DOMTAR CORPORATION Item 1.01 Entry into a Material Definitive Agreement
The information set forth in the section above titled "Introduction" of this Current Report on Form 8-K is incorporated herein by reference.
Item 1.02 Termination of a Material Definitive Agreement
The information set forth in the section above titled "Introduction" of this Current Report on Form 8-K is incorporated herein by reference.
In connection with the consummation of the Merger, the Company repaid in full
all outstanding amounts under its Third Amended and Restated Credit Agreement,
dated as of
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The Existing Credit Agreement is more fully described in the Company's Current
Report on Form 10-K for the year ended
Item 2.01 Completion of Acquisition or Disposition of Assets
The information set forth in the section above titled "Introduction" of this Current Report on Form 8-K is incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation Under an
Off-Balance Sheet Arrangement
The information set forth in the section above titled "Introduction" of this Current Report on Form 8-K is incorporated herein by reference.
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or
Standard; Transfer of Listing
On
The Company intends to file with the
Item 3.03 Material Modification to Rights of Security Holders
The information set forth in the section above titled "Introduction" of this Current Report on Form 8-K is incorporated herein by reference.
Item 5.01 Changes in Control of Registrant
The information set forth in the section above titled "Introduction" of this Current Report on Form 8-K is incorporated herein by reference.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Directors
In connection with the completion of the Merger, at the Effective Time, each of
the Company's directors immediately prior to the Effective Time (Robert E.
Apple,
Officers
In accordance with the terms of the Merger Agreement, immediately following the
Effective Time, the officers of the Company immediately prior to the Effective
Time remained as officers of the Company, with the exception of
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Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal
Year
Pursuant to the terms of the Merger Agreement, at the Effective Time, the
certificate of incorporation and bylaws of the Company were each amended and
restated, and such amended and restated certificate of incorporation and bylaws
became the certificate of incorporation and bylaws, respectively, of the
Item 9.01 Financial Statements and Exhibits
(d) Exhibits Exhibit No. Description of Exhibits 2.1 Agreement and Plan of Merger, dated as ofMay 10, 2021 , by and amongDomtar Corporation ,Karta Halten B.V. ,Pearl Merger Sub Inc. ,Paper Excellence B.V . andHervey Investments B.V. (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K filed by the Company onMay 12, 2021 ).* 3.1 Amended and Restated Certificate of Incorporation of the Surviving Company 3.2 Amended and Restated Bylaws of theSurviving Company 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
* Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of
Regulation S-K.
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