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): January 20, 2012
ABITIBIBOWATER INC.
(Exact Name of Registrant as Specified in Charter)
| | | | |
| Delaware | | 001-33776 | | 98-0526415 |
(State or Other Jurisdiction of Incorporation or Organization) | | (Commission File Number) | | (I.R.S. Employer Identification Number) |
| |
AbitibiBowater Inc. 111 Duke Street, Suite 5000 Montreal, Quebec, Canada | | H3C 2M1 |
| (Address of principal executive offices) | | (Zip Code) |
(514) 875-2160
(Registrant’s telephone number, including area code)
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):
| x | 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)) |
In connection with their offer to acquire all of the issued and outstanding common shares of Fibrek Inc. made by, and subject to the terms and conditions set forth in, the Offer to Purchase and Circular dated December 15, 2011, as supplemented and amended by a first Notice of Variation dated January 9, 2012 (the “Offer”), on January 20, 2012, AbitibiBowater Inc., doing business as Resolute Forest Products (“Resolute”), and RFP Acquisition Inc., an indirect wholly-owned subsidiary of Resolute (together, the “Offerors”): (i) announced via press release that they were amending the terms of the Offer to extend the expiry time of the Offer to 5:00 p.m. (Eastern Time) on February 13, 2012, (ii) gave written notice of such amendment and extension to the depository for the Offer, Canadian Stock Transfer Company Inc., and (iii) issued and filed on the Canadian Securities Administrators’ System for Electronic Document Analysis and Retrieval (“SEDAR”) a Notice of Variation and Extension, dated January 20, 2012, amending the Offer to extend the expiry time of the Offer to 5:00 p.m. (Eastern Time) on February 13, 2012 and providing shareholders of Fibrek Inc. with certain additional information.
A copy of Resolute’s press release, dated January 20, 2012, announcing the extension of the Offer is filed herewith as Exhibit 99.1 and is incorporated herein by reference.
A copy of the Offerors’ Notice of Variation and Extension, dated January 20, 2012, is filed herewith as Exhibit 99.2 and is incorporated herein by reference.
| ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS |
(d)
| | |
Exhibit No. | | Description |
| |
| 99.1 | | AbitibiBowater Inc. press release dated January 20, 2012 |
| |
| 99.2 | | AbitibiBowater Inc. Notice of Variation and Extension dated January 20, 2012 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | | | | |
| | | | ABITIBIBOWATER INC. |
| | | |
| Date: January 20, 2012 | | | | By: | | /s/ Jacques P. Vachon |
| | | | | | Name: Jacques P. Vachon |
| | | | | | Title: Senior Vice President and Chief Legal Officer |
INDEX OF EXHIBITS
| | |
Exhibit No. | | Description |
| |
| 99.1 | | AbitibiBowater Inc. press release dated January 20, 2012 |
| |
| 99.2 | | AbitibiBowater Inc. Notice of Variation and Extension dated January 20, 2012 |
