Filed by Stora Enso Oyj
Pursuant to Rule 425 under the Securities Act of 1933
Subject Company: Consolidated Papers, Inc.
Commission File No. 001-11359
The following press release was issued by Stora Enso Oyj and Consolidated
Papers, Inc. on August 25, 2000.
CONSOLIDATED PAPERS TO SELL ITS INTEREST IN WISCONSIN RIVER
POWER COMPANY; PUHCA STATUS CLARIFIED
WISCONSIN RAPIDS, Wis. - Consolidated Papers, Inc. (NYSE: CDP) and Stora Enso
Oyj announced today that Consolidated Papers has entered into an agreement to
sell its one-third interest in Wisconsin River Power Company to Wisconsin Public
Service Corporation. Wisconsin River Power Company is an electric utility
jointly owned by Consolidated Water Power Company, a subsidiary of Consolidated
Papers; Wisconsin Public Service Corporation; and Alliant Energy. Pending
completion of the sale, Consolidated has undertaken not to vote its shares in
Wisconsin River Power Company.
As a result, Consolidated and Stora Enso believe that it is no longer necessary
for Stora Enso to obtain prior SEC approval of Stora Enso's acquisition of
Consolidated under the Public Utility Holding Company Act because Consolidated
now owns the voting securities of only one PUHCA-jurisdictional "public utility
company." Stora Enso, therefore, is withdrawing its March application to the SEC
for acquisition authority.
Consolidated has filed a separate application with the SEC for an exemption from
the Public Utility Holding Company Act. The basis for the application, under
Section 3(a)(3) of PUHCA, is that Consolidated is only incidentally a holding
company, being primarily engaged in a business other than that of a "public
utility company," and that the utility operations of Consolidated's direct power
subsidiary, Consolidated Water Power Company, are functionally related to
Consolidated's primary paper business. Stora Enso and Consolidated believe that
they are not required to wait for action to be taken by the SEC on this
application before the closing of the Stora Enso and Consolidated Papers
acquisition transaction.
If Consolidated's shareholders approve the Stora Enso acquisition at the meeting
on August 30, Consolidated and Stora Enso expect the acquisition to close on
August 31 or in early September.
For more information, read the Proxy Statement/Prospectus dated July 26, 2000,
which Stora Enso has filed with the Securities and Exchange Commission as part
of a Registration Statement, because it contains important information. The
Proxy Statement/Prospectus was sent on or about July 28, 2000, to shareholders
of Consolidated Papers, Inc. seeking their approval of the proposed merger of
Consolidated Papers with a subsidiary of Stora Enso. Free copies can be obtained
of the Proxy Statement/Prospectus and other documents filed by Consolidated
Papers (as well as certain documents filed by Stora Enso) with the Commission at
the Commission's Web site at http://www.sec.gov. Stora Enso's Registration
Statement on Form F-4 (File No. 333-12342) may also be obtained from the
Commission's public reference room located at 450 Fifth Street, NW, Washington,
DC 20549, or at one of the Commission's other public reference rooms in New
York, New York, and Chicago, Illinois. Please call the SEC at 1-800-SEC-0330 for
further information on the public reference rooms. The Registration Statement,
including documents incorporated by reference therein, may also be obtained from
Stora Enso by contacting Stora Enso Oyj, Attention: Maija Harsu, Investor
Relations, Kanavaranta 1, P.O. Box 309, FIN-00101 Helsinki, Finland, and/or
Consolidated Papers, Inc. by contacting Consolidated Papers, Inc., Attention:
Tim Laatsch, Corporate Communications, 231 First Avenue North, P.O. Box 8050,
Wisconsin Rapids, Wisconsin 54495-8050. Consolidated Papers, Inc., its
directors, executive officers and certain other members of Consolidated Papers
management and employees may be soliciting proxies from Consolidated Papers
shareholders in favor of the transaction. Information concerning the
participants is set forth in the Proxy Statement/Prospectus.
Consolidated Papers, Inc. is one of North America's largest producers of coated
and supercalendered printing papers for the printing and publishing industries.
In addition, the company is one of the leading producers of specialty papers and
manufactures paperboard and paperboard products. To learn more about
Consolidated Papers, Inc., visit its Web site at
http://www.consolidatedpapers.com.
Stora Enso Oyj, domiciled in Finland, is one of the world's leading forest
product companies. Core businesses include magazine papers, newsprint, fine
papers and packaging boards. In these product areas, Stora Enso holds a leading
global market position. Stora Enso also conducts extensive sawmilling
operations. To learn more about Stora Enso, visit the company's Web site
