänekoski, a well-known forest industry locality in Finland, where Metsä Board has an existing cartonboard mill. It will use an established laboratory and employs a highly-experienced team of experts headed by Lauri Verkasalo, Director for Strategic Research.

The role of the R&D centre falls into these main areas:
- Doing research that leads to improvements in the paperboard products.
- Developing new technologies that will drive advances in cartonboard and liner products.
- Looking for applications based on new raw materials such as microfibrillated cellulose.
- Match developments in printing technology, such as digital printing, in order that paperboards continue to produce optimum results. The centre may also respond to topical issues as they arise, such as mineral oil hydrocarbon migration from printing inks.
- Work on specific win-win co-projects with customers.

AbitibiBowater Inc., doing business as Resolute Forest Products ("Resolute"), has announced that the Bureau de décision et de révision (Québec) has ordered that all rights and securities issued or issuable under the shareholder rights plan (the "Rights Plan") of Fibrek Inc.("Fibrek") be cease traded effective as of 3:00 p.m. (Eastern Standard Time) on February 13, 2012.

The offer to acquire all of the issued and outstanding shares of Fibrek made by Resolute, together with RFP Acquisition Inc., a wholly-owned subsidiary, is more fully described in the offer circular and other ancillary documentation that Resolute filed on December 15, 2011, on the Canadian Securities Administrators' website ("SEDAR"), as varied and extended. The offer will expire at 5:00 p.m. (Eastern Standard Time) on February 13, 2012, unless it is extended or withdrawn by Resolute. Resolute continues to work diligently with a view to obtaining all required approvals from the Canadian regulatory authorities.

Xerium Technologies, Inc., a leading global manufacturer of industrial textiles and rolls used primarily in the paper production process, today introduced Formsoft, an advanced tissue forming fabric technology specifically designed to help its tissue fabric customers improve operational performance at lower costs.

“While tissue has been one of the primary growth drivers throughout the industry, it has long been one of the more demanding grades of paper to produce,” said Stephen R. Light, Chairman, CEO and President of Xerium Technologies. “We worked closely with our tissue customers to design a new tissue fabric that helps them improve their most demanding processes to produce a higher-quality product at lower costs.”

Formsoft is a patented, triple layer tissue forming fabric that has been engineered to provide high drainage performance that produces tissue with improved sheet properties, including formation, tensile strength, and softness. Formsoft delivers the highest fiber support with superior dimensional stability and uniformity throughout the life of the fabric, while also providing improved life potential that is well-suited for the rigors of a demanding tissue machine.

More information on Formsoft is available in the products section of http://www.xerium.com.

“Stora Enso’s 2011 turned out to be another year of change. Whereas the full year shows year-on-year operational EBIT improvement, the latter part and especially the fourth quarter showed that rethinking within the Group has to continue.

“The uncertainty and slowing down of the economy were distinctly apparent in our performance in the fourth quarter. The pricing momentum achieved earlier in the year helped us through the fourth quarter with satisfactory results, and as before, with strong cash flow and liquidity at the year end. This is naturally crucial for the transformation of the Group and our continued strategic investments in growth markets.

“Reviewing our own performance in 2011, it is also evident that more flexibility, productivity and work to build customer loyalty are needed. And even with the strong cash flow of the fourth quarter, we need to re-engineer our demand chain to release cash from working capital to invest in our future. This is why we announced a new Business Area structure in January, to improve our competitive position in the various businesses – every day, as soon as possible. The clarity, accountability and simplicity of our new Business Area structure is meant to be an accelerator of this process.

“During the first months of 2012, we will face a challenging operating environment. Uncertainty and limited visibility, at least in European markets, will continue. The decrease in variable costs will only begin to be visible in our profit and loss statements. We will therefore continue to focus on pricing quality and cash flow. Construction of the Montes del Plata pulp mill is progressing according to the plan, with close to 4 000 people working at the Punta Pereira site in Uruguay. This is a project in which we and the surrounding community can take pride.

“In summary, another challenging year ahead, a year of improving our productivity, demand chain and customer satisfaction. But also another exciting year of building and transforming the Group.”