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): 09/17/2009
Commission File
Number
| Exact name of registrant as specified in
its charter; State or other jurisdiction of incorporation;
Address of principal executive offices;
and Registrant's telephone number including area code
| IRS Employer
Identification
Number
|
001-32956 | NewPage Holding Corporation
Delaware
8540 Gander Creek Drive Miamisburg, Ohio 45342
877.855.7243 | 05-0616158 |
333-125952 | NewPage Corporation
Delaware
8540 Gander Creek Drive Miamisburg, Ohio 45342
877.855.7243 | 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:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 7.01. Regulation FD Disclosure
On September 17, 2009, NewPage Corporation (the "Company") issued a press release announcing that the Company priced its private placement offering (the "Notes Offering") of $1.7 billion in aggregate principal amount of 11.375% Senior Secured Notes due 2014 (the "Notes"). The Notes will be sold at a price equal to 93.996% of their face value, with an effective yield of 13%. The Notes Offering is expected to close on September 30, 2009, subject to the satisfaction or waiver of customary closing conditions. A copy of the Company's press release is furnished pursuant to Item 7.01 as Exhibit 99.1 to this Current Report on Form 8-K.The information contained in this report shall not constitute an offer to sell or a solicitation of an offer to purchase any notes and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful.
The information contained in this Item 7.01 is being furnished and shall not be deemed "filed" w ith the Securities and Exchange Commission or otherwise incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
99.1 News Release dated September 17, 2009
SIGNATURES
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 Holding Corporation |
| |
| |
| Date: September 17, 2009 | | | | By: | | /s/ Douglas K. Cooper
|
| | | | | | | | | Douglas K. Cooper |
| | | | | | | | | Secretary |
| |
| |
| | | | | | | NewPage Corporation |
| |
| |
| Date: September 17, 2009 | | | | By: | | /s/ Douglas K. Cooper
|
| | | | | | | | | Douglas K. Cooper |
| | | | | | | | | Secretary |
| |
| |
EXHIBIT INDEX
Exhibit No.
| | Description
|
| EX-99.1 | | News Release |
