RockTenn to Acquire Smurfit-Stone

In addition to the equity consideration, RockTenn will assume Smurfit-Stone’s net debt and pension liabilities. As of December 31, 2010 Smurfit-Stone’s net debt was $0.7 billion and its pension liabilities were $1.1 billion ($0.7 billion after-tax). RockTenn has received $3.7 billion in committed bank financing from Wells Fargo Bank N.A., Rabobank, and SunTrust Bank to finance the cash portion of the transaction, to refinance existing debt, and to provide liquidity for the combined operations.