Louisiana-Pacific Corporation (“LP” or the “Company”) (NYSE: LPX) and Ainsworth Lumber Co. Ltd. (TSX: ANS) (“Ainsworth”) today announced that they have signed a definitive agreement under which LP 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 LP common shares on September 3, 2013.
The proposed transaction, which has a total value of approximately USD$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, 2013. The proposed transaction has the unanimous support of the Ainsworth Board of Directors. Additionally, private equity funds managed by Brookfield Asset Management Inc., (the “Brookfield Funds”) which own 54% of Ainsworth, have entered into an agreement to vote in favor of the transaction.
Ainsworth is a leading manufacturer and marketer of oriented strand board (“OSB”) 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 (3/8-inch basis), with the potential to increase capacity to 3.1 billion square feet (3/8-inch basis) with the expansion at Ainsworth’s mill in Grande Prairie, Alberta.
“This is an excellent transaction that makes LP more valuable for our customers and our shareholders,” said Curt Stevens, LP’s CEO. “Ainsworth has very high quality assets and provides us with an expanded suite of strand-based products and technologies, additional access to key international growth markets, particularly in Asia, and enhanced scale and efficiencies in North America. We have great respect for Ainsworth and its people, and we intend to take the best of both companies to create a leading provider of strand-based products that is well positioned to meet the evolving needs of customers in North America and abroad.”