Displaying items by tag: Buckeye Technologies

Buckeye Technologies Inc. (NYSE:BKI) and Georgia-Pacific LLC has announced that they have reached a definitive agreement for Georgia-Pacific to acquire all of the outstanding shares of Buckeye Technologies' common stock for $37.50 per share in cash.  The transaction, subject to completion, is valued at approximately $1.5 billion, including debt.

Under the terms of the agreement, which has been unanimously approved by both companies' boards of directors, stockholders of Buckeye Technologies will receive $37.50 in cash per share, representing a premium of approximately 29 percent based on the average closing price of Buckeye Technologies' common stock over the last week.

Georgia-Pacific expects to launch a cash tender offer for all outstanding shares of Buckeye Technologies' common stock.  The tender offer is subject to the expiration or termination of any waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, other regulatory approvals and other customary closing conditions, and requires at least 75 percent of the outstanding shares of Buckeye Technologies' common stock to be tendered, consistent with the threshold for approval of a merger specified in Buckeye Technologies' certificate of incorporation. The transaction is not conditioned on financing.  In certain circumstances, the parties have agreed to complete the transaction through a merger, subject to receipt of stockholder approval.

Buckeye Technologies, based in Memphis, Tenn., is a leading manufacturer and marketer of specialty fibers and nonwoven materials made from wood and cotton.  The company's manufacturing assets include a specialty pulp mill at Perry, Fla.; cotton cellulose mills at Memphis, Tenn., and Lumberton, N.C.; and mills producing nonwovens at Mt. Holly, N.C., and Steinfurt, Germany.   Buckeye Technologies also has global sales offices in Beijing, the United Kingdom, France, Italy and Switzerland.  The company has approximately 1,200 employees worldwide.

"This transaction enables our stockholders to realize significant value, while also representing an important next step in the growth of Buckeye Technologies," said John Crowe, chairman and CEO.  "We are pleased that Georgia-Pacific recognizes the significant value of our company's special and unique assets, talented employees, and research and development capabilities.  Georgia-Pacific's acquisition of Buckeye will provide our company and our employees with exciting future growth opportunities. We will continue to execute on our business plan in partnership with a committed new owner that has a long history of delivering superior business performance through its dedication to operational excellence and innovation."

"Buckeye Technologies' competitive assets and capabilities strongly complement Georgia-Pacific's existing cellulose business and products.  The talented employees, innovation capabilities, advanced technologies, and specialty fibers and nonwovens businesses of Buckeye Technologies will provide a significant platform for continued growth and success," said Jim Hannan, CEO and president, Georgia-Pacific. 

Barclays is serving as exclusive financial advisor and Dechert LLP is serving as legal advisor to Buckeye Technologies. UBS and Blackstone are serving as financial advisors to Georgia-Pacific.

Headquartered in Atlanta, Georgia-Pacific is one of the world's leading manufacturers and marketers of building products, tissue, packaging, paper, cellulose and related chemicals. The company employs nearly 35,000 people worldwide. For more information, visit www.gp.com.

Headquartered in Memphis, Tenn., Buckeye Technologies currently operates manufacturing facilities in the United States and Germany. Its products are sold worldwide to makers of consumer and industrial goods. www.bkitech.com

NOTICE TO INVESTORS ABOUT THE OFFER: This announcement is neither an offer to purchase nor a solicitation of an offer to sell securities. The tender offer for the outstanding shares of Buckeye Technologies' common stock described in this news releasehas not commenced.  At the time the tender offer is commenced, Georgia-Pacific will file or cause to be filed a Tender Offer Statement on Schedule TO with the Securities and Exchange Commission (SEC) and Buckeye Technologies will file a Solicitation/Recommendation Statement on Schedule 14D-9 with the SEC related to the tender offer.  The Tender Offer Statement (including an Offer to Purchase, a related Letter of Transmittal and other tender offer documents) and the Solicitation/Recommendation Statement will contain important information that should be read carefully before any decision is made with respect to the tender offer.  Those materials will be made available to Buckeye Technologies' stockholders at no expense to them by the information agent for the tender offer, which will be announced. In addition, all of those materials (and all other offer documents filed with the SEC) will be available at no charge on the SEC's website at www.sec.gov.

