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International Paper said in a press release on June 25, 2024 that the waiting period under the Hart-Scott-Rodino Act for its all-stock offer to acquire the issued and to be issued share capital of DS Smith Plc had expired.

8-KOther EventsFiled Period of report Summary published (UTC)

Key points

AI summary
  1. International Paper said in a press release on June 25, 2024 that the waiting period under the Hart-Scott-Rodino Act for its all-stock offer to acquire the issued and to be issued share capital of DS Smith Plc had expired.

  2. The company said the expiration of the Hart-Scott-Rodino Act (HSR Act) waiting period for its combination with DS Smith Plc removed the HSR Act bar to closing. The company and the DS Smith board described this as an important step toward completing the transaction.

  3. The company said completion of the combination remains subject to the satisfaction or waiver of the remaining conditions, including receipt of regulatory clearance from the European Commission and the court sanctioning of the scheme. The company and DS Smith still expect the scheme to become effective in Q4 2024.

  4. The company said that if the transaction is carried out as a scheme of arrangement under U.K. law, the issuance of new shares would not be expected to require registration under the Securities Act, under the exemption provided by Section 3(a)(10). The company also said it expects to file a Schedule 14A proxy statement with the SEC.

Summary

AI-written

Analysis scope · Filing body and confirmed press-release exhibitWe analyzed the filing body and confirmed exhibits. This is not a review of other exhibits, investor presentations or the full earnings call.

International Paper Announces Expiration of Hart-Scott-Rodino Act Waiting Period

International Paper said in a press release on June 25, 2024 that the waiting period under the Hart-Scott-Rodino Act for its all-stock offer to acquire the issued and to be issued share capital of DS Smith Plc had expired.

Source · Based on the filing body and exhibits

Expiration of HSR Act Waiting Period Removes Bar to Closing

The company said the expiration of the Hart-Scott-Rodino Act (HSR Act) waiting period for its combination with DS Smith Plc removed the HSR Act bar to closing. The company and the DS Smith board described this as an important step toward completing the transaction.

Source · Based on the filing body and exhibits

Remaining Closing Conditions and Expected Scheme Effective Timing

The company said completion of the combination remains subject to the satisfaction or waiver of the remaining conditions, including receipt of regulatory clearance from the European Commission and the court sanctioning of the scheme. The company and DS Smith still expect the scheme to become effective in Q4 2024.

Source · Based on the filing body and exhibits

Expected Exemption from Section 3(a)(10) for Share Issuance

The company said that if the transaction is carried out as a scheme of arrangement under U.K. law, the issuance of new shares would not be expected to require registration under the Securities Act, under the exemption provided by Section 3(a)(10). The company also said it expects to file a Schedule 14A proxy statement with the SEC.

Source · Based on the filing body and exhibits

AI summarized the filing and translated the summary into English; it may differ from the original. For reference only, not investment advice. AI translated the published Korean report into English. Figures are copied as filed, not recalculated.

Original filing

The filing as submitted to SEC EDGAR. You can check the figures and statements of this summary against it.

Source: SEC EDGAR (U.S. Securities and Exchange Commission). Item captions are the SEC's. The summary is for reference only and is not investment advice.