-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OxjXmI3rs1hbdMSdFx1vwetBtHblKgKeSa9hRoKeOF+/4VvHEuGv/0Ag1jSny4tw DHoehIgkT1uTYVQomClh9Q== 0000950142-08-000398.txt : 20080214 0000950142-08-000398.hdr.sgml : 20080214 20080214172222 ACCESSION NUMBER: 0000950142-08-000398 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080210 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080214 DATE AS OF CHANGE: 20080214 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AbitibiBowater Inc. CENTRAL INDEX KEY: 0001393066 STANDARD INDUSTRIAL CLASSIFICATION: PAPER MILLS [2621] IRS NUMBER: 980526415 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33776 FILM NUMBER: 08619176 BUSINESS ADDRESS: STREET 1: 1155 METCALF STREET, SUITE 800 CITY: MONTREAL STATE: A8 ZIP: H3B 5H2 BUSINESS PHONE: 514-875-2160 MAIL ADDRESS: STREET 1: 1155 METCALF STREET, SUITE 800 CITY: MONTREAL STATE: A8 ZIP: H3B 5H2 8-K 1 form8k_021008.htm FORM 8-K

 


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 10, 2008

 

AbitibiBowater Inc.

    (Exact name of registrant as specified in its charter)

 

Delaware

(State or other jurisdiction of incorporation)


 

001-33776

98-0526415

(Commission File Number)

(I.R.S. Employer Identification No.)

 

 


AbitibiBowater Inc.
1155 Metcalfe Street, Suite 800
Montreal, Quebec
Canada




H3B 5H2

(Address of principal executive offices)

(Zip Code)

 

(514) 875-2160

(Registrant’s Telephone Number, Including Area Code)

 

NOT APPLICABLE

(Former Name or Former Address, if Changed Since Last Report)

 

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):

 

 

o

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

 

 

o

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

 

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

 

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

 

 


 


 

 

 

Item 1.01.     Entry into a Material Definitive Agreement

 

On February 10, 2008, Abitibi Consolidated Sales Corporation (“Abitibi Consolidated”), an indirect wholly-owned subsidiary of AbitibiBowater Inc. (the “Company”), entered into an Asset and Stock Purchase Agreement (the “Asset Agreement”) with Catalyst Paper Corporation (the “Purchaser”), pursuant to which Abitibi Consolidated sold its Snowflake, Arizona mill and related assets, including the stock of The Apache Railway Company (the “Sale”) for cash consideration of $161 million, excluding working capital of approximately $19 million retained by Abitibi-Consolidated. The Snowflake mill has an annual production capacity of approximately 375,000 tonnes of newsprint. Proceeds from the Sale are intended to be used to repay debt and for general corporate purposes. In connection with the Sale, the Company provided a guarantee of certain of Abitibi Consolidated’s obligations under the Asset Agreement, including certain obligations to indemnify the Purchaser.

 

The Asset Agreement contains customary representations and warranties, as well as covenants by each of the parties thereto, and indemnification provisions whereby each party agrees to indemnify the other for breaches of representations, warranties, covenants and certain other matters. The closing of the Sale is anticipated to occur in the second quarter of 2008, and is contingent upon regulatory approvals, a financing condition, which is expected to be satisfied in part by a fully backstopped rights offering, and the satisfaction of certain customary closing conditions.

 

The Sale is required to comply with the requirements set forth by the U.S. Department of Justice in October 2007 for approval of Abitibi-Consolidated Inc.’s combination with Bowater Incorporated.

 

A copy of the press release issued by the Company on February 11, 2008 announcing the Sale is filed as Exhibit 99.1 to this Current Report on Form 8-K.

 

 

Item 9.01     Financial Statements and Exhibits

 

(d) Exhibits

 

 

Exhibit No.

Description

 

 

99.1

Press Release, dated February 11, 2008

 

 

 

 


 

 

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 thereunto duly authorized.

 

 

 

ABITIBIBOWATER INC.




Date: February 14, 2008

By: 



/s/ Jacques P. Vachon

 

 

Name: Jacques P. Vachon

Title:   Senior Vice President, Corporate Affairs
            Chief Legal Officer and Secretary

 

 

 

 


 

 

 

 

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