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Canfor Pulp Products Inc. — M&A Activity 2026
Feb 4, 2026
46691_rns_2026-02-03_7f8d4c89-b001-4d45-8bc3-a272b5c71afd.pdf
M&A Activity
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THE CIRCULAR (AS DEFINED BELOW) AND THE INSTRUCTIONS ACCOMPANYING THIS LETTER OF TRANSMITTAL AND ELECTION FORM SHOULD BE READ CAREFULLY BEFORE THIS LETTER OF TRANSMITTAL AND ELECTION FORM IS COMPLETED. IF YOU HAVE ANY QUESTIONS OR REQUIRE MORE INFORMATION WITH REGARD TO THE PROCEDURES FOR COMPLETING, EXECUTING AND RETURNING THIS LETTER OF TRANSMITTAL AND ELECTION FORM, PLEASE CONSULT WITH YOUR PROFESSIONAL ADVISORS OR CONTACT THE DEPOSITARY, TSX TRUST COMPANY, AT 1-800-387-0825 (TOLL-FREE WITHIN NORTH AMERICA) OR 416-682-3860 (OUTSIDE OF NORTH AMERICA) OR BY E-MAIL AT [email protected].
SHAREHOLDERS WHOSE SHARES ARE REGISTERED IN THE NAME OF AN INTERMEDIARY (SUCH AS A NOMINEE, BROKER, INVESTMENT DEALER, BANK, TRUST COMPANY OR OTHER INTERMEDIARY) SHOULD NOT USE THIS LETTER OF TRANSMITTAL AND ELECTION FORM AND SHOULD CONTACT THAT INTERMEDIARY FOR INSTRUCTIONS AND ASSISTANCE IN DEPOSITING THOSE SHARES AND MAKING AN ELECTION WITH RESPECT TO THE FORM OF CONSIDERATION TO BE RECEIVED. SUCH INTERMEDIARY MAY REQUIRE THAT AN ELECTION BE MADE BY AN EARLIER DATE AND TIME.
TO BE EFFECTIVE, THIS LETTER OF TRANSMITTAL AND ELECTION FORM MUST BE VALIDLY COMPLETED, DULY EXECUTED AND RETURNED TO THE DEPOSITARY. IT IS IMPORTANT THAT YOU VALIDLY COMPLETE, DULY EXECUTE AND RETURN THIS LETTER OF TRANSMITTAL AND ELECTION FORM ON A TIMELY BASIS IN ACCORDANCE WITH THE INSTRUCTIONS CONTAINED HEREIN.
LETTER OF TRANSMITTAL AND ELECTION FORM
to accompany certificate(s) or direct registration system advice-statement(s)
FOR REGISTERED HOLDERS OF COMMON SHARES OF
CANFOR PULP PRODUCTS INC.
This Letter of Transmittal and Election Form, properly completed and duly executed by a registered holder ("Registered Shareholder") of common shares ("Common Shares") in the capital of Canfor Pulp Products Inc. (the "Company"), together with all other documents reasonably required by TSX Trust Company as depositary (the "Depositary" or "TSX Trust"), must accompany the certificate(s) or direct registration system advice-statement(s) ("DRS Advice(s)") representing the Common Shares of the Company deposited in connection with the proposed arrangement (the "Arrangement"), in accordance with the terms of an arrangement agreement (the "Arrangement Agreement") entered into between the Company and Canfor Corporation (the "Purchaser") on December 3, 2025, pursuant to which the Purchaser agreed to acquire all of the issued and outstanding Common Shares that it does not already own by way of a statutory plan of arrangement (the "Plan of Arrangement") under the Business Corporations Act (British Columbia). The Arrangement is being submitted for approval at the special meeting of holders of Common Shares (the "Shareholders") to be held on March 6, 2026 at 11:00 a.m. (Vancouver time) (as may be adjourned or postponed, the "Company Meeting"), all as described in the notice of special meeting of shareholders and management information circular (the "Circular") of the Company dated January 28, 2026.
Capitalized terms used but not defined in this Letter of Transmittal and Election Form have the meanings set out in the Circular. Copies of the Circular, the Plan of Arrangement and the Arrangement Agreement are available under the Company's profile on SEDAR+ at www.sedarplus.ca. Shareholders are encouraged to carefully review the Circular in its entirety.
