| Wed 20 Jun 2012, 14:38 | | SAP - Sappi Limited - Sappi announces us$300 million senior secured notes |
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SAP
SAVVI
SAP - Sappi Limited - Sappi announces us$300 million senior secured notes
offering
Sappi Limited
(Registration number 1936/008963/06)
(Incorporated in the Republic of South Africa)
Share code: SAP ISIN: ZAE000006284); NYSE code SPP
("Sappi" or the "Company")
Announcement
Immediate release
Sappi Announces US$300 Million Senior Secured Notes Offering
June 20, 2012
Sappi Limited today announced the offering of US$300 million aggregate
principal amount of senior secured notes due 2017, in an offering that is
exempt from the registration requirements of the U.S. Securities Act of 1933,
as amended (the "Securities Act"). The notes will be issued by Sappi Papier
Holding GmbH, a subsidiary of Sappi Limited. The net proceeds from this
offering, together with cash on hand, will be used to refinance US$300 million
equivalent in aggregate principal amount of senior secured notes due 2014,
issued by PE Paper Escrow GmbH, another subsidiary of Sappi Limited.
This announcement shall not constitute an offer to sell or a solicitation of
an offer to purchase any securities in the United States, and shall not
constitute an offer, solicitation or sale in any state or jurisdiction in
which such an offer, solicitation or sale would be unlawful. The securities
will not be registered under the Securities Act and may not be offered or sold
in the United States absent registration under the Securities Act or an
applicable exemption from registration requirements. This press release is
being issued pursuant to and in accordance with Rule 135c under the Securities
Act.
This press release shall not be considered an "offer of securities to the
public" for purposes of the Luxembourg law on prospectus for public offering
dated 10 July 2005 or give rise to or require the publication of a prospectus
in any EU member state which has implemented the Prospectus Directive.
Within the United Kingdom, this announcement is directed only at persons
having professional experience in matters relating to investments who fall
within the definition of "investment professionals" in Article 19(5) of the
Financial Services and Markets Act 2000 (Financial Promotion) Order 2005
("relevant persons"). The investment or investment activity to which this
announcement relates is only available to and will only be engaged in by
relevant persons and persons who receive this announcement who are not
relevant persons should not rely or act upon it.
The offer of the notes is not an ``offer to the public`` as defined in Section
95 of the Companies Act. No. 71 of 2008, as amended. No South African
residents or other offshore subsidiaries may subscribe for or purchase any
notes or beneficially own or hold any notes unless such subscription, purchase
or beneficial holding or ownership is otherwise permitted under the South
African exchange control regulations or the rulings or policies of the South
African Reserve Bank.
Forward looking statements
Certain statements in this release that are neither reported financial results
nor other historical information, are forward-looking statements, including
but not limited to statements that are predictions of or indicate future
earnings, savings, synergies, events, trends, plans or objectives.
The words "believe", "anticipate", "expect", "intend", "estimate", "plan",
"assume", "positioned", "will", "may", "should", "risk" and other similar
expressions, which are predictions of or indicate future events and future
trends, which do not relate to historical matters, identify forward-looking
statements. You should not rely on forward-looking statements because they
involve known and unknown risks, uncertainties and other factors which are in
some cases beyond our control and may cause our actual results, performance or
achievements to differ materially from anticipated future results, performance
or achievements expressed or implied by such forward-looking statements (and
from past results, performance or achievements). Certain factors that may
cause such differences include but are not limited to:
* the highly cyclical nature of the pulp and paper industry (and the
factors that contribute to such cyclicality, such as levels of
demand, production capacity, production, input costs including raw
material, energy and employee costs, and pricing);
* the impact on our business of the global economic downturn;
* unanticipated production disruptions (including as a result of
planned or unexpected power outages);
* changes in environmental, tax and other laws and regulations;
* adverse changes in the markets for our products;
* the emergence of new technologies and changes in consumer trends
including increased preferences for digital media;
* consequences of our leverage, including as a result of adverse
changes in credit markets that affect our ability to raise capital
when needed;
* adverse changes in the political situation and economy in the
countries in which we operate or the effect of governmental efforts
to address present or future economic or social problems;
* the impact of restructurings, investments, acquisitions,
dispositions and other strategic initiatives (including related
financing), any delays, unexpected costs or other problems
experienced in connection with dispositions or with integrating
acquisitions or implementing restructurings or other strategic
initiatives, and achieving expected savings and synergies; and
* currency fluctuations.
We undertake no obligation to publicly update or revise any of these forward-
looking statements, whether to reflect new information or future events or
circumstances or otherwise.
For further information contact:
Jorg Passler Stephen Blyth
Group Treasurer Deputy Group Treasurer
Sappi Group Treasury Sappi Group Treasury
Sappi International S.A. Sappi International S.A.
Tel +32 2676 9621 Tel +32 2676 9617
jorg.passler@sappi.com stephen.blyth@sappi.com
Robert Hope Andre F Oberholzer
Group Head Strategic Development Group Head Corporate Affairs
Sappi Limited Sappi Limited
Tel +27 (0) 11 407 8492 Tel +27 (0) 11 407 8044
robert.hope@sappi.com Mobile +27 (0) 83 235 2973
andre.oberholzer@sappi.com
Graeme Wild
Group Investor Relations Manager
Sappi Limited
Tel +27 11 407 8391
Mobile +27 (0) 83 320 8624
graeme.wild@sappi.com
Date: 20/06/2012 14:38:02 Produced by the JSE SENS Department.
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