---
schema_version: "secwatch.filing_event.v1"
accession: "0001193125-24-040432"
form_type: "8-K"
ticker: "CLW"
cik: "0001441236"
company_name: "Clearwater Paper Corp"
filed_at: "2024-02-21T23:59:59+00:00"
generated_at: "2026-06-05T21:56:12.999100+00:00"
event_type: "m_and_a"
sentiment: "neutral"
materiality_score: 0.75
calibrated_materiality_score: 0.75
confidence: "high"
source: SEC EDGAR
---

# Clearwater Paper to buy Graphic Packaging's Augusta paperboard mill for $700M; close expected Q2 2024

## Summary
- Purchase price $700M in cash, subject to inventory adjustments, for Graphic Packaging's consumer packaging business at its Augusta, GA mill.
- Transaction expected to close in Q2 2024, conditional on HSR Act and other antitrust approvals.
- Financed via $760M in new credit facilities ($270M Term Revolver, $340M Farm Credit Term Loan, $150M Commercial Bank Term Loan) and a $275M ABL facility.
- Reverse termination fee of $30M payable by Clearwater Paper if it fails to close after conditions are satisfied.

## SEC filing metadata
- accession: 0001193125-24-040432
- form_type: 8-K
- ticker: CLW
- cik: 0001441236
- company_name: Clearwater Paper Corp
- filed_at: 2024-02-21T23:59:59+00:00
- event_type: m_and_a
- sentiment: neutral
- materiality_score: 0.75
- calibrated_materiality_score: 0.75
- confidence: high
- sec_items: 1.01, 2.03, 9.01
- EDGAR index: https://www.sec.gov/Archives/edgar/data/1441236/000119312524040432/0001193125-24-040432-index.htm
- EDGAR primary document: https://www.sec.gov/Archives/edgar/data/1441236/000119312524040432/d769915d8k.htm

## Machine-readable alternates
- HTML: https://secwatch.observer/filing/0001193125-24-040432
- JSON: https://secwatch.observer/filing/0001193125-24-040432.json
- Plain text: https://secwatch.observer/filing/0001193125-24-040432.txt

## Key facts
- Material Agreements
  Clearwater Paper Corp entered into Asset Purchase Agreement with Graphic Packaging International, LLC valued at $700,000,000 (effective 2024-02-20).
  - Action: entry
  - Agreement: asset purchase
  - Counterparty: Graphic Packaging International, LLC
  - Value: $700,000,000
  - Effective: 2024-02-20
  source text: On February 20, 2024, Clearwater Paper Corporation (the “Company”) and Graphic Packaging International, LLC (“GPK”), a wholly owned subsidiary of Graphic Packaging Holding Company, entered into an Asset Purchase Agreement (the “Purchase Agreement”), pursuant to which, among other things, the Company will acquire certain assets (the “Transferred Assets”) of GPK’s consumer packaging business operating out of GPK’s paperboard mill and associated facilities in Augusta, Georgia (the “Mill Facility”) composed of the manufacturing, marketing and/or sale of paperboard produced at the Mill Facility (the “Transferred Business” and such acquisition and related transactions contemplated by the Purchase Agreement, the “Transaction”). The purchase price will be $700,000,000, subject to adjustments for inventory.
  evidence_url: https://www.sec.gov/Archives/edgar/data/1441236/000119312524040432/0001193125-24-040432-index.htm

This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.