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Canfor Pulp announces expiration of Go-Shop Period with no acquisition proposals received

 Wednesday, January 21, 2026

Canfor Corporation_Canfor Pulp

Canfor Pulp Products Inc. (TSX: CFX) has confirmed the expiration of its “Go-Shop Period” in accordance with the arrangement agreement announced on December 3, 2025, between Canfor Pulp and Canfor Corporation (“Canfor Corp”). The agreement outlines Canfor Corp’s planned acquisition of all Canfor Pulp’s issued and outstanding common shares not already owned by Canfor Corp and its affiliates. This acquisition will be executed under a court-approved plan of arrangement, as stipulated by the Business Corporations Act (British Columbia).

Under the terms of the Arrangement Agreement, Canfor Pulp Shareholders (excluding Canfor Corp and its affiliates) will have the option to receive either 0.0425 of a common share of Canfor Corp for each Canfor Pulp Share held or $0.50 in cash per share. Canfor Corp currently holds around 54.8% of the total issued and outstanding Canfor Pulp Shares.

The Go-Shop Period, which allowed Canfor Pulp to actively seek, evaluate, and engage in discussions with third-party buyers, officially ended on January 19, 2026. During this time, Canfor Pulp’s financial advisor, Stifel Nicolaus Canada Inc., reached out to 15 potential buyers. However, no Acquisition Proposals were received during the Go-Shop Period. As a result, the previously outlined acquisition process will proceed without any competing offers.

Fiduciary Obligations and Next Steps

With the expiration of the Go-Shop Period, Canfor Pulp is now subject to non-solicitation covenants. These include fiduciary out provisions, which allow Canfor Pulp to terminate the Arrangement Agreement if a Superior Proposal is made by a third party. Should Canfor Pulp decide to accept such a proposal, it would be required to pay a termination fee of $500,000 to Canfor Corp. Canfor Corp does not have the right to match any Superior Proposal made by an external party.

If a Superior Proposal is identified, Canfor Corp has agreed to use its commercially reasonable efforts, in good faith, to negotiate and enter into a voting support agreement with the acquirer, provided that the Canfor Corp Board and its special committee have determined that the proposal is in the best interests of Canfor Corp.

Transaction Completion and Approval Process

The completion of the transaction remains contingent on the satisfaction or waiver of customary closing conditions. These include obtaining the necessary shareholder, court, and regulatory approvals, including the approval of the Toronto Stock Exchange (TSX). It is anticipated that Canfor Pulp’s shareholders will gather for a special meeting in the first quarter of 2026 to consider the transaction and vote on the proposed acquisition.

Further information regarding the meeting, transaction, and related documents will be included in the management information circular (the “Circular”). This Circular will be sent to Canfor Pulp’s shareholders at least 21 days before the meeting. Additionally, it will be filed with the Canadian securities regulators and made available through Canfor Pulp’s profile on SEDAR+ at www.sedarplus.ca.

About Canfor Pulp

Canfor Pulp is a leading global supplier of high-quality pulp and paper products, with operations based in the northern interior of British Columbia. The company operates two mills in Prince George, British Columbia, with a total production capacity of 780,000 tonnes of Premium Reinforcing Northern Bleached Softwood Kraft (NBSK) pulp. This includes 300,000 tonnes of annual production capacity that will be indefinitely curtailed from August 2024. In addition, Canfor Pulp produces 140,000 tonnes of kraft paper annually.

Canfor Pulp’s shares are traded on the Toronto Stock Exchange under the symbol CFX. The company’s strategic operations and robust production capacity position it as a key player in the global pulp and paper industry.

With the expiration of the Go-Shop Period and no acquisition proposals from third parties, Canfor Pulp is moving forward with the acquisition process under the terms of the arrangement agreement with Canfor Corp. The transaction will proceed pending shareholder approval and the completion of necessary regulatory steps.

This acquisition marks a key milestone in the evolution of Canfor Pulp and its integration with Canfor Corp. The future of the company remains focused on delivering quality pulp and paper products while aligning with Canfor Corp’s strategic goals for growth and development in the global marketplace. The upcoming shareholder meeting will be a critical point in finalising the transaction and advancing the next phase of this acquisition process.

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