NOT FOR DISTRIBUTION TO NEWSWIRE SERVICES IN U.S. OR FOR DISSEMINATION IN U.S.
MISSISSAUGA, Ontario, Oct. 25, 2024 (GLOBE NEWSWIRE) — KP Tissue Inc. (KPT) (TSX: KPT) announced today that Kruger Products Inc. (“KPI”) has, pursuant to an underwriting agreement entered into today, agreed to issue and sell CDN $135 million principal amount of 6.625% Senior Unsecured Notes (the “Notes”) due November 1, 2031 by way of private placement (the “Offering”). Interest on the Notes is payable semi-annually in arrears on May 1 and November 1 of each year, commencing on May 1, 2025.
Scotia Capital Inc., National Bank Financial Inc., CIBC Capital Markets Inc. and TD Securities Inc. are acting as joint book-running managers for the Offering. The Offering is expected to close on November 1, 2024, subject to customary closing conditions. KPI intends to use the net proceeds of the Offering to redeem all of KPI’s outstanding 6.00% senior unsecured notes due April 24, 2025 (the “2025 Notes”) and for general corporate purposes. KPI intends to deliver today a notice of redemption of the 2025 Notes with a redemption date of November 12, 2024 subject to the closing of the Offering prior to that date.
The Notes will be unsecured obligations of KPI and unconditionally guaranteed, jointly and severally, by certain subsidiaries of KPI, being the same guarantors as under KPI’s syndicated credit facility. The Notes will rank senior in right of payment to all existing and future subordinated indebtedness of KPI and equal in right of payment to all indebtedness of KPI that is not subordinated in right of payment to the Notes other than any indebtedness that ranks senior to the Notes by operation of law.
The offer and sale of the Notes have not been and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”), or applicable state securities laws, and the Notes may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. The Notes have not been and will not be qualified for sale to the public under applicable Canadian securities laws and, accordingly, any offer and sale of the Notes in Canada will be made on a basis exempt from the prospectus requirements of such securities laws.
This news release does not constitute an offer to sell or purchase, or a solicitation of an offer to sell or purchase, the Notes. No offer, solicitation, purchase or sale will be made in any jurisdiction in which such offer, solicitation, purchase or sale would be unlawful. This news release does not constitute a notice of redemption of the 2025 Notes.
About KP Tissue Inc.
KPT was created to acquire, and its business is limited to holding, a limited equity interest in KPI, which is accounted for as an investment on the equity basis. KPT currently holds a 12.56% interest in KPI. For more information visit www.kptissueinc.com.
About Kruger Products Inc.
KPI is Canada’s leading manufacturer of quality tissue products for household, industrial and commercial use. KPI serves the Canadian consumer market with such well-known brands as Cashmere®, Purex®, SpongeTowels®, Scotties®, White Swan® and Bonterra®. In the U.S., KPI manufactures the White Cloud® brand, as well as many private label products. The Away-From-Home division manufactures and distributes high-quality, cost-effective product solutions to a wide range of commercial and public entities. KPI has approximately 2,800 employees and operates ten FSC® COC-certified (FSC® C-104904) production facilities in North America. For more information visit http://www.krugerproducts.ca.
Forward Looking Information
Certain information included herein is forward looking, within the meaning of applicable Canadian securities laws. Such information is typically identified by words such as “anticipate”, “believe”, “could”, “estimate”, “expect”, “plan”, “intend”, “forecast”, “future”, “guidance”, “may”, “predict”, “project”, “should”, “strategy”, “target”, “will” or similar expressions suggesting future outcomes. Forward looking information in this news release includes the expected closing date of the Offering, the use of net proceeds of the Offering, the delivery of a notice of redemption of the 2025 Notes and the expected redemption date. KPT believes the expectations reflected in such forward looking information are reasonable, but no assurance can be given that these expectations will prove to be correct, and such information should not be unduly relied upon.
Forward looking information is not a guarantee of future performance. By its very nature, forward looking information involves inherent assumptions, risks and uncertainties, both general and specific, and risks that predictions, forecasts, projections and other forward looking information will not be achieved. These risks include, but are not limited to, risks associated with the ability to satisfy the closing conditions of the Offering. Should one or more of these risks and uncertainties materialize, or should assumptions described above prove incorrect, KPT’s actual performance and results in future periods may differ materially from any projections of future performance or results expressed in or implied by such forward looking information. We caution readers not to place undue reliance on such information as a number of important factors could cause the actual results to differ materially from the beliefs, plans, objectives, expectations and anticipations, estimates and intentions expressed in such forward looking information.
Forward looking information contained in this news release is provided for the purpose of providing information about management’s goals, plans and range of expectations for the future and may not be appropriate for other purposes. Any forward looking information is made as of the date hereof and, except as required by law, KPT does not undertake any obligation to publicly update or revise such information to reflect new information, subsequent or otherwise.
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