Under the terms of the Arrangement Agreement, each Registered Shareholder (other than Shareholders who validly exercise Dissent Rights, or the Purchaser and its respective affiliates) may elect to receive, in respect of each Common Share held by such Registered Shareholder immediately prior to the Effective Time, either:
- $0.50 in cash (the “Cash Consideration”); or
- 0.0425 of a common share in the capital of the Purchaser (the “Share Consideration” and together with the Cash Consideration, the “Consideration”).
For avoidance of doubt, a Registered Shareholder entitled to make an election as to the form of Consideration to be received under the Arrangement may either make: (i) the Cash Election in respect of all of the Common Shares deposited hereby, or (ii) the Share Election in respect of all of the Common Shares deposited hereby. If an election is not made in accordance with the instructions in this Letter of Transmittal and Election Form, you will be deemed to have made an election to receive the Cash Consideration.
TO MAKE A VALID ELECTION AS TO THE FORM OF CONSIDERATION THAT REGISTERED SHAREHOLDERS WISH TO RECEIVE UNDER THE ARRANGEMENT, REGISTERED SHAREHOLDERS MUST SIGN AND RETURN, IF APPLICABLE, THIS LETTER OF TRANSMITTAL AND ELECTION FORM AND MAKE A PROPER ELECTION HEREUNDER AND RETURN IT WITH ACCOMPANYING COMMON SHARE CERTIFICATE(S) OR DRS ADVICE(S) TO THE DEPOSITARY PRIOR TO 4:00 P.M. (VANCOUVER TIME) ON MARCH 4, 2026, BEING THE SECOND BUSINESS DAY IMMEDIATELY PRIOR TO THE DATE OF THE COMPANY MEETING OR, IF THE COMPANY MEETING IS ADJOURNED OR POSTPONED, SUCH TIME ON THE SECOND BUSINESS DAY IMMEDIATELY PRIOR TO THE DATE OF SUCH ADJOURNED OR POSTPONED COMPANY MEETING (THE “ELECTION DEADLINE”).
REGISTERED SHAREHOLDERS WHO DO NOT MAKE AN ELECTION PRIOR TO THE ELECTION DEADLINE OR FOR WHOM THE DEPOSITARY DETERMINES THAT THEIR ELECTION WAS NOT PROPERLY MADE WITH RESPECT TO ANY COMMON SHARES WILL BE DEEMED TO HAVE ELECTED TO RECEIVE CASH CONSIDERATION.
In any case where the aggregate Cash Consideration payable to a particular Shareholder under the Arrangement would include a fraction of a cent, the amount payable will be rounded down to the nearest whole cent. The Cash Consideration is denominated and will be paid in Canadian dollars.
With respect to the Share Consideration, no fractional Purchaser Shares will be issued to Shareholders. The number of Purchaser Shares to be issued to Shareholders will be rounded down to the nearest whole Purchaser Share.
ALL ELECTIONS AND DEPOSITS MADE UNDER THIS LETTER OF TRANSMITTAL AND ELECTION FORM ARE IRREVOCABLE AND CANNOT BE WITHDRAWN.
The Company and the Purchaser will implement the Arrangement when all of the conditions to closing have been satisfied and/or waived, including court approval, stock exchange approval and the approval of the Arrangement Resolution by the Shareholders at the Company Meeting. Some of the conditions are beyond the Company’s and/or the Purchaser’s control, and as a result, there can be no assurance that the Arrangement will be completed, nor can the exact timing of the implementation of the Arrangement be predicted with certainty. Shareholders should refer to the Circular for more information regarding the expected timing for completion and other information relating to the Arrangement.
