Tembec announces closing of Senior Secured Notes offering and extends maturities to 2019

MONTREAL, Oct. 1, 2014 /CNW Telbec/ - Tembec Inc. ("Tembec") announced today that its wholly-owned subsidiary, Tembec Industries Inc. (the "Company") successfully completed its previously announced private offering of US$375 million in aggregate principal amount of 9% Senior Secured Notes due 2019 (the "Notes").

The proceeds from the offering will be used to (i) purchase and redeem all of the Company's existing 11.25% senior secured notes due 2018 (the "Existing Notes"), (ii) repay a portion of the borrowings outstanding under the Company's asset-based revolving credit facility, and (iii) pay fees and expenses incurred in connection with these refinancing transactions.

The Notes were sold in a private offering in the United States only to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and to certain non-U.S. persons in transactions outside the United States in reliance on Regulation S under the Securities Act, including in certain provinces of Canada on a private placement basis to accredited investors.

This press release is for informational purposes only and does not constitute an offer to buy or the solicitation of an offer to sell or buy any securities. The Notes have not been and will not be qualified for sale to the public under applicable Canadian securities laws and, accordingly, any offer and sale of the Notes in Canada will be made on a basis that is exempt from the prospectus requirement of such securities laws. The Notes have not been and will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and state securities laws.

About Tembec

Tembec is a manufacturer of forest products - lumber, paper, pulp and specialty cellulose - and a global leader in sustainable forest management practices. Principal operations are in Canada and France. Tembec has approximately 3,500 employees and annual sales of approximately $1.6 billion. Tembec is listed on the Toronto Stock Exchange (TMB).

Forward-Looking Statements

This press release includes "forward-looking statements" within the meaning of securities laws. Such statements may involve, but are not limited to, statements regarding the Company's intention to redeem any Existing Notes and related matters. Forward-looking statements also include statements relating, without limitation, to Tembec's or its management's objectives, projections, estimates, expectations or predictions of the future and can be identified by words such as "may", "will", "could", "anticipate", "estimate", "expect", "project", "intend" and "plan", the negative or variations thereof, and expressions of similar nature. These statements are based on certain assumptions and analyses made by Tembec in light of its experience and its perception of future developments. These forward-looking statements speak only as of the date stated or otherwise, as of the date of this press release, and, except as required by law, Tembec does not undertake any obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, even if experience or future events make it clear that any expected results expressed or implied by these forward-looking statements will not be realized. Although Tembec believes that the expectations reflected in these forward-looking statements are reasonable, these expectations may not prove to be correct or Tembec may not achieve the financial results, savings or other benefits anticipated in the forward-looking statements. These forward-looking statements are necessarily estimates reflecting the best judgment of Tembec's management and involve a number of known and unknown risks and uncertainties, some of which may be beyond Tembec's control, which could cause its actual results, financial

position, levels of activity, performance or achievements to differ materially from those suggested by the forward-looking statements, including, without limitation, those identified throughout Tembec's public disclosure file available on the website maintained by the U.S. Securities and Exchange Commission at http://www.sec.gov or on SEDAR at http://www.sedar.com.

SOURCE Tembec