Key Developments: Mercer International Inc (MERC.F)
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Latest Key Developments (Source: Significant Developments)
Mercer International Inc. Announces Re-Authorization of Share Repurchase Program
Mercer International Inc. announced that its Board of Directors has re-authorized the Company's share repurchase program to allow for the repurchase of up to approximately $14.4 million of the Company's outstanding shares of common stock over the next 12 months. As of the date hereof, the Company has repurchased a total of approximately $10.6 million shares of its common stock in connection with the previous $25.0 million share repurchase program authorized by its Board of Directors in August 2011. There is no guarantee as to the exact number of shares that will be repurchased by the Company, and the Company may discontinue repurchases at any time that the Board of Directors determines additional repurchases are not warranted. All of the repurchases will be funded by the Company's available working capital. As of August 1, 2012, the Company had approximately 55.8 million shares outstanding and, as of June 30, 2012, the Company had approximately €130.9 million in cash and cash equivalents. Full Article
Mercer International Inc Announces Expiry Of Offer For Fibrek Inc
Mercer International Inc announced that its offer for all of the common shares of Fibrek Inc. expired on April 27, 2012. The Offer was conditioned upon, among other things, at least 50.1% of the outstanding Fibrek Shares, on a fully-diluted basis, having been tendered thereunder, which was not met as of the Expiry Time. Accordingly, Mercer and MERC Acquisition Inc. will not acquire any Fibrek Shares that were tendered under the Offer. In connection with the foregoing, the Support Agreement between Mercer and Fibrek dated February 9, 2012, as amended, has been terminated. All Fibrek Shares that were previously tendered under the Offer and not withdrawn will be returned promptly. Full Article
Mercer International Inc. Provides Update On Offer For Fibrek Inc
Mercer International Inc. announced that the Bureau de decision et de revision (Québec) (the Bureau) has issued a cease trade order against the previously announced shareholder rights plan adopted by Fibrek Inc. (Fibrek) on April 11, 2012. Proceedings continue before the Bureau respecting Mercer's application for a cease trade order and/or other relief in respect of the take-over bid made by AbitibiBowater Inc. for Fibrek. Additionally, the Supreme Court of Canada has granted Fibrek's request to expedite its application for permission to appeal the Québec Court of Appeal's decision to maintain the cease trade order of the proposed private placement of special warrants to purchase common shares of Fibrek to Mercer. Full Article
Mercer International Inc. Increases Offer For Fibrek Inc.
Fibrek Inc. announced that Mercer International Inc. has increased the consideration offered to Fibrek shareholders under its offer to purchase all of the issued and outstanding common shares of Fibrek from $1.30 to $1.40. As a consequence, the support agreement between the two companies, dated February 9, 2012, has been amended. The increased consideration represents a 40% premium over the unsolicited insider bid made by AbitibiBowater Inc. (doing business as Resolute Forest Products) (Abitibi). Fibrek also announced that its Board of Directors has adopted a shareholder rights plan, to automatically terminate at the close of business on May 11, 2012, in order to enable shareholders to benefit from the Increased Mercer Offer. Full Article
Mercer International Inc. Extends Offer for Fibrek Inc. To April 16, 2012
Mercer International Inc. announced that it has extended to April 16, 2012, the expiry date for its offer (the Offer) to acquire all of the issued and outstanding common shares of Fibrek Inc. (Fibrek). The extension is intended to allow Mercer to obtain shareholder approval (the Shareholder Approval) at its meeting of shareholders scheduled for April 10, 2012, for the issuance of its common stock (the "Mercer Shares") in connection with the Offer. The consideration offered by Mercer under the Offer and the remaining terms thereof remain unchanged. Mercer also announced that it has: received a favorable decision from the federal Minister of Industry following his review of Mercer's proposed acquisition of Fibrek under the Investment Canada Act and been granted early termination of the statutory waiting period for U.S. competition and antitrust review by the U.S. Federal Trade Commission. The Offer remains subject to customary conditions, including, among others, there being deposited (and not withdrawn) that number of Fibrek common shares which, together with the Fibrek common shares and special warrants, if any, held by Mercer, represent at least 50.1% of the outstanding Fibrek common shares on a fully-diluted basis, receipt of the Shareholder Approval and the absence of a material adverse change with respect to Fibrek. Full Article
Fibrek Inc And Mercer International Inc. To Seek Permission To Appeal To Supreme Court Of Canada - Mercer Offer Stands At $1.30
Fibrek Inc announced that, together with Mercer International Inc., it will seek permission from the Supreme Court of Canada to appeal the Québec Court of Appeal's decision to maintain the cease trade order of the proposed private placement of 32,320,000 special warrants to purchase common shares of Fibrek to Mercer. As previously announced, 46.4% of Fibrek shares are subject to lock-up agreements in favour of AbitibiBowater Inc. (doing business as Resolute Forest Products) (Abitibi). On March 20, 2012, Abitibi announced that approximately 46.4% of the outstanding Fibrek shares had been deposited to the Abitibi unsolicited insider bid. Fibrek reminds shareholders that the Abitbi unsolicited insider bid is subject to a 50.01% minimum tender condition. The Mercer offer at $1.30 was launched on February 29, 2012 and will remain open until 5:00 p.m. (Eastern time) on April 6, 2012. Mercer has the obligation to extend the Mercer offer to a date that is at least three business days later than either any extended expiry date of the Abitibi unsolicited insider bid, or the date at which the lock-up agreements in favour of Abitibi terminate in accordance with their terms. The Board of Directors continues to unanimously recommend that shareholders ACCEPT and TENDER their common shares to Mercer's $1.30 offer. Full Article
Mercer International Inc. Enters Into Support Agreement To Acquire Fibrek Inc.
Mercer International Inc. and Fibrek Inc announced that they have entered into a support agreement (the Support Agreement) pursuant to which Mercer will offer to acquire all of the issued and outstanding common shares of Fibrek (the Mercer Offer) by way of take-over bid. The consideration to be offered for each common share of Fibrek under the Mercer Offer will be, at each shareholder's option, $1.30 in cash; 0.1540 of a share of Mercer common stock (Mercer Shares); or $0.54 in cash plus 0.0903 of a Mercer Share, subject to proration on the basis of a maximum of $70 million in cash and approximately 11.7 million Mercer Shares. Such consideration represents a premium of approximately 70% over the volume weighted average price of the common shares of Fibrek on the Toronto Stock Exchange (TSX) for the 20 trading days ending on November 28, 2011, and a premium of 81% over the closing price the day before the announcement of the unsolicited bid of Abitibi. The consideration also represents a 30% premium over Abitibi's unsolicited bid. Full Article
Mercer International Inc. Announces Share Repurchase Program
Mercer International Inc. announced that its Board of Directors has authorized a share repurchase program for up to $25,000,000 of the Company's outstanding common stock over the next 12 months. The program calls for the repurchases to be made at management's discretion in the open market or in privately negotiated transactions from time to time in compliance with applicable laws, rules, and regulations, including Rule 10b-18 under the Securities Exchange Act of 1934, as amended, subject to cash requirements for other purposes, and other relevant factors, such as trading price, trading volume and general market and business conditions. All of the repurchases will be funded by the Company's available working capital. Full Article
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