The Company, the Depositary and the Purchaser, as the case may be, will be entitled to deduct or withhold from any amounts contemplated to be payable to any Shareholder under the Plan of Arrangement such amounts as are required to be deducted or withheld with respect to such payment under the Income Tax Act (Canada) (as may be amended from time to time, the “Tax Act”) or any other provision of federal, provincial, territorial, state, local or foreign tax Law, in each case, as amended or succeeded, or the administrative practice of the relevant Governmental Entity administering such Law, and subject to the provisions of any applicable income tax treaty, and will remit or cause to be remitted the amount so deducted or withheld to the appropriate Governmental Entity. To the extent that amounts are so deducted or withheld, such deducted or withheld amounts will be treated for all purposes as having been paid to the recipient of the payment in respect of which such deduction or withholding was made, provided that such deducted or withheld amounts are actually remitted in accordance with applicable Law to the appropriate taxing
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authority. To the extent any amount is required or permitted to be deducted or withheld from any payment of Share Consideration to a Shareholder, the Purchaser, the Company and the Depositary are authorized to sell or otherwise dispose of such portion of Purchaser Shares otherwise issuable to such holder (if any) as is necessary to provide sufficient funds to the Purchaser, the Company or the Depositary, as the case may be, to enable it to comply with such deduction or withholding requirement and the Purchaser, the Company or the Depositary shall notify the holder thereof (including the gross and net proceeds and any adjustments thereto) and remit the applicable portion of the net proceeds of such sale to the appropriate taxing authority, and shall remit to such holder any unapplied balance of the proceeds of such sale. The Purchaser and the Depositary shall not be obligated to seek or obtain a minimum price for any of the Purchaser Shares sold or disposed of by it, nor shall the Purchaser or the Depositary be liable for any loss arising out of any such sale or disposition.
Information about this Letter of Transmittal and Election Form
This Letter of Transmittal and Election Form is for use by Registered Shareholders only and is not to be used by Non-Registered Shareholders. Shareholders whose Common Shares are registered in the name of a nominee, broker, investment dealer, bank, trust company or other intermediary (each, an "Intermediary") should NOT use this Letter of Transmittal and Election Form and should contact that Intermediary for instructions and assistance in depositing those Common Shares.
In order for this Letter of Transmittal and Election Form to be validly completed, the undersigned is required to provide and complete all of the necessary information for each of the steps indicated below that are applicable to the Registered Shareholder. The Depositary or your financial, legal, tax or other professional advisors can assist you in completing this Letter of Transmittal and Election Form.
Registered Shareholders who do not forward to the Depositary a validly completed and duly executed Letter of Transmittal and Election Form, together with the certificate(s) or DRS Advice(s) representing their Common Shares and any other documents reasonably required by the Depositary in accordance with the instructions set forth in this Letter of Transmittal and Election Form, will be deemed to have made a Cash Election and will not receive the Cash Consideration (less any applicable withholdings) to which they are entitled until such deposit is made and received by the Depositary and until the same is processed for payment or delivery, as applicable, by the Depositary. Do not send certificates and DRS Advices representing Common Shares or this Letter of Transmittal and Election Form to the Company or the Purchaser.
At the Effective Time (whether or not Registered Shareholders deliver this Letter of Transmittal and Election Form, the certificates or DRS Advices representing Common Shares and any other required documentation to the Depositary), Registered Shareholders will cease to be Shareholders of the Company and the certificate(s) or DRS Advice(s), as applicable, for their Common Shares shall represent only (a) the right to receive the aggregate Consideration in respect of such Common Shares provided under the Plan of Arrangement, less any amounts withheld as provided under the Plan of Arrangement; or (b) in the case of Registered Shareholders who properly exercise Dissent Rights, the right to receive fair value for their Common Shares less any amounts withheld as provided under the Plan of Arrangement. See the section entitled "The Arrangement - Dissenting Shareholders' Rights" in the Circular.
Under no circumstances will interest accrue or be paid by the Company, the Purchaser or the Depositary on the Consideration payable to persons depositing Common Shares with the Depositary, regardless of any delay in making any payment for the Common Shares. The Depositary will act as the agent of persons who have deposited Common Shares pursuant to the Arrangement for the purpose of receiving and transmitting the Consideration to such persons, and receipt of the Consideration by the Depositary will be deemed to constitute receipt of payment by persons depositing Common Shares.
