Key Developments For Mercer International Inc.
Mercer International Inc. (MERC.O) (Consolidated Issue listed on NASDAQ Global Market)
Mercer International Inc. Files $200,000,000 Shelf Registration
Mercer International Inc. announced the filing of a universal shelf registration statement on Form S-3 (the Shelf Registration Statement) with the Securities and Exchange Commission (SEC). The Shelf Registration Statement, when declared effective by the SEC, will allow Mercer to offer and sell, from time to time in one or more public offerings, up to $200,000,000 of common stock, preferred stock and debt securities, or any combination thereof. The specifics of any future offering, along with the prices, terms, and the use of proceeds of any such securities offered by Mercer, will be determined at the time of any such offering and will be described in detail in a prospectus supplement filed at the time of any such offering.
Mercer International Inc. Announces Amended Exchange Offer
Mercer International Inc. announced that it has amended its exchange offer for any and all of its outstanding 8.5% Convertible Senior Subordinated Notes due October 2010 previously commenced on July 13, 2009, and extended on August 11 and 25, 2009, to increase the total consideration being offered to holders of the Old Notes. Under the terms of the Amended Exchange Offer, Mercer is offering to exchange each $1,000 principal amount of Old Notes for: $1,000 in principal amount of new 8.5% Convertible Senior Subordinated Notes due October 2011, a premium of 17 shares of Mercer common stock, a premium of 15 warrants to purchase one share of Common Stock per warrant and accrued and unpaid interest on the Old Notes to, but excluding, the settlement date of the Amended Exchange Offer. Under the Amended Exchange Offer, Holders will receive New Notes in the same principal amount as the Old Notes. The New Notes will have substantially all of the same terms as the Old Notes, including as to interest and conversion, but the maturity date shall be one year later. Holders of Old Notes which are validly tendered and accepted pursuant to the Amended Exchange Offer will receive, in addition to the New Notes and the Interest, additional consideration in the form of 17 shares of Common Stock and 15 Warrants per $1,000 of Old Notes. The Warrants will be exercisable at an exercise price of $4.25 per share of Common Stock and will expire on October 15, 2011.
Mercer International Inc. Announces Launch of Exchange Offer
Mercer International Inc. announced that it has commenced an exchange offer (the Exchange Offer) for any and all of its outstanding 8.5% Convertible Senior Subordinated Notes due 2010 (the Old Notes). Under the terms of the Exchange Offer, Mercer is offering to exchange each $1,000 principal amount of the Old Notes for: 129 shares of Mercer common stock; plus premium of $200 in principal amount of Mercer's new 3% Convertible Senior Subordinated Notes due October 2012 (the New Notes); and accrued and unpaid interest to, but excluding, the settlement date. The Old Notes are currently convertible into Mercer common stock at a conversion rate of 129 shares per $1,000 principal amount, or a conversion price of $7.75 per share. Under the Exchange Offer holders who elect to tender their Old Notes will receive the same number of shares of Mercer common stock that would be issuable upon conversion at the existing terms of the Old Notes, plus the premium in the New Notes and the Interest. The New Notes will be substantially the same as the Old Notes but will accrue interest at a rate of 3% per annum and be convertible into Mercer common stock at a conversion price of $2.75 per share. As at March 31, 2009, approximately $67.3 million principal amount of the Old Notes was outstanding.
Mercer International Inc. Announces Successful Agreement To Amend Stendal Mill Loan Facility
Mercer International Inc. announced that its 70% owned subsidiary, Zellstoff Stendal GmbH (Stendal), has successfully completed an agreement (the Amendment) with its lending syndicate to amend its loan facility (the Stendal Facility), established for the construction and operation of the Stendal mill. The Amendment is expected to substantially increase Stendal's liquidity and financial flexibility by, among other things, deferring EUR 164 million of principal payments until 2017. The Amendment is expected to be completed on or before March 15, 2009
Mercer International Inc. Announces Completion of An Energy Purchase Agreement With BC Hydro For the Sale of Green Power From Its Castlegar Mill
Mercer International Inc. announced that it has finalized an Energy Purchase Agreement (EPA) with BC Hydro for the sale of electricity from its Castlegar mill. The EPA is the culmination of the Company's proposal submitted under BC Hydro Power and Authority's competitive bioenergy call for power. The Company's proposal was selected by BC Hydro in December 2008, subject to finalization of the EPA. Under the EPA, the Company will supply a minimum of approximately 238,000 Megawatt hours (MW.h) of electrical energy annually to BC Hydro over a 10 year term with deliveries estimated to commence in Q1 2010. The Company also announced today that it has reached agreement with CIT Business Credit Canada Inc. (CIT) to extend the maturity date of its Cdn. $40 million revolving term credit facility with CIT from May 19, 2009 to May 19, 2010. The Credit Agreement provides for a maximum Cdn. $40 million revolving line of credit in favour of the Company's subsidiary, Zellstoff Celgar Limited Partnership, subject to borrowing base and availability reserve restrictions.
