Koch Industries completes $21 Billion acquisition of Georgia-Pacific

Georgia-Pacific will retain its name and operate from its Atlanta headquarters as a privately held, indirect wholly owned subsidiary of Koch Industries.

26/12/05 Koch Industries, Inc. has announced the successful completion of its $21 billion acquisition of Georgia-Pacific Corp.

The acquisition was finalized through the merger of Koch Industries' wholly owned subsidiary, Koch Forest Products, Inc., with and into Georgia-Pacific. Georgia-Pacific will retain its name and operate from its Atlanta headquarters as a privately held, indirect wholly owned subsidiary of Koch Industries.

As announced earlier, Joseph W. Moeller becomes Georgia-Pacific's president and chief executive officer and Bill Caffey begins his role as executive vice president, operations excellence and compliance. A.D. "Pete" Correll, formerly chairman and chief executive officer, will continue with Georgia-Pacific as chairman of the board, to assist in the transition.

As a result of the merger, any outstanding shares of Georgia-Pacific not validly tendered in the Koch Forest Products tender offer that expired on Monday have been cancelled and converted into the right to receive $48 per share in cash, without interest (the same per share consideration paid in the tender offer). Mellon Investor Services, the depositary for the transaction, will mail to non-tendering shareholders materials to be used to surrender share certificates for the merger consideration. As a result of the merger, the Georgia-Pacific shares will be delisted from the New York Stock Exchange. The Georgia-Pacific shares ceased trading at the close of business yesterday.

Koch Industries, Inc., based in Wichita, Kan., (www.kochind.com) owns a diverse group of companies engaged in trading, operations and investments worldwide, including a presence in 50 countries in such core industries as trading, petroleum, chemicals, energy, fibers, resins, fertilizers, pulp and paper, ranching, securities and finance.

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. Its familiar consumer tissue brands include Quilted Northern(R), Angel Soft(R), Brawny(R), Sparkle(R), Soft 'n Gentle(R), Mardi Gras(R), So-Dri(R) and Vanity Fair(R), as well as the Dixie(R) brand of disposable cups, plates and cutlery. Georgia-Pacific's building products manufacturing business has long been among the nation's leading suppliers of building products to lumber and building materials dealers and large do-it-yourself warehouse retailers.

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