SAPPI LTD (SAP) 6-K

18. LITIGATION STATEMENT RELATING TO SAPPI
The Sappi Group is not a party to any legal or arbitration proceedings, including any proceedings that are pending or threatened and of which the Board are
aware, that have had, in the 12 months preceding the Last Practicable Date, a material effect on the Sappi Group’s financial position.
19. OPINIONS, RECOMMENDATIONS AND UNDERTAKINGS
The Board has considered the Transaction in light of the Sappi Group’s strategy of strengthening its competitive position and the rationale for the Transaction
set out in Section 2 above. The Board is of the opinion that the Sappi Group will be able to successfully integrate the Acquired Business into Sappi Fine Paper
Europe and thereby gain the economy of scale necessary to achieve the goal of producing returns in excess of the businesses’ cost of capital. It is expected
that the benefits of the Transaction will result in increased revenues, cash flows and profitability for Sappi. The Board is therefore of the opinion that the
Transaction is in the interests of Sappi and recommends that the Shareholders approve the Transaction. Accordingly, each member of the Board who is a
Shareholder intends to vote in favour of the resolutions to be proposed at the General Meeting in respect of the Shares held directly or indirectly by such
member, and recommends that all Shareholders do likewise.
20. WORKING CAPITAL STATEMENT
The Board is of the opinion, after considering the effect of the Transaction, that:
• the Sappi Group as enlarged will be able, in the ordinary course of business, to pay its debts for a period of twelve months after the date of issue of
this Circular;
• the assets of the Sappi Group as enlarged will be in excess of the liabilities of the Sappi Group for a period of 12 months after the date of issue of
this Circular;
• the share capital and reserves of the Sappi Group as enlarged will be adequate for ordinary business purposes for a period of 12 months after the
date of issue of this Circular; and
• the working capital of the Sappi Group as enlarged will be adequate for ordinary business.
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