Georgia-Pacific Completes Acquisition of Grant Forest Products' OSB Mills in Ontario and South Carolina

On May 26, 2010, Atlanta based Georgia-Pacific LLC completed the purchase of Grant Forest Products Inc.'s oriented strand board (OSB) facilities at Englehart and Earlton, Ontario and Allendale and Clarendon, South Carolina. The acquisition, first announced in January, totalled approximately US$400 million.

The process for the acquisition involved a series of court and regulatory approvals on both sides of the border. These included approval of the Ontario court overseeing the Grant Forest Products Companies' Creditors Agreement Act filing and the US Bankruptcy Court in Delaware, as well as the Canadian Competition Bureau, the US Federal Trade Commission and Investment Canada.

Headquartered in Atlanta, Georgia-Pacific is one of the world's leading manufacturers and marketers of building products, tissue, packaging, paper, cellulose and related chemicals. The company employs more than 40,000 people at approximately 300 manufacturing facilities across North America, South America and Europe, ranging from large pulp, paper and tissue operations to gypsum plants, box plants and building products complexes.

Georgia-Pacific was represented in Canada by Lang Michener LLP with a team led by Sheryl Seigel (restructuring) and Patrick Phelan (corporate) that included Henry Krupa (environmental & forestry); Tom Theodorakis and Jeremy Shelford (forestry); Daniel Edmondstone (regulatory); Greg McIlwain (corporate); George Waggott (labour and employment); Bruce McKenna (real estate); Kalle Soomer, QC (pensions); Frank Palmay (insurance); Brent McPherson (litigation) and Paul Carenza (tax). Georgia-Pacific was represented in the US by Alston & Bird LLP with a team led by Janine Brown (corporate) that included David Wender and Dennis Connolly (restructuring), Jacob Isler and Scott Kitchens (corporate); Paul Donohue and Melissa Kato (banking); Daniel Weede (real estate) and Sam Kaywood (tax).

Grant Forest Products was represented in-house by Peter Lynch, Executive Vice President, and in Canada by Fraser Milner Casgrain LLP with a team led by Ross Walker (restructuring) that included Dan Dowdall, Jane Dietrich, Kate Stigler and Jarvis Hétu (restructuring); Kori Williams (financial services); Don Macintosh (corporate); Clayton Caverly and Susan Paul (competition); Mary Picard, Heather Di Dio and Mark Dunsmuir (pensions); Michael Horan (labour); Andrew Salem (real estate) and Wendy Brousseau (commodity tax). Grant Forest Products was represented in the United States by Debevoise & Plimpton LLP with a team that included Richard Hahn, My Chi To and Derek Alexander (restructuring) and Peter Irwin and Stacy Goldstein (real estate).

The first lien lenders were represented in Canada by McCarthy Tétrault LLP with a team led by Kevin McElcheran (restructuring) that included Heather Meredith and George Gray (restructuring) and Barry Ryan (financial services) and in the US by Winston & Strawn LLP with a team led by Daniel McGuire and Matthew O'Meara (financial services). The Bank of New York Mellon, as agent for the second lien holders, was represented by Goodmans LLP with a team led by Joseph Pasquariello (restructuring) that included Fred Myers (litigation) and John Uhren (restructuring).

The CCAA Monitor was represented by Stikeman Elliott LLP with a team led by Sean Dunphy (insolvency) that included Daniel Murdoch and Kathy Mah (insolvency) and Daphne MacKenzie and Jill Lankin (corporate restructuring) in Canada and by Troutman Sanders LLP with a team led by Jeffrey Kelley (bankruptcy) that included Garrett Nail and Sabrina Fitze (bankruptcy).