Louisiana-Pacific To Buy Ainsworth In US$1.1 Bln Deal

(RTTNews) - Louisiana-Pacific Corp, (LPX) and Ainsworth Lumber Co. Ltd. (ANS.TO) said Wednesday that they have signed a definitive agreement under which Louisiana-Pacific will acquire all of the outstanding common shares of Ainsworth for a total consideration which equates to C$3.76 per Ainsworth common share, based on the closing price of Louisiana-Pacific common shares on September 3.

The proposed transaction, which has a total value of about US$1.1 billion, including the assumption of debt less Ainsworth's estimated cash balance, represents a premium for Ainsworth shareholders of 30% relative to the closing price of Ainsworth shares of C$2.89 and 24% to the volume weighted average trading price of Ainsworth shares on the TSX over the past 20 trading days as of September 3.

Ainsworth is a manufacturer and marketer of oriented strand board with a focus on value-added specialty products for markets in North America and Asia. Ainsworth's four OSB manufacturing facilities, located in Alberta, British Columbia and Ontario, have a combined annual capacity of 2.5 billion square feet, with the potential to increase capacity to 3.1 billion square feet with the expansion at Ainsworth's mill in Grande Prairie, Alberta.

The total consideration will consist of about 52% cash and 48% Louisiana-Pacific common shares.

Louisiana-Pacific will finance the cash component of the deal through a combination of cash on the Louisiana-Pacific and Ainsworth balance sheets and new borrowings.

The deal will be carried out by way of a court-approved plan of arrangement and will require the approval of at least 66 2/3% of the votes cast by Ainsworth shareholders at a special meeting expected to take place in October.

The deal is expected to close by the end of the year.