If you are a U.S. Shareholder (as defined below in Box C), you must complete and deliver with this Letter of Transmittal and Election Form the attached Internal Revenue Service ("IRS") Form W-9. See Instruction #8. To avoid possible U.S. backup withholding, if you are not a U.S. Shareholder and provide an address in Box A or Box B that is located within the United States or any territory or possession, you should complete and submit the appropriate IRS Form W-8. See Instruction #8. Each U.S. Shareholder is urged to consult its own tax advisors to determine whether it
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is exempt from U.S. backup withholding tax requirements and to determine the proper form to be used to avoid possible U.S. backup withholding tax.
Please read the Circular and the instructions set out below carefully before completing this Letter of Transmittal and Election Form. Delivery of this Letter of Transmittal and Election Form to an address other than the addresses as set forth herein will not constitute a valid delivery. If Common Shares are registered in different names, a separate Letter of Transmittal and Election Form must be submitted for each different registered owner. See Instruction #5.
Please note that the delivery of this Letter of Transmittal and Election Form, together with your certificate(s) or DRS Advice(s) representing Common Shares, and any other document reasonably required by the Depositary, does not constitute a vote in favour of the Arrangement Resolution or any other matters to be considered at the Company Meeting. To exercise your right to vote at the Company Meeting, you must follow the instructions set out in the Circular and are strongly encouraged to complete and submit a form of proxy or voting information form, as applicable. See the section entitled "General Proxy Information" in the Circular.
IF ANY REGISTERED SHAREHOLDER DOES NOT DELIVER A PROPERLY COMPLETED LETTER OF TRANSMITTAL AND ELECTION FORM, THEIR CERTIFICATE(S) OR DRS ADVICE(S) REPRESENTING COMMON SHARES AND ALL OTHER REQUIRED DOCUMENTS TO THE DEPOSITARY ON OR BEFORE THE SIXTH ANNIVERSARY OF THE EFFECTIVE DATE, SUCH CERTIFICATE(S) OR DRS ADVICE(S) REPRESENTING COMMON SHARES SHALL CEASE TO REPRESENT A CLAIM BY OR INTEREST OF ANY FORMER SHAREHOLDER OF ANY KIND OR NATURE AGAINST OR IN THE COMPANY OR THE PURCHASER. ON SUCH DATE, ALL CONSIDERATION, TOGETHER WITH ANY ENTITLEMENTS TO DIVIDENDS, DISTRIBUTIONS AND INTEREST THEREON, SHALL BE DEEMED TO BE SURRENDERED TO THE PURCHASER OR ANY SUCCESSOR THEREOF FOR NO CONSIDERATION.
SHAREHOLDERS SHOULD BE AWARE OF THE INCOME TAX CONSEQUENCES OF THE ARRANGEMENT. SEE SECTION "CERTAIN CANADIAN FEDERAL INCOME TAX CONSIDERATIONS" OF THE CIRCULAR THAT ACCOMPANIES THIS LETTER OF TRANSMITTAL AND ELECTION FORM.
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TO: CANFOR PULP PRODUCTS INC. (the "Company")
AND TO: CANFOR CORPORATION (the "Purchaser")
AND TO: TSX TRUST COMPANY (the "Depository") at its offices set out herein.
The undersigned hereby deposits with the Depositary, in connection with the Arrangement, for transfer in exchange for the Consideration, the enclosed certificate(s) or DRS Advice(s) representing Common Shares, details of which are as follows: (Please print or type)
| Certificate Number(s) or DRS Account Number(s)(1) | Name and Address in which Common Shares are Registered
(Please fill in exactly as name(s) appear(s) on certificate(s) or DRS Advice(s)) | Number of Common Shares Represented by Certificate(s) or DRS Advice(s) |
| --- | --- | --- |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| | | |
| TOTAL: | | |
(If space is not sufficient, please attach a list in the above form.)
☐ Some or all of my share certificates have been lost, stolen or destroyed. Please review Instruction #6 for the procedure to replace lost or destroyed certificates. (Check box if applicable.)
- If Common Shares are registered in different names, a separate Letter of Transmittal and Election Form must be submitted for each different Registered Shareholder.
** The total of the numbers filled in above must equal the total number of Common Shares represented by the Common Share certificate(s) or DRS Advice(s) enclosed with this Letter of Transmittal and Election Form.
