Tuesday, January 18, 2011

NewPage, Verso Owners Reportedly Discussing a Deal

Note: A subsequent article with additional information, NewPage Gets Some Breathing Room, was published on Jan. 20

The owners of North America's two largest makers of coated paper are discussing a deal that could result in one of them having a significant ownership stake in both manufacturers, according to a published report.

NewPage's owner, Cerberus, and Apollo Management, which has a controlling interest in #2 maker Verso Paper, are discussing what to do about NewPage's high levels of debt, PPI Pulp & Paper Week reported recently. Apollo is also the largest holder of #1 NewPage's $800 million second-lien bonds, the publication said.

"One mutually beneficial scenario could see Cerberus retaining a diluted equity stake by sharing ownership… with Apollo through debt equitization," the publication said. "Debt equitization" means debt held by Apollo would be converted to an ownership stake.

Apollo's apparent "loan to own" intentions for NewPage came to light early last year when it and two other hedge funds snapped up more than 50% of the second-lien bonds, apparently under the assumption that NewPage's inability to make debt payments would eventually give them control of the company.

Magazine publishers, printers, catalog companies, and other major buyers of coated paper would certainly cry foul if two companies controlling more than half of the continent's coated paper capacity tried to merge. But it's not clear whether Apollo would trigger any antitrust alarms if it obtained a sizable equity stake in NewPage by swapping debt for equity.

Analysts and industry executives have touted consolidation as the path to reasonable profitability for paper manufacturers. The tactic has worked well in the North American uncoated freesheet market but not so well in the newsprint market. UPM is trying it in the European coated and supercalendered markets with its proposed purchase of Myllykoski.

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Anonymous said...

What published report?

Anonymous said...

I'm not sure how this works from a legal standpoint but it would be logical to assume that if Apollo converted debt to equity that they would also want representation on NewPage's board. That would give them an opportunity to coordinate strategies which takes us back to the anti-trust question.

Anonymous said...

Consolidation has worked well for uncoated freesheet mills because they are US mills , except for one, and profit driven. Whereas the newsprint mills are mostly Canadian, and have the age old mantra, keep the machines full at all costs.