NEW YORK, Nov. 15 /PRNewswire-FirstCall/ --
U.S. Timberlands Company, L.P. (Nasdaq: TIMBZ) today announced that an
acquisition company formed by the company's management has commenced a tender
offer to purchase all outstanding common units of the company at a price of
$3.00 per common unit. The offer and withdrawal rights are scheduled to
expire on January 6, 2003, unless the offer is extended.
The offer is being made in accordance with the previously announced merger
agreement between the company and the management group. The offer is subject
to certain conditions, including the completion of financing and the tender of
at least 3,281,739 common units.
The offer is being made pursuant to a Tender Offer Statement on
Schedule TO to be filed today by the acquisition company with the Securities
and Exchange Commission and mailed to U.S. Timberlands common unit holders.
American Stock Transfer & Trust Company is the depositary for the tender
offer, and Innisfree M&A Incorporated is the information agent for the tender
offer.
This announcement is neither an offer to purchase nor a solicitation of an
offer to sell U.S. Timberlands common units. The tender offer will only be
made through an offer to purchase, letter of transmittal and related tender
offer materials. Today, the acquisition company will file these tender offer
materials with the Securities and Exchange Commission and U.S. Timberlands
will file a solicitation/recommendation statement with respect to the offer.
The tender offer materials and the solicitation/recommendation statement
contain important information. Unitholders are urged to read this information
carefully before making any decisions about the tender offer. The tender offer
materials, certain other offer materials, and the solicitation/recommendation
statement will be sent free of charge to all unitholders of U.S. Timberlands.
All of these materials will also be available free of charge at the SEC's
website at http://www.sec.gov or by contacting the Information Agent, Innisfree M&A
Incorporated at (212) 750-5833 or (888) 750-5834.
U.S. Timberlands Company, L.P. and its affiliate own 670,000 fee acres of
timberland and cutting rights on 18,000 acres of timberland containing total
merchantable timber volume estimated to be approximately 1.8 billion board
feet in Oregon and Washington, east of the Cascade Range. U.S. Timberlands
specializes in the growing of trees and the sale of logs and standing timber.
Logs harvested from the timberlands are sold to unaffiliated domestic
conversion facilities. These logs are processed for sale as lumber, molding
products, doors, millwork, commodity, specialty and overlaid plywood products,
laminated veneer lumber, engineered wood I-beams, particleboard, hardboard,
paper and other wood products. These products are used in residential,
commercial and industrial construction, home remodeling and repair and general
industrial applications as well as a variety of paper products. U.S.
Timberlands also owns and operates its own seed orchard and produces
approximately five million conifer seedlings annually from its nursery,
approximately 75% of which are used for its own internal reforestation
programs, with the balance sold to other forest products companies.
Certain information discussed in this press release may constitute
forward-looking statements within the meaning of the Federal securities laws.
Although U.S. Timberlands believes that expectations reflected in such
forward-looking statements are based upon reasonable assumptions, it can give
no assurance that its expectations will be achieved. Forward-looking
information is subject to certain risks, trends, and uncertainties that could
cause actual results to differ materially from those projected. Such risks,
trends and uncertainties include the highly cyclical nature of the forest
products industry, economic conditions in export markets, the possibility that
timber supply could increase if governmental, environmental or endangered
species policies change, and limitations on U.S. Timberlands' ability to
harvest its timber due to adverse natural conditions or increased governmental
restrictions. For a more complete description of factors, which could impact
U.S. Timberlands and the statements contained herein, reference should be made
to U.S. Timberlands' filings with the United States Securities and Exchange
Commission.
SOURCE U.S. Timberlands Company, L.P.
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Related links: http://www.ustimberlands.com
Company News On-Call: http://www.prnewswire.com/comp/128507.html
CONTACT: Thomas C. Ludlow, Chief Financial Officer of U.S. Timberlands Company, L.P., +1-212-755-1100
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