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Credit Pacific Service Union By Staff

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Credit First Service Union (AXcess News) Atlanta - Koch Industries, Inc. said Sunday it had reached an agreement with Georgia-Pacific Corp. (NYSE: GP) to aquire all of the outstanding shares in a cash deal at $48 per share. Koch Forest Products, Inc., a wholly owned Koch subsidiary made the all-cash tender offer.

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Card Credit Mobile Service The deal is valued at $21 billion, when including all Georgia-Pacific debt. The price to Georgia-Pacific shareholders represents a premium of 39 percent based on the closing price of Georgia-Pacific common stock on Nov. 11.

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Card Credit Discover Service Koch Forest Products expects to launch a cash tender offer for all outstanding shares of Georgia-Pacific common stock no later than Nov. 18, followed by a second step cash-out merger at the offer price. The closing of the tender offer is expected to be completed promptly, subject to customary closing conditions, including antitrust clearances in various countries.

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Credit Public Service Union The transaction is not conditioned on financing, Koch said. Debt financing has been secured by Koch through Citigroup.

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Card Credit Processing Service Koch has confirmed that Georgia-Pacific will be operated as a privately held, wholly owned subsidiary of Koch Industries. Georgia-Pacific will continue to do business worldwide under the Georgia-Pacific name and continue to operate its businesses from its Atlanta headquarters as an independently managed company.

Center Credit Service Union Included in the transaction are all assets of Georgia-Pacific, including its North America and international consumer products segments, as well as its building products, packaging, and paper and bleached board segments.

Card Credit Service Wireless "This transaction is the most dramatic step yet in Georgia-Pacific's history and its transformation. We are pleased it offers very significant, incremental value to our shareholders, as is warranted by our company's tremendous assets and talented employees," said A.D. "Pete" Correll, Georgia-Pacific chairman and chief executive officer. "Koch's acquisition of Georgia-Pacific will enable us to move into the future in an exciting fashion and continue achieving our financial and operating goals with committed new ownership that is exceptionally strong financially, has a long history of outstanding business success and a dedication to operational excellence."

Credit Security Service Union "Georgia-Pacific is an outstanding company with highly talented employees, a heritage of leadership in the marketplace and strong branded products," said Charles G. Koch, chairman and chief executive officer of Koch Industries, Inc. "By joining our group of privately held companies, Georgia-Pacific will be able to maintain a long-term focus on growth and a commitment to delivering value for all of its constituents. As a wholly owned Koch subsidiary, it will benefit from our historical practice of reinvesting up to 90 percent of earnings in our businesses. We have extensive experience with cyclical, highly competitive businesses and the ability to commit appropriate resources to enhance the company's assets and pursue a growth agenda."

Credit Report Service Koch acquired Georgia-Pacific's non-integrated market and fluff pulp operations at New Augusta, Miss., and Brunswick, Ga., in May 2004. Since the purchase, Koch has invested in these businesses, which have been operating as Koch Cellulose. Upon completion of this transaction, these operations will be reintegrated with Georgia-Pacific businesses.

Blogspot Com Christian "Through the experience we gained in our recent transaction with Koch, we are very familiar with Koch's outstanding strategic asset management approach and capabilities," Correll said. "It is gratifying that the same highly effective leadership team we dealt with earlier took a focused interest in all of Georgia-Pacific and in our continuing success story as an industry leader. We are confident that this combination will be a winner, bringing superior strengths, shared core values and readiness to compete in all of our markets."

Christian Counseling Credit Added Koch's Joe W. Moeller, president and chief operating officer, "We view this major acquisition not only as a key strategic investment for Koch but as a platform for future growth. We believe this transaction represents a unique opportunity in which each of our enterprises and employees will be able to prosper together."

Credit Federal Service Union Goldman, Sachs & Co. acted as exclusive financial advisor to Georgia-Pacific; the company's legal counsel are Shearman & Sterling LLP and King & Spalding LLP. Koch's financial advisor is Citigroup Corporate and Investment Banking; its transaction counsel is Latham & Watkins LLP.

Credit Monitoring Service Headquartered at Atlanta, Georgia-Pacific is one of the world's leading manufacturers and marketers of tissue, packaging, paper, building products and related chemicals. With 2004 annual sales of approximately $20 billion, the company employs 55,000 people at more than 300 locations in North America and Europe.

Credit Division Service Shares of Georgia-Pacific closed Friday at $34.65, up 76 cents, or 2.24%.

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