International Paper Files Definitive Proxy Statement in Connection with its Pending Acquisition of DS Smith

Sept. 12, 2024 (Press Release) - International Paper (NYSE: IP, "IP") today announced that it has filed with the U.S. Securities and Exchange Commission (the "SEC") a definitive proxy statement on Schedule 14A (including any amendments and supplements thereto, the "Definitive Proxy Statement") in connection with its pending acquisition of DS Smith Plc (LSE: DSS, "DS Smith") (the "Combination").

All shareholders of record of IP common stock as of the close of business on Thursday, September 12, 2024, will be entitled to vote their shares by proxy at the special meeting of the IP shareholders (the "Special Meeting") to approve the issuance (the "Share Issuance") of new shares of common stock of IP, par value $1.00 per share, in connection with the Combination. In addition, on September 11, 2024, DS Smith published and sent to DS Smith shareholders its scheme document in the United Kingdom prepared in accordance with Part 26 of the U.K. Companies Act 2006, containing the full terms and conditions of the Combination, and setting October 7, 2024 as the date of DS Smith's shareholder meeting to approve the Combination. On September 11, 2024, IP also published a Prospectus with the U.K. Financial Conduct Authority, in connection with the admission to trading of IP's shares of common stock, par value $1.00 per share, on the London Stock Exchange upon completion of the Combination.

The Special Meeting is scheduled to take place on Friday, October 11, 2024. All eligible IP shareholders will receive a copy of the Definitive Proxy Statement and instructions on how to vote. The IP board of directors unanimously recommends that IP shareholders vote "FOR" the proposals as described in detail in the Definitive Proxy Statement.

The Combination will be structured as an acquisition of DS Smith by IP and implemented in accordance with the rules of the U.K. Takeover Code and English law.

The Combination is expected to create a global leader in sustainable packaging solutions focused on the attractive and growing North American and European regions; leverage the companies' complementary business models to increase vertical integration to improve profitability; strengthen customer value proposition through enhanced offerings, innovation, and geographic reach; and accelerate sustainability, including through innovation, for the benefit of all stakeholders.

The complete press release is available on International Paper's website under "Investors": www.internationalpaper.com/newsroom.

International Paper (NYSE: IP) is a global producer of sustainable packaging, pulp and other fiber-based products, and one of the world's largest recyclers. Headquartered in Memphis, Tennessee, IP serves customers worldwide, with manufacturing operations in North America, Europe Latin America and North Africa. Net sales for 2023 were $18.9 billion.

SOURCE: International Paper