NOTICE TO INVESTORS ABOUT THE MERGER: In connection with the potential subsequent merger, Buckeye Technologies would expect to file a proxy statement with the SEC, as well as other relevant materials in connection with the proposed transaction pursuant to the terms of an Agreement and Plan of Merger, dated April 23, 2013, by and among Buckeye Technologies Inc., Georgia-Pacific LLC and GP Cellulose Group LLC.  The materials to be filed by Buckeye Technologies will be made available to Buckeye Technologies' investors and stockholders at no expense to them.  In addition, all of those materials will be available at no charge on the SEC's website at www.sec.gov.  Investors and stockholders of Buckeye Technologies are urged to read the proxy statement and the other relevant materials when they become available before making any voting or investment decision with respect to the proposed merger because they contain important information about the merger and the parties to the merger.

Buckeye Technologies and its respective directors, executive officers and other members of its management and employees, under SEC rules, may be deemed to be participants in the solicitation of proxies of Buckeye Technologies' stockholders in connection with the proposed merger.  Investors and security holders may obtain more detailed information regarding the names, affiliations and interests of certain of Buckeye Technologies' executive officers and directors in the solicitation by reading Buckeye Technologies' proxy statement for its 2012 annual meeting of stockholders, annual report on Form 10-K for the fiscal year ended June 30, 2012, and the proxy statement and other relevant materials which may be filed with the SEC in connection with the merger when and if they become available.  Information concerning the interests of Buckeye Technologies' participants in the solicitation, which may, in some cases, be different than those of Buckeye Technologies' stockholders generally, will be set forth in the proxy statement relating to the merger when it becomes available.  Additional information regarding Buckeye Technologies' directors and executive officers is also included in Buckeye Technologies' proxy statement for its 2012 annual meeting of stockholders and in Buckeye Technologies' annual report on Form 10-K for the fiscal year ended June 30, 2012.

Buckeye Technologies Inc. (NYSE:BKI) announced the release of its 2012 Sustainability Report. This report (which summarizes calendar year 2011 results) highlights Buckeye’s continuing efforts to reduce fossil fuel usage, water usage, solid waste production, and air emissions. Buckeye has reduced greenhouse gas emissions which are generated by fossil fuels and purchased electricity by over 10% per ton since 2007, and now generates 77% of its total energy needs from renewable biomass. In addition, significant reductions of water used daily were achieved (down 6% since 2007) while reducing wastes by 30% since 2007. The report also shares information about Buckeye’s social impacts, including employees’ impressive response to a renewed corporate-wide commitment to safety, reducing the Total Incidence Rate from 3.5 to 2.0 during the reporting period.

Buckeye announced separately in May 2012 that our Foley plant located near Perry, FL, achieved certifications from three internationally recognized organizations that promote responsibly managed forests: the Forest Stewardship Council™ (FSC), the Sustainable Forestry Initiative® (SFI), and the Programme for the Endorsement of Forest Certification (PEFC™). These certifications followed a rigorous year-long process of developing documents, manuals and procedures to guide fiber procurement and track fiber chain of custody. The purpose of these certifications is to ensure that companies which use forest resources meet society’s needs without compromising the ability of future generations to meet their own needs. Buckeye is committed to monitoring and reviewing its sustainable forestry programs and to continually improving and broadening the practice of sustainable forestry. Certification to these standards further demonstrates Buckeye’s commitment to meeting customer demand for products that are derived from forest fiber that is legally harvested and well-managed.

John Crowe, Chairman and CEO, emphasized that “Buckeye is continuing to make progress on our sustainability strategy which embraces the importance of protecting the environment and resources for future generations while leveraging long-term business and shareholder value.”

Buckeye Technologies Inc. (NYSE:BKI) has announced that Mr. Shannon A. Brown has been elected to serve as a member of the Company’s Board of Directors effective August 24, 2012. Mr. Brown is elected to serve the unexpired term of former Board member Kristopher J. Matula, who resigned from the Board on August 7. The election of Mr. Brown increases the number of independent Directors from seven to eight.

Mr. Brown is Senior Vice President/Chief Human Resources and Diversity Officer for FedEx Express, a subsidiary of FedEx Corporation. In that position - which he has held since 2008 - Mr. Brown is the Company’s senior human resources executive, with responsibility for providing strategic direction for all global human resources practices, policies and operations. Prior to his current role at FedEx Express, Mr. Brown served as senior vice president of human resources for FedEx Ground.

