UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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of The Securities Exchange Act of 1934
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| Item 1.02 | Termination of a Material Definitive Agreement. |
On October 30, 2024, Sylvamo North America, LLC (“Sylvamo NA”), a wholly-owned subsidiary of Sylvamo Corporation (the “Company”), and International Paper Company (“IP”) entered into an agreement (the “Termination Agreement”) to terminate the Supply and Offtake Agreement by and between IP and Sylvamo NA, dated as of September 30, 2021 (the “Georgetown Supply Agreement”). The effective date of termination is December 31, 2024. The Termination Agreement includes post-termination obligations of the parties with respect to intellectual property and inventory.
The parties mutually agreed to the early termination of the Georgetown Supply Agreement. The parties will not incur any early termination penalties under the agreement.
The Georgetown Supply Agreement was entered into in connection with the Company’s spin-off from IP in 2021. Under the agreement, IP’s Georgetown, South Carolina, mill (the “Georgetown Mill”) supplies the Company with certain products that the Company sells to some of its customers. The Company has planned for the possible termination of the Georgetown Supply Agreement since the spin-off and is in the process of transitioning to production at its mills in Ticonderoga, New York, and Eastover, South Carolina, many of the paper grades supplied under the Georgetown Supply Agreement. IP has announced that it plans to discontinue operations at the Georgetown Mill.
A summary of the material terms of the Georgetown Supply Agreement was included in the Company’s Information Statement under “The Distribution — Relationships Between Sylvamo and International Paper Following the Distribution – Supply and Offtake Agreements,” filed as Exhibit 99.1 to the Form 8-K filed by the Company with the Securities and Exchange Commission (the “SEC”) on September 3, 2021 (the “Information Statement”). A copy of the Georgetown Supply Agreement was included as Exhibit 10.5 to the Form 8-K filed by the Company with the SEC on October 1, 2021. A copy of the Termination Agreement is attached hereto as Exhibit 10.1.
The foregoing description does not purport to be complete and is qualified in its entirety by the above-referenced information in the Information Statement, the Georgetown Supply Agreement and the Termination Agreement, each of which is incorporated herein by reference.
| Item 7.01 | Regulation FD Disclosure. |
On October 31, 2024, the Company issued a press release addressing the matters described in this Current Report on Form 8-K and such press release is attached hereto and furnished as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits. |
| Exhibit Number |
Description | |
| 10.1 | Termination Agreement, dated October 30, 2024, between Sylvamo North America LLC and International Paper Company | |
| 99.1 | Press Release dated October 31, 2024 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
2
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: October 31, 2024 | Sylvamo Corporation | |||||
| By: | /s/ Matthew Barron | |||||
| Name: | Matthew Barron | |||||
| Title: | Senior Vice President and Chief Administrative and Legal Officer | |||||