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EX-99.1 - EXHIBIT 99.1 - Resolute Forest Products Inc.d299859dex991.htm
EX-99.2 - EXHIBIT 99.2 - Resolute Forest Products Inc.d299859dex992.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 13, 2012

 

 

ABITIBIBOWATER INC.

(Exact Name of Registrant as Specified in Charter)

 

 

 

Delaware   001-33776   98-0526415

(State or Other Jurisdiction of

Incorporation or Organization)

  (Commission File Number)  

(I.R.S. Employer

Identification Number)

AbitibiBowater Inc.

111 Duke Street, Suite 5000

Montreal, Quebec, Canada

  H3C 2M1
(Address of principal executive offices)   (Zip Code)

(514) 875-2160

(Registrant’s telephone number, including area code)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

x Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


ITEM 8.01. OTHER EVENTS.

In connection with their offer to acquire all of the issued and outstanding common shares of Fibrek Inc. made by, and subject to the terms and conditions set forth in, the Offer to Purchase and Circular dated December 15, 2011, as supplemented and amended by a first Notice of Variation dated January 9, 2012 and by a first Notice of Variation and Extension dated January 20, 2012 (the “Offer”), on February 13, 2012, AbitibiBowater Inc., doing business as Resolute Forest Products (“Resolute”), and RFP Acquisition Inc., an indirect wholly-owned subsidiary of Resolute (together, the “Offerors”): (i) announced via press release that they were amending the terms of the Offer to extend the expiry time of the Offer to 5:00 p.m. (Eastern Time) on February 23, 2012, (ii) gave written notice of such amendment and extension to the depository for the Offer, Canadian Stock Transfer Company Inc., and (iii) issued and filed on the Canadian Securities Administrators’ System for Electronic Document Analysis and Retrieval (“SEDAR”) a Notice of Variation and Extension, dated February 13, 2012, amending the Offer to extend the expiry time of the Offer to 5:00 p.m. (Eastern Time) on February 23, 2012.

Resolute is providing the following additional information in connection with the above matters:

 

   

Resolute’s press release, dated February 13, 2012, announcing the extension of the Offer (filed herewith as Exhibit 99.1);

 

   

the Offerors’ Notice of Variation and Extension, dated February 13, 2012 (filed herewith as Exhibit 99.2); and

 

   

Resolute’s press release, dated February 9, 2012, announcing Resolute’s preliminary unaudited results of operations for the fourth quarter and the financial year ended December 31, 2011( filed herewith as Exhibit 99.3).

All of the foregoing items are hereby incorporated by reference into this item in their entirety.

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d)

 

Exhibit No.

  

Description

99.1    Resolute Forest Products press release dated February 13, 2012
99.2    Resolute Forest Products Notice of Variation and Extension dated February 13, 2012
99.3    Resolute Forest Products press release dated February 9, 2012, incorporated herein by reference from exhibit 99.1 to Resolute’s Form 8-K filed on February 13, 2012


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    ABITIBIBOWATER INC.

Date: February 13, 2012

    By:   /s/ Jacques P. Vachon
   

Name:

Title:

 

Jacques P. Vachon

Senior Vice President and Chief Legal Officer


INDEX OF EXHIBITS

 

Exhibit No.

  

Description

99.1    Resolute Forest Products press release dated February 13, 2012
99.2    Resolute Forest Products Notice of Variation and Extension dated February 13, 2012
99.3    Resolute Forest Products press release dated February 9, 2012, incorporated herein by reference from exhibit 99.1 to Resolute’s Form 8-K filed on February 13, 2012