It is understood that, upon receipt of this Letter of Transmittal and Election Form validly completed and duly signed, together with the enclosed certificate(s) or DRS Advice(s), if applicable, relating to the Common Shares and any other documentation reasonably required by the Depositary, and following the Effective Date in accordance with the Plan of Arrangement, the Depositary will send to the undersigned the Consideration in accordance with the delivery instructions provided herein.
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IN CONNECTION WITH THE ARRANGEMENT AND FOR VALUE RECEIVED, upon the terms and subject to the conditions set forth in the Circular and in this Letter of Transmittal and Election Form:
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The undersigned hereby transfers and assigns to the Purchaser, at the Effective Time and in accordance with the Plan of Arrangement, all of the right, title and interest of the undersigned in and to the Common Shares (free and clear of all Liens) represented by the enclosed certificate(s) or DRS Advice(s) (the “Deposited Shares”), and ceases to have any rights as holder of such Deposited Shares other than the right to receive the Consideration in accordance with the Plan of Arrangement.
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The undersigned transfers, transmits and/or surrenders herewith the Deposited Shares, described above, as of the Effective Time and in accordance with the Plan of Arrangement.
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The undersigned acknowledges receipt of the Circular and represents and warrants in favour of the Company and the Purchaser that:
(a) the undersigned is, and will immediately prior to the Effective Time be, the registered and legal owner of, and has, and will immediately prior to the Effective Time have, good right and title and sufficient authority to deposit, sell and transfer the Deposited Shares;
(b) such Deposited Shares are, and will immediately prior to the Effective Time be, owned by the undersigned free and clear of all mortgages, liens, charges, encumbrances, security interests and adverse claims;
(c) the undersigned has full power, capacity and authority to execute and deliver this Letter of Transmittal and Election Form and to deposit, sell, assign, transfer and deliver the Deposited Shares;
(d) the undersigned is not a Dissenting Shareholder and has not filed a notice exercising Dissent Rights;
(e) the undersigned will execute and deliver any additional documents necessary or desirable to complete the transfer, surrender and transmittal of the Deposited Shares;
(f) either is not a U.S. holder (as such term is defined in Instruction #8) or is a U.S. holder and has completed and returned to the Depositary with this Letter of Transmittal and Election Form an IRS Form W-9;
(g) at the Effective Time, the Purchaser will acquire good title to the Deposited Shares free and clear from all mortgages, liens, charges, encumbrances, security interests, hypothecs, claims and equities and in accordance with the Plan of Arrangement;
(h) the Deposited Shares have not been, and will not be prior to the Effective Time, sold, assigned or transferred, nor has any agreement been entered into, and no agreement will be entered into prior to the Effective Time, to sell, assign or transfer any such Deposited Shares to any other person, except as contemplated by this Letter of Transmittal and Election Form;
(i) when the aggregate Consideration to which the undersigned is entitled pursuant to the Plan of Arrangement, less any applicable withholdings, is paid, none of the Company, the Purchaser or any affiliate or successor of such persons will be subject to any adverse claim in respect of such Deposited Shares; and
(j) delivery of the Consideration in respect of the Deposited Shares will discharge any and all obligations of the Company, the Purchaser and the Depositary with respect to the matters contemplated by this Letter of Transmittal and Election Form and the Arrangement.
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The undersigned represents and warrants that the surrender of the Deposited Shares complies with applicable Laws and that all information provided herein by the undersigned is true, accurate and complete as of the date thereof.
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The undersigned acknowledges that the covenants, representations and warranties of the undersigned contained herein will survive the completion of the Arrangement.
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The undersigned acknowledges that none of the Company, nor the Purchaser nor any of their directors, officers, advisors or representatives are responsible for the proper completion of this Letter of Transmittal and Election Form.
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The undersigned acknowledges that the method used to deliver this Letter of Transmittal and Election Form and any accompanying certificate(s) or DRS Advice(s) representing Common Shares and all other documents or other necessary information or confirmation for a book-entry transfer is at the option and risk of the holder, and delivery will be deemed effective and the risk of loss and title to such Deposited Shares will pass only when such documents are actually received by the Depositary at its office in Toronto.
