Business News

Rock-Tenn Company Registration Statement on Form S-4 Declared Effective; RockTenn and Smurfit-Stone Joint Proxy Statement/Prospectus to Be Mailed on or about April 29, 2011

Friday 29. April 2011 - Rock-Tenn Company (NYSE: RKT) and Smurfit-Stone Container Corporation (NYSE: SSCC) today announced that the Securities and Exchange Commission has declared effective the Form S-4 Registration Statement concerning the agreement and plan of merger between them.

The Joint Proxy Statement/Prospectus contained in the registration statement will be mailed on or about April 29, 2011 to RockTenn shareholders and Smurfit-Stone stockholders of record as of April 8, 2011.
The issuance of RockTenn shares of common stock in connection with the merger is subject to the approval of RockTenn shareholders. RockTenn shareholders will vote at a special meeting of RockTenn shareholders on May 27, 2011 at 9:00 a.m., Eastern time, at the Grand Hyatt Atlanta at 3300 Peachtree Road, N.E., Atlanta, Georgia 30305. In addition, the approval and adoption of the merger agreement is subject to the approval of Smurfit-Stone stockholders. Smurfit-Stone stockholders will vote at a special meeting of stockholders of Smurfit-Stone on May 27, 2011 at 9:00 a.m., Central time, at 6 City Place Drive, Creve Coeur, Missouri 63141.
As of the date of this press release, the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 has expired and certain other designated competition-related regulatory approvals required for closing the merger have been obtained. Accordingly, the parties expect to close the proposed merger transaction soon after the companies conduct their special meetings and receive the requisite shareholder approvals.