M&A - INTERNATIONAL PAPER CO /NEW/

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Form Type: DEF 14A

Filing Date: 2025-04-01

Corporate Action: Acquisition

Type: New

Accession Number: 000119312525069947

Filing Summary: International Paper Co completed the acquisition of DS Smith Plc on January 31, 2025. This acquisition involved a court-approved arrangement where shareholders of DS Smith received shares of International Paper common stock. The acquisition has expanded International Paper's capabilities and presence in North America and Europe. The document outlines the company's strategic vision under new CEO Andrew K. Silvernail, highlighting a focus on safety, customer-centric strategies, and performance optimization. 2024 was marked as a transformative year with several leadership changes and the adoption of an '80/20' performance system to drive profitability and operational efficiency. The company is also committed to sustainable practices and has a pipeline of capital projects to enhance reliability and growth. Shareholders are invited to vote on key issues at the upcoming annual meeting scheduled for May 12, 2025.

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Additional details:

Acquisition Date: 2025-01-31

Acquired Company: DS Smith Plc

Share Exchange Ratio: 0.1285 shares of International Paper for each share of DS Smith

Total New Shares Issued: 178,126,631

New Stock Symbol: IP

Secondary Listing Symbol: IPC

Meeting Date: 2025-05-12

Record Date: 2025-03-14


Form Type: 8-K

Filing Date: 2025-02-03

Corporate Action: Acquisition

Type: Update

Accession Number: 000119312525018907

Filing Summary: On February 3, 2025, International Paper Company published a Third Supplementary Prospectus in accordance with U.K. Financial Conduct Authority regulations. This document supplements prior prospectuses related to the admission of the Company's common stock to the Official List of the FCA and trading on the London Stock Exchange. The U.K. Prospectus pertains to the Company's recommended offer to acquire the issued and to be issued share capital of DS Smith Plc in an all stock transaction, which closed on January 31, 2025. This update provides additional details in conjunction with the prior prospectus series published in 2024.

Document Link: View Document

Additional details:

Item: item_8_01

Description: On February 3, 2025, International Paper Company published the Third Supplementary Prospectus.


Item: acquisition_date

Description: Acquisition of DS Smith Plc closed on January 31, 2025.


Item: prospectus_previous_dates

Description: Original Prospectus published on September 11, 2024, First Supplementary Prospectus on November 4, 2024, and Second Supplementary Prospectus on December 5, 2024.


Form Type: 8-K

Filing Date: 2025-01-31

Corporate Action: Acquisition

Type: New

Accession Number: 000119312525018475

Filing Summary: On January 31, 2025, International Paper Company completed the acquisition of DS Smith plc through its subsidiary, International Paper UK Holdings Limited. This acquisition was finalized via a court-sanctioned scheme of arrangement under the UK Companies Act. For each DS Smith share, shareholders will receive 0.1285 shares of International Paper common stock, totaling approximately 179,847,780 new shares to be issued. The DS Smith shares will be delisted from the London Stock Exchange on February 4, 2025, while the new shares will start trading on both the New York Stock Exchange and the LSE under the symbols 'IP' and 'IPC' respectively. This transaction results in new shareholders owning about 34.1% of International Paper's outstanding share capital based on current calculations.

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Additional details:

Date Of Report: 2025-01-31


Acquisition Structure: court-sanctioned scheme of arrangement


Ds Smith Share Exchange Ratio: 0.1285


New Company Common Stock Issued: 179847780


Ds Smith Delisting Date: 2025-02-04


New Company Symbol Nyse: IP


New Company Symbol Lse: IPC


Ownership Percentage New Shareholders: 34.1


Form Type: 8-K

Filing Date: 2025-01-24

Corporate Action: Merger

Type: New

Accession Number: 000119312525012221

Filing Summary: On January 24, 2025, International Paper Company announced that the European Commission granted conditional Phase I clearance for the business combination with DS Smith Plc. This significant regulatory milestone is crucial for the merger process between the two companies, indicating progress in obtaining necessary approvals for the transaction.

Document Link: View Document

Additional details:

Item Number: 99.1

Description: Company Press Release, dated January 24, 2025


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