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PRESS RELEASE
For immediate release: February
9, 2005
Riverside Forest Products Limited (“Riverside”)
announced today that it is redeeming US$52,500,000 aggregate principal
amount of the 7-7/8% senior notes due 2014 (the “Notes”)
pursuant to Section 3.07(a) of the Indenture dated as of February
25, 2004 (the “Indenture”) between Riverside and Wells
Fargo Bank, National Association as Trustee. The redemption date
is February 17, 2005. In accordance with the Indenture, the redemption
price will be 107.875% of the principal amount of the Notes, plus
accrued and unpaid interest to the date of redemption.
The redemption of the Notes is being funded with
the net cash proceeds from the issuance of 1,850,000 common shares
to a subsidiary of Tolko Industries Ltd. (“Tolko”) at
a price of Cdn$40 per share for aggregate proceeds of Cdn$74,000,000,
pursuant to an agreement entered into on February 3, 2005 and approved
by Riverside’s Board of Directors, including all of its independent
directors, on that date.
Riverside also announces that, effective on January
24, 2005, Tolko acquired all the remaining common shares of Riverside
that it did not own pursuant to the compulsory acquisition provisions
of the Business Corporations Act of British Columbia, with
the result that Tolko now holds 100% of the common shares. As a
result of that acquisition, Riverside’s common shares have
been de-listed from the Toronto Stock Exchange and, pursuant to
an order of the securities commissions in Canada, Riverside has
ceased to be a reporting issuer in all Canadian jurisdictions.
Riverside will continue to meet its US reporting
obligations under Section 4.03 of the Indenture with respect to
annual financial information on Form 20-F and all quarterly financial
information on Form 6-K that it would be required to provide under
the laws of British Columbia as if its securities remained listed
on the Toronto Stock Exchange whether or not they are so listed.
Riverside expects to deliver and file its quarterly report for the
first quarter ended December 31, 2004 not later than February 14,
2005.
For more information:
Trevor Jahnig, Chief Financial Officer
Riverside Forest Products Limited
250-545-4411
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