UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 1, 2020
RESOLUTE FOREST PRODUCTS INC.
(Exact name of registrant as specified in its charter)
Delaware | 001-33776 | 98-0526415 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
Resolute Forest Products Inc.
111 Robert-Bourassa Blvd., Suite 5000
Montreal, Quebec, Canada H3C 2M1
(Address, including zip code, of principal executive offices)
Registrants telephone number, including area code: (514) 875-2160
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:
☐ | 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 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
(Title of class) |
(Trading Symbol) |
(Name of exchange on which registered) | ||
Common Stock, par value $0.001 per share | RFP | New York Stock Exchange Toronto Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
ITEM 8.01 | OTHER EVENTS |
On February 1, 2020, Resolute Forest Products Inc. (the Company), through its wholly-owned subsidiary, Resolute FP US Inc., completed the purchase from Conifex USA Inc. and Conifex Holdco LLC (the Vendors), two wholly-owned subsidiaries of Conifex Timber Inc. (TSX: CFF), of all of the securities and membership interests in certain subsidiaries of the Vendors, the business of which consists mainly in the operation of three sawmills and related assets located in Cross City (Florida) and in Glenwood and El Dorado (Arkansas) (the Business). Pursuant to the Securities Purchase Agreement entered into between the parties on December 23, 2019, the purchase price for the Business consists of $163 million in cash, plus working capital for the Business estimated at $13 million as of the closing date, and includes the discharge by the Vendors of all indebtedness at closing. The Company is financing the acquisition with existing credit facilities.
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.
RESOLUTE FOREST PRODUCTS INC. | ||||||
Date: February 6, 2020 | By: | /s/ Jacques P. Vachon | ||||
Name: Jacques P. Vachon | ||||||
Title: Senior Vice President and Chief Legal Officer |