/NOT FOR DISTRIBUTION TO
GreenFirst acquired the Purchased Assets for an aggregate purchase price of approximately
Strategic Benefits to GreenFirst
The acquisition of the Purchased Assets establishes GreenFirst as a significant player in the Canadian forest products industry. The Purchased Assets include six lumber mills which are located in
GreenFirst believes that there are significant operational efficiencies to be gained by optimizing operations and making capital investments, in the future, in the Purchased Assets. The Purchased Assets also include the rights to access approximately 3.29 million m3 of guaranteed fiber supply in
Management Commentary
"We are excited to announce the closing of this transaction and to begin working to invest in and optimize the lumber mills," said
Sustainability Commitment
Environmental, Social, and Governance (ESG) is central to everything GreenFirst does.
GreenFirst makes environmental stewardship a priority through leading sustainable forest management practices, while promoting energy efficiency and carbon reduction through the production of lumber. GreenFirst is also committed to sustainable forest management and to maximizing biodiversity and forest health as part of its operations. GreenFirst's operations are certified by the
Asset Purchase Agreement
The Common Shares issued to RYAM GP pursuant to the transaction are subject to a four month hold period in accordance with applicable Canadian securities laws. RYAM GP has agreed not to sell its Common Shares for a period of six months following the Closing.
The Set-off Note issued pursuant to the transaction is non-interest bearing and has a principal amount of
Conversion of Subscription Receipts
On
Following the exchange of the Subscription Receipts for Common Shares and the issuance of 28,684,433 Common Shares to RYAM G.P., GreenFirst has a total of 177,572,272 Common Shares issued and outstanding (or 209,324,892 on a fully-diluted basis, assuming the exercise of all outstanding warrants).
This press release is not an offer to sell or the solicitation of an offer to buy Common Shares or other securities of GreenFirst. Such securities may not be offered or sold in
Debt Financing
Concurrently with the Closing, a wholly owned subsidiary of GreenFirst (the "Borrower") entered into a financing agreement among the subsidiary, as borrower, GreenFirst and its subsidiaries as guarantors,
The Borrower also entered into a credit agreement, among the
About GreenFirst
GreenFirst is a forest-first business, focused on environmentally sustainable forest management and lumber production. We believe that sustainable forest planting and harvesting, coupled with the long-term green advantage of lumber, provide GreenFirst with significant cyclical and secular advantages in building products. GreenFirst's long-term pursuit is to be a global leader in environmentally sustainable lumber. For more information, please visit: www.gffp.ca.
Advisors
Forward Looking Information
Certain statements in this press release may constitute forward-looking statements that reflect management's expectations regarding GreenFirst's future growth, financial performance and business prospects and opportunities. Generally, these forward-looking statements can be identified by the use of forward-looking terminology such as "anticipate", "believe", "plan", "forecast", "expect", "estimate", "predict", "intend", "would", "could", "if", "may" and similar expressions.
This press release includes, among others, forward-looking statements regarding GreenFirst's expectations regarding: the anticipated benefits of and strategic rationale for the transaction (including the industry ranking and features of the Purchased Assets); the impact of the transaction on GreenFirst and its business; the expected operational efficiencies to be gained from GreenFirst making capital expenditures, if made, in the Purchased Assets; and the intended uses of the funds from the debt financing. All such statements are made pursuant to the "safe harbour" provisions of applicable Canadian securities legislation. These statements reflect current expectations of management regarding future events and operating performance, and speak only as of the date of this press release. In addition, forward-looking statements are provided for the purpose of providing information about management's current expectations and plans relating to the future. Readers are cautioned that reliance on such information may not be appropriate for other purposes.
By their nature, forward-looking statements require management to make assumptions and are subject to inherent risks and uncertainties. There is a significant risk that predictions, forecasts, conclusions or projections will not prove to be accurate, that management's assumptions may not be accurate and that actual results, performance or achievements may differ significantly from such predictions, forecasts, conclusions or projections expressed or implied by such forward-looking statements. We caution readers not to place undue reliance on the forward-looking statements in this press release as a number of factors could cause actual future results, conditions, actions or events to differ materially from the targets, outlooks, expectations, goals, estimates or intentions expressed in the forward-looking statements. These factors include, but are not limited to: general global economic, market and business conditions; governmental and regulatory requirements and actions by governmental authorities; and relationships with employees, customers, business partners and competitors.
GreenFirst cautions that the foregoing list is not exhaustive of all possible factors, as other factors could adversely affect our results. When relying on our forward-looking statements to make decisions with respect to GreenFirst and its securities, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. GreenFirst does not intend, and disclaims any obligation, to update any forward-looking statements, whether written or oral, or whether as a result of new information or otherwise, except as may be required by law.
Neither TSXV nor its Regulation Services Provider (as that term is defined in policies of the TSXV) accepts responsibility for the adequacy or accuracy of this news release.
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