MeadWestvaco Corp. (MWV) said its board has set a record date of April 24, 2012, for the proposed spin-off of its Consumer & Office Products business. The spin-off and merger are expected to close on April 30 and become effective May 1, 2012.
Under the terms of the spin-off, MeadWestvaco will distribute all of its shares of the Consumer & Office Products business to its stockholders by means of a stock dividend. As previously announced, immediately following the spin-off, the Consumer & Office Products business will merge with ACCO Brands Corp. (ABD), such that MeadWestvaco stockholders are expected to receive approximately 0.33 share of ACCO Brands for each share of MeadWestvaco they own.
MeadWestvaco also said it has received a private letter ruling from the Internal Revenue Service to the effect that, based on certain facts, assumptions, representations and undertakings set forth in the ruling, for U.S. federal income tax purposes, the distribution of the shares of the Consumer & Office Products business will generally qualify as a tax-free distribution to stockholders of MeadWestvaco Corporation. The ruling also concluded that the $460 million in cash MeadWestvaco expects to receive in connection with the transaction, subject to certain post-closing adjustments, will be received on a tax-free basis.
Upon completion of the merger, MeadWestvaco stockholders will collectively own 50.5 percent of the shares of ACCO Brands common stock on a fully-diluted basis, and ACCO Brands stockholders will collectively own 49.5 percent. The exact exchange ratio will be determined at the time of the distribution.
by RTT Staff Writer
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