INTERNATIONAL PAPER CO /NEW/ false 0000051434 0000051434 2023-01-24 2023-01-24

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 24, 2023

 

 

INTERNATIONAL PAPER COMPANY

(Exact name of Registrant as specified in its charter)

 

 

 

New York   1-3157   13-0872805

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

6400 Poplar Avenue

Memphis, Tennessee

  38197
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (901) 419-7000

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered under Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol

 

Name of Exchange

on which Registered

Common Stock, $1 per share par value   IP   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 under the Securities Act (17 CFR 230.405) or Rule 12b-2 under the Exchange Act (17 CFR 240.12b-2).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 


Item 1.01

Entry into a Material Definitive Agreement.

On January 24, 2023, International Paper Company (the “Company”) entered into a Term Loan Agreement (the “Credit Agreement”) with CoBank, ACB, as administrative agent and as lender. The Credit Agreement provides for a $600 million term loan that was fully drawn at closing, and has a maturity date of January 24, 2028.

Borrowings under the Credit Agreement generally will either bear interest at (i) a rate per annum equal to the Alternate Base Rate (as defined in the Credit Agreement) plus the Applicable Rate (as defined in the Credit Agreement) or (ii) at a rate per annum equal to the Adjusted Term SOFR Rate (as defined in the Credit Agreement) plus the Applicable Rate.

The Credit Agreement contains customary affirmative and negative covenants, as well as customary events of default, substantially similar to those included in the Company’s existing revolving credit agreement.

The foregoing description of the Credit Agreement does not purport to be complete, and is qualified in its entirety by reference to the full text of the Credit Agreement, a copy of which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.

 

Item 2.03

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

The information set forth above under Item 1.01 is hereby incorporated by reference into this Item 2.03.

 

Item 9.01

Financial Statements and Exhibits.

 

Exhibit
No.

  

Description

10.1    Term Loan Agreement, dated as of January 24, 2023, between International Paper Company, the lenders from time to time party thereto and CoBank, ACB, as administrative agent, lead arranger and bookrunner.
104    Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).

 

2


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

INTERNATIONAL PAPER COMPANY
By:  

/s/ Joseph R. Saab

Name:   Joseph R. Saab
Title:   Senior Vice President, General Counsel & Corporate Secretary

Date: January 24, 2023