Mr. Brown earned his undergraduate degree from National Louis University in Evanston, Illinois and holds a Master of Science in Intermodal Transportation from the University of Denver. He is active in numerous national civic and professional organizations, having served on The University of Denver’s Board of Directors of the Intermodal Transportation Institute; the Board of Trustees of National Louis University; and on the March of Dimes Board of Trustees. He was the 2010 General Campaign Chairman for United Way of the Mid-South and currently is the Chair Elect of the United Way of the MidSouth.

Buckeye Chairman John B. Crowe stated, “We are pleased that Mr. Brown has agreed to join the Buckeye Board of Directors. He brings a wealth of knowledge and experience, and we feel he will be a valuable contributor to our Company’s future success.”

Buckeye Technologies Inc. has announced that it will restructure its executive management team in support of its previously announced decisions to close or sell several underperforming or non-core assets and in conjunction with the departure of its chief operating officer, which was announced separately.

The Company’s Board of Directors has approved the following promotions effective July 24, 2012. Mr. Steven G. Dean, Senior Vice President and Chief Financial Officer has been promoted to Executive Vice President, Chief Financial Officer. Mr. Douglas L. Dowdell, Senior Vice President, Specialty Fibers has been promoted to Executive Vice President, Specialty Fibers. Mr. Terrence M. Reed, Vice President, Human Resources has been promoted to Senior Vice President, Human Resources.

Mr. Dean joined Buckeye in 1999, and since that time he has held positions of increasing responsibility in the area of finance and accounting. He has served as the Company’s Chief Financial Officer since 2006. In connection with his promotion, Mr. Dean will assume increased responsibilities in the area of information technology.

Mr. Dowdell joined Buckeye in 1988 and has played leadership roles in the Company’s Nonwovens division and in the Specialty Fibers division. He has led the Specialty Fibers division since 2006 and will assume increased operational responsibilities.

Mr. Reed joined Buckeye in 1995 and has held key leadership positions in Manufacturing and Human Resources. He has served as Vice President, Human Resources since 2006 and will assume increased responsibilities in the area of human resource development.

Buckeye, a leading manufacturer and marketer of specialty fibers and nonwoven materials, is headquartered in Memphis, Tennessee, USA. The Company currently operates facilities in the United States, Germany and Canada. Its products are sold worldwide to makers of consumer and industrial goods.

Certain matters discussed in this press release may constitute forward-looking statements within the meaning of the federal securities laws that involve risks and uncertainties, including but not limited to economic, competitive, governmental, and technological factors affecting the Company's operations, financing, markets, products, services and prices, and other factors. For further information on factors which could impact the Company and the statements contained herein, please refer to public filings with the Securities and Exchange Commission.

Source: Buckeye Technologies Inc.

Buckeye Technologies Inc. has announced it is targeting the restart of its fluff pulp line for July 4. The specialty pulp line has been up and safely running at target rates since early Saturday morning, June 23. The specialty pulp line mix will not be fully optimized until the fluff line is back in operation. Among other things, the July 4 timeline depends on procurement of materials and the amount of work required to repair and replace drums and other damaged equipment. Both production lines were idled on Sunday evening, June 17, due to a significant failure of a steam drum on the fluff pulp line. There were no injuries associated with this incident.

We expect our property damage and business interruption insurance will cover most of the losses in excess of our $2 million deductible. Net of insurance recovery, we estimate the total net earnings impact of this event to be in the range of 5 to 10 cents per share. We expect Q4 FY 2012 (April-June 2012) earnings to be reduced by 8 to 11 cents per share as a result of this event. The net impact on first half FY 2013 earnings (July-December 2012) should be small as we expect to recognize the bulk of the insurance benefits during this period. We also anticipate the lost production volume due to the outage will reduce sales revenue by about $20 million primarily in the July to December 2012 period.

Buckeye Chairman and Chief Executive Officer John Crowe stated, “I am proud of our organization’s tireless efforts, teamwork and creativity to minimize the amount of production downtime associated with this significant event. While there is still much work required to get the fluff pulp line safely up and running by July 4 and this date could change, great progress has been made which will help minimize the impact of this production outage on our customers and all of our stakeholders.”

Source: Buckeye Technologies Inc.