Executive Brief

  • International Paper Company announced early termination of the Hart-Scott-Rodino (HSR) waiting period for its sale of Global Cellulose Fibers (GCF) business on September 24, 2025 (Item 8.01).
  • The transaction involves selling all equity interests of GCF US Holdings LLC, GCF (Asia) Limited, International Paper Cellulose Fibers (Poland) sp. z o.o., and International Paper Canada Pulp Holdings ULC to Absorbent Fiber Bidco, Inc. and affiliates (Item 8.01).
  • The sale agreement was originally entered on August 20, 2025, between International Paper and the buyers (Item 8.01).
  • The transaction remains subject to customary closing conditions and other regulatory approvals (Item 8.01).
  • No financial terms, closing dates, or detailed conditions disclosed in this filing (Item 8.01).
  • No new material information beyond the early HSR termination; previously disclosed transaction (Item 8.01).
  • No officer or director changes, financial restatements, or other Items reported.
  • No non-GAAP financial measures or forward-looking statements explicitly referenced.
  • The early termination of the HSR waiting period is a key regulatory milestone enabling progress toward closing.
  • Investors should monitor remaining regulatory approvals and closing conditions for timing and completion risk.

Item-by-Item Analysis

Item 8.01 – Other Events

  • What happened: International Paper announced that the Federal Trade Commission granted early termination of the HSR waiting period for the sale of its Global Cellulose Fibers business on September 24, 2025.
  • Parties/terms: Sellers are International Paper Company, International Paper Holdings (Luxembourg) S.à r.l., and English Oak, LLC; Buyers are Absorbent Fiber Topco, Inc., Absorbent Fiber Bidco, Inc., and Absorbent Fiber Acquisitions Canada, Ltd. The assets sold include all equity interests in GCF US Holdings LLC, GCF (Asia) Limited, International Paper Cellulose Fibers (Poland) sp. z o.o., and International Paper Canada Pulp Holdings ULC.
  • Conditions/closing: Transaction conditioned on expiration or early termination of HSR waiting period and other regulatory approvals; early termination granted; customary closing conditions remain.
  • Source: (Item 8.01, entire section).

Exhibits Summary

  • None attached or referenced beyond the 8-K body.

Financial & Dilution Impact

  • Unknown; no financial terms or impact disclosed.

Timeline & Required Actions

  • Early termination of HSR waiting period effective September 24, 2025.
  • Remaining regulatory approvals and customary closing conditions pending.
  • Closing date unknown.

Risks & Monitoring

  • Completion risk remains due to pending regulatory approvals and closing conditions.
  • Potential antitrust or regulatory issues not disclosed but implied by regulatory approval requirement.
  • No materiality or termination penalty provisions disclosed.

Metadata & Quality Checks

  • No OCR or formatting issues detected.
  • No non-GAAP reconciliation referenced.
  • No forward-looking statements explicitly included.
  • No conflicts or related-party transactions disclosed.

Final Checklist

  • Items disclosed: 8.01 only.
  • Financial terms: Unknown.
  • Closing conditions: Regulatory approvals, customary conditions.
  • Regulatory milestone: Early HSR termination granted.
  • Officer/director changes: None.
  • Exhibits: None.
  • Forward-looking statements: No explicit mention.
  • Non-GAAP: No.
  • Risks: Regulatory approval and closing risk.

Summary

This 8-K reports a regulatory milestone in International Paper’s divestiture of its Global Cellulose Fibers business, with early termination of the HSR waiting period granted on September 24, 2025. The transaction remains subject to other approvals and conditions. No financial details or closing timeline provided. Investors should watch for further regulatory updates and closing announcements.

Original Filing