Koch Industries Files Merger Submission with the European Commission
21 November 2005 - 7:32PM
Business Wire
Koch Industries, Inc. today announced that on Friday it filed the
necessary merger submission with the European Commission under the
EC merger control rules set forth in Council Regulation (EC) No.
139/2004. Koch Industries filed the merger submission on behalf of
Koch Forest Products, Inc., its indirect wholly owned subsidiary,
in connection with the previously announced tender offer by Koch
Forest Products for all outstanding shares of Georgia-Pacific
Corporation (NYSE:GP) at a price of $48.00 net per share in cash.
Unless the European Commission requests additional information or
that commitments be made, or elects to extend its review to a
phase-II investigation, it has 25 working days to complete its
review. Accordingly, the standard phase-I review period by the
European Commission will expire on December 23, 2005. About
Georgia-Pacific Headquartered at Atlanta, Georgia-Pacific is one of
the world's leading manufacturers and marketers of tissue,
packaging, paper, building products and related chemicals. With
2004 annual sales of approximately $20 billion, the company employs
55,000 people at more than 300 locations in North America and
Europe. Its familiar consumer tissue brands include Quilted
Northern(R), Angel Soft(R), Brawny(R), Sparkle(R), Soft 'n
Gentle(R), Mardi Gras(R), Vanity Fair(R) and Lotus(R), as well as
the Dixie(R) brand of disposable cups, plates and cutlery.
Georgia-Pacific's building products manufacturing business has long
been among the nation's leading supplier of building products to
lumber and building materials dealers and large do-it-yourself
warehouse retailers. For more information, visit www.gp.com. About
Koch Industries Koch Industries, Inc., based in Wichita, Kan.
(www.kochind.com), owns a diverse group of companies engaged in
trading, operations and investments worldwide, including a presence
in 50 countries in such core industries as trading, petroleum,
chemicals, energy, fibers, fertilizers, pulp and paper, ranching,
securities and finance. This announcement is neither an offer to
purchase nor a solicitation of an offer to sell securities. The
tender offer is being made pursuant to a Tender Offer Statement on
Schedule TO (including the Offer to Purchase, Letter of Transmittal
and other related tender offer materials) filed by Koch Forest
Products and Koch Industries with the SEC on November 17, 2005. In
addition, on November 17, 2005, Georgia-Pacific filed a
Solicitation/Recommendation Statement on Schedule 14D-9 with the
SEC related to the tender offer. The Tender Offer Statement (and
related materials) and the Solicitation/Recommendation Statement
contain important information that should be read carefully before
any decision is made with respect to the tender offer. Those
materials may be obtained for free upon request to Georgeson
Shareholder Communication Inc., the information agent for the
tender offer, at 17 State Street, 10th Floor, New York, New York
10004, or by calling toll free at 888-867-6856. In addition, all of
those materials (and all other offer documents filed with the SEC)
are available for free on the SEC's website at www.sec.gov.
Forward-Looking Statements: Any statements made regarding the
proposed transaction between Koch Industries, Inc. and
Georgia-Pacific Corporation, the expected timetable for completing
the transaction, successful integration of the business, benefits
of the transaction, earnings, the maintenance of Georgia-Pacific's
headquarters in Atlanta and any other statements contained in this
news release that are not purely historical fact are
forward-looking statements, within the meaning of the Private
Securities Litigation Reform Act of 1995, that are based on
management's beliefs, certain assumptions and current expectations.
These statements may be identified by their use of forward-looking
terminology such as the words "expects," "projects," "anticipates,"
"intends" and other similar words. Such forward-looking statements
involve risks and uncertainties that could cause actual results to
differ materially from those projected. These risks and
uncertainties include, but are not limited to, general economic,
business and market conditions and the satisfaction of the
conditions to closing of the proposed transaction. For a more
complete discussion of certain of the risks and uncertainties that
could cause actual results to differ from those contained in the
forward-looking statements, the discussion of risks and
uncertainties in the Georgia-Pacific 2004 10-K and other SEC
filings. The forward-looking statements contained in this news
release are made as of the date hereof, and we do not undertake any
obligation to update any forward-looking statements, whether as a
result of future events, new information or otherwise.
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