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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Sections 13 and 15(d) of the
Securities Exchange Act of 1934.
November 12, 1998
Date of Report (Date of earliest event reported):-------------------------------
S.D. Warren Company
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(Exact name of registrant as specified in its charter
Pennsylvania Not applicable 23-2366983
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) No.)
225 Franklin Street, Boston, Massachusetts, 02110, (617) 423-5400
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(Address, including zip code, and telephone number, including area code, of
registrant's principal executive offices)
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ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On November 12, 1998, S.D. Warren Company (Sappi Fine Paper
North America) (the "Company") sold its 905,000 acres of timberlands in
Maine to Plum Creek Timber Company, L.P. ("Plum Creek"). The sale was
made pursuant to a Purchase and Sale Agreement dated October 5, 1998. The
total sale value for the timberlands is approximately $180 million. The
Company received approximately $3 million in cash and senior notes with a
fair market value of $177.1 million. The aggregate consideration was
determined by arms-length negotiations between the parties. The assets
sold included approximately 905,000 acres of timberlands and machinery
and equipment associated with the timberlands operations. As part of the
sale, Plum Creek has agreed to a 40-year fiber supply contract to sell
timber to the Company's mill in Skowhegan, Maine. The Company will
continue to procure additional wood for the Skowhegan mill and for its
other mills on the open market.
A copy of the related press release issued by the Company on
November 12 is attached hereto as Exhibit 99.1 and is incorporated herein
by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of businesses acquired:
Not applicable
(b) Pro forma financial information:
Not applicable.
(c) Exhibits
Exhibit No Description
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99.1 Press Release dated November 12, 1998
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has caused this report to be signed on its behalf by the undersigned
duly authorized person.
S.D. WARREN COMPANY
DATE: November 23, 1998 BY:/s/ Trevor L. Larkan
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Trevor L. Larkan
Vice President and Chief Financial
Officer
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release dated November 12, 1998
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EXHIBIT 99.1
FOR IMMEDIATE RELEASE
November 12, 1998
Contact: Melanie Otero
Manager, Corporate Communications
(617) 368-6318
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SAPPI CLOSES ON SALE OF TIMBERLANDS WITH PLUM CREEK
JOHANNESBURG--Sappi Limited announced today the consummation of the sale of its
905,000 acres of timberlands in Maine to Plum Creek Timber Company, L.P., by its
wholly-owned subsidiary, Sappi Fine Paper North America. The total sale value
for the timberlands is approximately $180 million. Sappi will receive
approximately $3 million in cash and senior notes with a fair value of $177.1
million.
As part of the sale, Plum Creek has agreed to a 40-year fiber supply contract to
sell timber to Sappi's mill in Skowhegan, Maine. Sappi will continue to procure
wood for its other mills on the open market.
Sappi has been negotiating with officials from the state of Maine on the terms
of the conservation easements Sappi offered to the state that would protect two
significant waterfront areas along Moosehead Lake and the Kennebec River from
development. As part of the sale agreement, Plum Creek has committed to continue
negotiations of these easements with the state.
Sappi Fine Paper North America is a wholly-owned subsidiary of Sappi Limited,
headquartered in Johannesburg, South Africa. Sappi is the world's largest
producer of coated-free papers that are used in high-quality magazines,
catalogues, brochures, reference books and other communications applications.
