8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

September 12, 2023/ September 6, 2023

(Date of Report/Date of earliest event reported)

DOMTAR CORPORATION

(Exact name of registrant as specified in its charter)

DELAWARE	001-33164	20-5901152
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

234 Kingsley Park Drive

Fort Mill, South Carolina, 29715

(Address and zip code of principal executive offices)

(803) 802-7500

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: None

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

☐  Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

ITEM 2.05 Costs Associated With Exit or Disposal Activities

On September 6, 2023, Domtar Corporation (the “Company”) announced that it will indefinitely idle its pulp and paper mill in Espanola, Ontario, for an expected period greater than one year. The decision will result in a curtailment of Domtar’s annual pulp production by approximately 280,000 air-dried metric tons of northern bleached softwood kraft pulp and paper production by approximately 69,000 tons of specialty paper. This decision will affect approximately 450 employees.

It is expected that the pulp production will be discontinued in early October and the paper production will be discontinued by early November.

Costs in connection with the closure of the Company’s Espanola pulp and paper mill are expected to be incurred largely in the third quarter of 2023. The closure is expected to result in an aggregate pre-tax earnings charge of approximately $85 million, of which an estimated $32 million are non-cash charges related to the write-off of the carrying amount of the equipment, related spare parts and inventory obsolescence, an estimated $31 million is cash charges related to severance, employee benefits and termination costs and a $22 million charge for other closure and cleanup costs.

Costs associated with discontinuing production are based on management’s best estimates. Although the Company does not anticipate significant changes, actual costs may differ from these estimates due to subsequent business developments. As such, additional costs may be incurred in future periods.

A copy of the news release is being furnished as Exhibit 99.1 to this form 8-K.

ITEM 9.01 Financial Statements and Exhibits

(d) Exhibits

Exhibits 99.1:	Press release of Domtar Corporation, dated September 6, 2023.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

2

Exhibit Index

Exhibit No.	Exhibit
99.1	Press Release of Domtar Corporation, dated September 6, 2023.
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

3

SIGNATURES

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.

DOMTAR CORPORATION
(Registrant)
By:	/s/ Nancy Klembus
Name:	Nancy Klembus
Title:	Senior Vice-President, General Counsel and Corporate Secretary
Date: September 12, 2023

4

EX-99.1

Exhibit 99.1

234 Kingsley Park Drive Fort Mill, SC 29715

MEDIA CONTACT:

Bonny Skene

Regional Public Affairs Manager

803-802-8055

bonny.skene@domtar.com

Domtar to Indefinitely Idle Espanola Mill

FORT MILL, South Carolina – September 6, 2023 – Domtar Corporation, a part of the Paper Excellence Group, today announced it will indefinitely idle the pulp and paper operations at its Espanola, Ontario, facility for an expected period greater than one year.

The decision will result in a curtailment of Domtar’s annual pulp production by approximately 280,000 air-dried metric tons of northern bleached softwood kraft pulp and approximately 69,000 tons of specialty paper. The announcement will affect approximately 450 employees.

“The Espanola mill has been challenged for some time now,” said Steve Henry, Domtar paper and packaging president. “We have worked diligently to find a viable path forward for the operation including offering it for sale. Employees affected by this change have earned our appreciation and we thank them for their contributions. We also want to thank federal and provincial officials for their efforts.”

The mill will be idled after years of ongoing operating losses and high costs associated with maintaining and operating the facility. The pulp mill will shut down in early October and the paper machines will shut down by early November.

Domtar will take appropriate measures to assist employees affected by this decision in accordance with the collective agreement, Domtar policy and legislation. The mill will be idled in a safe and environmentally sound manner that will facilitate a possible sale or future restart.

About Domtar

Domtar is a leading provider of a wide variety of fiber-based products including communication, specialty and packaging papers, market pulp and airlaid nonwovens. With approximately 6,200 employees serving more than 50 countries around the world, Domtar is driven by a commitment to turn sustainable wood fiber into useful products that people rely on every day. Domtar’s principal executive office is in Fort Mill, South Carolina and Domtar is part of the Paper Excellence group of companies. To learn more, visit www.domtar.com.

XML

Document and Entity Information	Sep. 06, 2023
Cover [Abstract]
Entity Registrant Name	Domtar CORP
Entity Incorporation State Country Code	DE
Document Period End Date	Sep. 06, 2023
Amendment Flag	false
Entity Central Index Key	0001381531
Document Type	8-K
Entity File Number	001-33164
Entity Tax Identification Number	20-5901152
Entity Address, Address Line One	234 Kingsley Park Drive
Entity Address, City or Town	Fort Mill
Entity Address, State or Province	SC
Entity Address, Postal Zip Code	29715
City Area Code	(803)
Local Phone Number	802-7500
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false