Pfleiderer AG Acquires Uniboard Canada

On November 30, 2005, MDAX-listed Pfleiderer AG, a world leader in engineered wood products, concluded its acquisition of the engineered wood activities of Kunz Group in Germany and North America. The North American activities consist of Uniboard Canada Inc. and its subsidiaries.

Uniboard leads the North American market of engineered wood products. It remains the largest manufacturer of thermofused melamine and the only integrated manufacturer of laminate flooring in North America. Its head office is in Laval, Quebec.

The purchase price for the engineered wood activities of Kunz Group was approximately 192 million Euros, plus debt assumptions and refinancing of over 260 million Euros. Part of the purchase price was financed by way of a new syndicated loan provided by a group of banks led by Bayerische Hypo- und Vereinsbank AG, Deutsche Bank AG, Dresdner Bank AG and WestLB AG.

Pfleiderer was represented by international lead counsel Hengeler Mueller with a team led by Gerd Sassenrath and composed of Thomas Meurer and Fabian Dietz (corporate) and Johannes Tieves (finance); and in Canada by Ogilvy Renault LLP with a team led by Clemens Mayr and composed of Nicolas Labrecque and Nathalie Proulx (corporate and real estate), Jane Bogaty and Serge Levy (finance), Marie-Hélène Jetté, Julie Paquet and Marianne Plamondon (labour), Sophie Perreault and Anne-Louise Lamarre (environment and litigation), Éric Gélinas (tax) and Dany Assaf and Colin Sam (competition). Pfleiderer was also represented in the US by Ropes & Gray LLP with a team composed of Newcomb Stillwell and Andrew Schader.

Kunz Group was represented in Germany by Hennerkes, Kirchdörfer & Lorz with a team led by Rainer Lorz and Rainer Kirchdörfer; in Canada by Desjardins Ducharme LLP with a team led by Claude Girard and composed of Anne Plamondon (corporate and finance), Lise Bergeron and Louise Brochu (real estate), Daniel Majeau (corporate) and François Larose (IP); and by Uniboard's general counsel, Brigitte Dufour. Kunz Group was also represented in the US by Benesch, Friedlander, Coplan & Aronoff LLP with a team composed of Peter Shelton and Joseph Tegreene.

Dresdner Bank AG was represented in Germany by Milbank, Tweed, Hadley & McCloy LLP with a team led by Rainer Magold, and in Canada by McCarthy Tétrault LLP with a team composed of Robert Metcalfe and Jean-François Boisvenu.