Rayonier Advanced Materials reaffirmed its commitment to acquire Tembec on the previously agreed terms. According to the announcement, the company believes that the previously announced arrangement consideration of CAD 4.05 in cash or 0.2302 of a share of Rayonier Advanced Materials common stock per Tembec common share (subject to proration so that approximately 63% of the aggregate consideration is paid in cash and 37% is paid in Rayonier Advanced Materials stock), provides compelling value to Tembec shareholders. The company does not intend to increase the consideration offered to Tembec shareholders.
The transaction is expected to be completed by the end of 2017, subject to obtaining the approvals of the holders of Tembec Shares and the Québec Superior Court and other necessary approvals and clearances, as well as the satisfaction or waiver of the conditions.
At the beginning of July 2017 Tembec obtained an interim order from the Superior Court of Québec authorizing the holding of a special meeting of the holders of common shares of Tembec. On July 13, 2017 the companies received notification of clearance from Germany’s Federal Cartel Office.
In 1Q2017 Rayonier Advanced Materials reported 7.8% decrease of net sales and 11.1% decrease of pro-forma EBITDA. Tembec for the same period decreased EBITDA margin to 9.3%.
The company is a manufacturer of forest products – lumber, pulp, paper and specialty cellulose. Its core operations are located in Canada and France. Annual sales total approximately CAD 1.5 billion. Tembec has around 3,000 employees.
About Rayonier Advanced Materials:
The company is the leading global supplier of high-purity, cellulose specialties natural polymers for the chemical industry. It engineers natural polymeric chemical chains to create dozens of customized high-purity performance fibers at its plants in Florida and Georgia. The company’s facilities can produce up to 675,000 metric tons of cellulose specialties products annually for use in a wide range of industrial and consumer products such as filters, cosmetics and pharmaceuticals. Upon completion of the previously announced strategic realignment of assets in Jesup, the company’s facilities will have the capacity to produce approximately 485,000 tons of cellulose specialties and approximately 245,000 tons of commodity products.