2022-09-12 | TSX:IFP | Press release

BURNABY, British Columbia, Sept. 12, 2022 (GLOBE NEWSWIRE) — INTERFOR CORPORATION (“Interfor” or the “” Company) (TSX: IFP) announced today that it has assumed and paid for cancellation 3,355,704 common shares (“” Shares”) at a price of $29.80 per share (the “Purchase Price”) pursuant to its previously announced substantial tender offer (the “Offer””).

The shares purchased represent a total purchase of $100 million and 6.1% of the total number of issued and outstanding shares of Interfor’ issued and outstanding as of July 25, 2022.

In total, 6,749,706 Shares were validly tendered to the Offer and not withdrawn. Because the offer was oversubscribed, shareholders who made offers to purchase at or below the purchase price and shareholders who made or were deemed to have made offers at the purchase price saw approximately 98 .8% of their tendered shares supported by Interfor (other than “odd lot” tenders, which were not subject to pro rata).

Interfor has accepted the Shares tendered for purchase and has made payment for the Shares by remitting the aggregate purchase price to Computershare Investor Services Inc., the depositary of the Offer (the “Depositary”). Payment and settlement with shareholders will be made by the Custodian on or about September 15, 2022, all in accordance with the Offer and applicable law. All unpurchased Shares, including Shares not purchased as a result of a pro rata calculation or Shares re-auctioned at prices above the Purchase Price or invalid re-submitted, will be returned to shareholders as soon as practicable.

In order to assist shareholders in determining the tax consequences of the Offer, Interfor considers, for the purposes of the Offer Income Tax Act (Canada) (the “Tax Act”)that the paid-up capital per share was $7.85 as of September 8, 2022. The dividend deemed to have been paid by Interfor to Canadian residents is designated as an “eligible dividend” for the purposes of the tax law and any corresponding provincial and territorial tax legislation.

For the purposes of subsection 191(4) of the tax lawthe “specified amount” in respect of each share is $30.60.

Full details of the offer are set forth in the Offer to Purchase and Circular dated August 2, 2022, and the related Letter of Transmittal and Notice of Guaranteed Delivery, copies of which are available at SEDAR at www.sedar.com.

This press release is provided for informational purposes only and does not constitute an offer to buy or the solicitation of an offer to sell Shares.

FORWARD-LOOKING STATEMENTS

This press release contains forward-looking information, in particular relating to the completion by the company of a substantial public tender offer and the payment schedule for the shares purchased under the offer. This forward-looking information is based on information currently available to Interfor and on assumptions and analyzes made in light of Interfor’s experience and perception of historical trends and current conditions. Readers are cautioned that actual results may differ from forward-looking information and that undue reliance should not be placed on such forward-looking information. Risk factors that could cause actual results to differ materially from the forward-looking information contained in this release are described in Interfor’s most recent first quarter and full year MD&A under the heading “Risks and Uncertainties”, which are available at www.interfor.com and under Interfor’s profile at www.sedar.com. Unless otherwise indicated, forward-looking statements in this release are based on the Company’s expectations as of the date of this release. Interfor undertakes no obligation to update such forward-looking information or statements, except as required by law.

ABOUT INTERFOR

Interfor is a growth-oriented forest products company with operations in Canada and the United States. The company has an annual lumber production capacity of approximately 4.7 billion board feet and offers a diverse line of lumber products to customers worldwide. For more information about Interfor, visit our website at www.interfor.com.

Investor contacts:

Rick Pozzebon, Senior Vice President and Chief Financial Officer

(604) 689-6804

Mike Mackay, Vice President of Corporate Development and Strategy

(604) 689-6846

Media Contact:

Svetlana Kayumova, Director of Corporate Affairs

(604) 422-7329

[email protected]

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Luisa D. Fuller