8-K 1 f8k_062001.txt CURRENT REPORT OF CROWN VANTAGE INC. 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): June 20, 2001 ---------------- CROWN VANTAGE, INC. ------------------ (Exact name of registrant as specified in its charter) Virginia 1-13868 54-1752384 ------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 4445 Lake Forest Drive, Cincinnati, OH 45242 ------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (513) 769-7555 -------------- Not Applicable -------------- (Former name or former address, if changed since last report) Item 2. Acquisition or Disposition of Assets On June 20, 2001, Crown Vantage, Inc. and its wholly owned subsidiary, Crown Paper Co. (collectively, "Crown"), announced that Crown had completed the sale of its integrated mill located in St. Francisville, Louisiana and certain related assets to Tembec USA LLC (the "Buyer"), a Delaware limited liability company and an indirect wholly owned subsidiary of Tembec Inc., a Quebec corporation ("Tembec"), pursuant to an asset purchase agreement dated as of June 1, 2001 (the "Asset Purchase Agreement"). The consideration for the sale includes $140 million in cash and $45 million in shares of common stock, without par value, of Tembec (valued as of the signing of the Asset Purchase Agreement) subject to a post-closing working capital adjustment. In addition, the Buyer agreed to assume certain liabilities of Crown. The sale, structured as a sale of assets under Section 363 of the Bankruptcy Code, was approved by the United States Bankruptcy Court for the Northern District of California at a hearing held on June 15, 2001. The press release announcing the closing of the transaction is attached hereto as Exhibit 99.1 and the foregoing description is qualified by reference to the text of such press release. Item 7. Financial Statements and Exhibits. (a) Financial statements of business acquired. None. (b) Pro forma financial information Crown filed for Chapter 11 protection on March 15, 2000. Pursuant to the Bankruptcy Code, it had continued to manage and possess all of its properties until they are either sold or abandoned. The integrated mill in St. Francisville sold to the Buyer was the last remaining operating mill of Crown. Substantially all of the assets of Crown have now been either sold or abandoned. Consequently, Crown will not file any pro forma financial information relating to the disposition of assets reported in this Current Report. (c) Exhibits 99.1 Press Release issued by Crown Vantage Inc. and Crown Paper Co. on June 20, 2001 with respect to the completion of the sale of St. Francisville Mill and certain related assets to Tembec. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. CROWN VANTAGE, INC. June 20, 2001 /s/ Kent A. Bates --------------------------------------- Name: Kent A. Bates Title: Vice President, Corporate Controller, and Chief Accounting Officer EXHIBIT INDEX Exhibit No. Description ----------- --------- 99.1 Press Release issued by Crown Vantage Inc. and Crown Paper Co. on June 20, 2001 with respect to the completion of the sale of St. Francisville Mill and certain related assets to Tembec.