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T O P I C     R E V I E W
Member # 1224
 - posted 02-03-2011 06:52 AM
Not really Smurfs...

RockTenn to buy Smurfit Stone for $3.5 billion

January 23, 2011

Packaging and paper company RockTenn Co has agreed to buy bigger rival Smurfit-Stone Container Corp for $3.5 billion in cash and stock seven months after Smurfit emerged from bankruptcy with less debt and higher profit potential.

The deal, announced on Sunday, will triple RockTenn's annual revenue to more than $9 billion and make the combined company the second-largest containerboard producer in North America after International Paper Co.

Under the merger approved by the boards of the two companies, RockTenn will pay $35 in cash and stock per each Smurfit-Stone common share, representing a 27 percent premium to Smurfit-Stone's closing price of $27.52 on Friday.

With the deal, RockTenn Chairman and Chief Executive James Rubright is making a big bet that demand for container board will pick up as the U.S. economy emerges out of the recession.

Demand for paper and packaging has risen in recent months as consumers increase spending on everyday goods that are shipped and sold using packaging, after a near decade-long slump caused by weak demand and overcapacity.

Under the terms of the deal, RockTenn is offering 50 percent cash and 50 percent stock for Smurfit -- or $17.50 in cash and 0.30605 RockTenn share for each Smurfit share.

Norcross, GA-based RockTenn will also take on Smurfit-Stone's net debt and pension liabilities, which amounted to $1.8 billion at the end of 2010.

Following the transaction, RockTenn shareholders will own approximately 56 percent and Smurfit-Stone shareholders will own 44 percent of the combined company.

The deal is expected to close in the second quarter pending regulatory and shareholder approval.

Smurfit Stone was facing a leadership vacuum after Chief Executive Patrick Moore had notified the company's board in late 2009 that he planned to retire within a year after Smurfit emerged from bankruptcy.

The Chicago-based company, which filed for bankruptcy in January 2009 after a rise in raw materials costs coincided with a drop in demand and tight credit markets, emerged from 17 months of bankruptcy proceedings on June 30 last year after wiping out more than $3 billion of debt.

Wells Fargo Securities was the exclusive financial adviser to RockTenn, while Lazard advised Smurfit-Stone.

Smurfit plant to be demolished

January 25, 2011

A Canadian company that buys and sells scrap metal is purchasing the Smurfit-Stone Container Corporation mill in Ontonagon and intends to demolish the plant this year.

However, Ontonagon Village Manager Scott Frazer said the village plans to appeal to Chicago-based Smurfit not to sell to anyone who will tear the mill down. For more than a year, the village has been working with several entities to secure a buyer.

"From what we understand, (the corporation) is intending to sell the mill to a scrap company," he said.

Just Monday, Frazer said the village learned of the sale, and he said today, they will be reaching out to legislators for help.

"It's been a rush trying to contact local legislators to get their support," he said.

Frazer said he and other officials will be in contact with Smurfit-Stone Container Corporation to reconsider the sale of a mill to another group that could use portions of it for development as new businesses.

"It may fall on deaf ears, but it's worth a try," he said.

Frazer hopes Smurfit-Stone, a private enterprise, will consider the community before making any definite decisions.

"We need to be diligent in trying to communicate with Smurfit-Stone and we would really like them to try to do what's best for the community of Ontonagon," he said. "It's been hard enough already just with (the plant) shutting down."

According to the Associated Press this morning, American Iron and Metal's President Herbert Black said a deal was made over the weekend to purchase the plant.

After a series of temporary shutdowns, the Ontonagon paper mill was closed permanently December 2009. More than 180 people were employed at the mill.

The Smurfit-Stone corporation emerged from Chapter 11 bankruptcy protection last year.

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