UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 22, 2006
NEWPAGE CORPORATION
Courthouse Plaza Northeast
Dayton, Ohio 45463
877.855.7243
State of Incorporation: | | Delaware |
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Commission File No.: | | 333-125952 |
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IRS Employer Identification No.: | | 05-0616156 |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01 Entry into a Material Definitive Agreement
On February 21, 2006, NewPage Corporation, entered into an Asset Purchase Agreement with P.H. Glatfelter Co. to sell the carbonless paper business, including a paper mill in Chillicothe, Ohio and a converting facility in Fremont, Ohio, for a cash sales price of $80 million. The Registrant plans to invest the proceeds in its business or use the proceeds to repay indebtedness, or both, in accordance with the terms of the Registrant’s debt instruments.
The transaction, which is expected to close on or about March 31, 2006, is subject to customary conditions, including the receipt of regulatory approvals. A copy of the press release is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
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10.1 | | Asset Purchase Agreement among NewPage Corporation, Chillicothe Paper Inc. and P.H. Glatfelter Company dated February 21, 2006 |
99.1 | | Press Release dated February 22, 2006 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | NEWPAGE CORPORATION |
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| Date: | February 22, 2006 | | By: | /s/ Matthew L. Jesch |
| | | Matthew L. Jesch |
| | | Vice President and |
| | | Chief Financial Officer |
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