Masisa Issues Notice to Superintendency regarding Significant Event and its Businesses
May 12 2008 - 7:04PM
PR Newswire (US)
SANTIAGO, Chile, May 12 /PRNewswire-FirstCall/ -- Masisa S.A.
issued the following today: Mr. Superintendent Superintendency of
Securities and Insurance Dear Sir: Pursuant to what is laid down in
article 9 and the second sub-paragraph of article 10 of Law No
18.045 of the Securities Market and in General Regulation No 30 of
the Superintendency of Securities and Insurance, and duly empowered
to such effect by the Masisa Board (hereinafter referred to as
"Masisa," the "Firm" or the "Company"), I hereby inform you of the
following significant event regarding Masisa and its businesses: On
May 12, 2008, and commensurate with the information contained in
the significant event sent to this Superintendency on December 20,
2007, on the one hand, the Brazilian company Masisa do Brasil
Ltda., with the guarantee of its Chilean parent company Masisa,
both hereinafter referred to as ("Masisa"), and, on the other hand,
the Brazilian company LP Brasil Participacoes Ltda, with the
guarantee of its Chilean parent company Louisiana-Pacific South
America S.A., both related to the U.S. entity called
Louisiana-Pacific Corporation and hereinafter referred as ("LP"),
signed a share purchase and sale agreement by means of which Masisa
will sell and transfer to LP 75% of its oriented strand board
(hereinafter referred to as "OSB") mill located at Ponta Grossa in
Brazil. This operation was carried out by Masisa selling LP 75% of
the shareholding in the Brazilian company Masisa OSB Industria e
Comercio S.A., hereinafter referred to as ("OSB Brasil"), which was
specially established to such effect and to which prior to this
transaction Masisa provided the equipment and other fixed assets of
the OSB plant, which has a production capacity of approximately
350,000 cubic meters per annum. The remaining 25% of the shares of
OSB Brasil will be owned by Masisa. Moreover, and at the same time
as the signing of the share purchase and sale contract, the parties
signed a shareholders' pact that regulates their rights and
obligations as shareholders of OSB Brasil, and among other matters
such agreement envisages "put" and "call" options for Masisa's
stake in the mentioned company. Likewise, the parties signed at
that same time a series of shared service contracts, which regulate
certain service and/or supplies that Masisa and LP shall provide
reciprocally. The price agreed on for all the fixed assets of the
OSB plant is US$74,000,000, which is around the book value of these
assets, and this sale should not, therefore, have any significant
effect on Masisa's accounting result. This price excludes the
working capital. Of the 75% of OSB Brasil that Masisa is selling to
LP, Masisa received on this date the amount of US$ 44,400,000 which
is 80% of the amount LP agreed to pay. LP shall pay Masisa the
remaining 20% once the latter physically hands over the OSB plant
to OSB Brasil and certain conditions laid down in the share
purchase and sale contract are met, which is estimated will occur
in late July 2008. Until such time, Masisa will operate the OSB
mill pursuant to an equipment leasing contract. The proceeds Masisa
obtains from this deal will mainly be allocated to reducing debt
and/or financing Masisa's investments. Lastly, we state that
Masisa's decision to divest its OSB assets is commensurate with its
intention of focusing on its core business as the leading furniture
and interior architecture board production and marketing company in
Latin America. Yours faithfully, Patricio Reyes Urrutia Corporate
Counsel Masisa S.A. About Masisa Masisa is a leading furniture and
interior architecture board production and marketing company in
Latin America. It has forest assets throughout most of the region,
thereby guaranteeing the raw material for the board business.
Masisa's value proposal is to be a reliable brand, close to all its
stakeholders, anticipating market needs by means of product and
service innovation and operating responsibly towards society and
the environment. The Company has 13 productive plants in Chile,
Argentina, Brazil, Venezuela and Mexico, all of which have the ISO
14.001 and OHSAS 18.001 certification. Masisa also has three other
divisions that operate in synergy with the core board division:
forestry, solid wood, and retail, which generate value and make the
Company more competitive. Masisa is a publicly traded corporation
and its shares are traded on the Santiago Stock Exchange. The
Company had total sales of approximately US$ 966 million in 2007.
For further information please contact: Investor Relations (56 2)
350 6038 Internet: http://www.masisa.com/ DATASOURCE: Masisa S.A.
CONTACT: Investor Relations, Masisa, +011-562-350-6038, Web site:
http://www.masisa.com/
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