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The undersigned irrevocably constitutes and appoints the Depositary as the true and lawful agent, attorney and attorney-in-fact of the undersigned in respect of the Deposited Shares (and acknowledges that the Depositary will act as the agent of persons, including the undersigned, who have deposited Common Shares pursuant to the Arrangement), with full power of substitution, in the name of an on behalf of the undersigned (such power of attorney being deemed to be an irrevocable power coupled with an interest) for the purpose of receiving and transmitting the Consideration to the undersigned and other persons who have deposited Common Shares pursuant to the Arrangement and receipt of the Consideration by the Depositary (net any applicable withholding) will be deemed to constitute receipt of payment by persons depositing Common Shares, including the undersigned, including the power to: (i) register or record the transfer of the Deposited Shares on the register of the Company; and (ii) execute and deliver, as and when requested by the Company or the Purchaser, any instruments of proxy, authorization or consent in form and on terms satisfactory to the Company and the Purchaser, in respect of such Deposited Shares, revoke any such instrument, authorization or consent or designate in such instrument, authorization or consent any person or persons as the proxy of such holder in respect of the Deposited Shares for all purposes, other than in connection with the Company Meeting.
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The undersigned revokes any and all authority, other than as granted in this Letter of Transmittal and Election Form and in any proxy granted for use at the Company Meeting, whether as agent, attorney-in-fact, attorney, proxy or otherwise, previously conferred or agreed to be conferred by the undersigned at any time with respect to the Deposited Shares. Other than in connection with the Company Meeting, no subsequent authority, whether as agent, attorney-in-fact, attorney, proxy or otherwise, will be granted with respect to the Deposited Shares by or on behalf of the undersigned, unless the Deposited Shares are not transferred to and acquired by the Purchaser in connection with the Arrangement. All authority conferred or agreed to be conferred by the undersigned in this Letter of Transmittal and Election Form shall survive the death, incapacity, bankruptcy or insolvency of the undersigned and any obligations of the undersigned hereunder shall be binding upon the heirs, legal and personal representatives, successors and assigns of the undersigned.
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The undersigned covenants and agrees to execute all such documents, transfers and other assurances as may be necessary or desirable to convey the Deposited Shares effectively to the Purchaser. The undersigned understands that by virtue of the execution of this Letter of Transmittal and Election Form, the undersigned will be deemed to have agreed that all questions as to validity, form, eligibility (including timely receipt) and acceptance of any Common Shares deposited pursuant to the Plan of Arrangement will be determined by the Company and the Purchaser in their sole discretion and that such determination will be final and binding and acknowledges that there will be no duty or obligation on the Company, the Purchaser, the Depositary or any other person to give notice of any defect or irregularity in any deposit and no liability will be incurred by any of them for failure to give any such notice.
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The undersigned authorizes and instructs the Depositary, upon the Arrangement becoming effective, to issue and deliver, or cause to be issued and delivered, the aggregate Consideration payable for the Common Shares
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to which the undersigned is entitled, less applicable withholdings, by first class mail (postage prepaid) or to hold such Consideration for pick-up, in accordance with the instructions given below; except if, in the case of Cash Consideration, (i) such funds represent an amount in excess of C$25,000,000, in which case the undersigned will receive their Consideration via wire transfer in accordance with the Large Value Transfer System (LVTS) Rules established by the Canadian Payments Association, or (ii) a wire is requested by completing Box D below.
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The undersigned acknowledges and agrees that any certificate(s) or DRS Advice(s) formerly representing Common Shares not duly surrendered on or before the sixth anniversary of the Effective Date will cease to represent a claim by or interest of any former Shareholder of any kind or nature against or in the Company or the Purchaser, and that on such anniversary date, all Consideration to which such former holder was entitled, together with any entitlements to dividends, distributions and interest thereon, will be deemed to have been surrendered to the Purchaser or any successor therefor for no consideration, and the Consideration that such former Shareholder was entitled to receive shall be delivered to the Purchaser by the Depositary.
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The undersigned acknowledges that all payments of Cash Consideration will be made in Canadian dollars and that each of the Company, the Purchaser and the Depositary will be entitled to deduct and withhold (or cause to be deducted and withheld) from any amounts contemplated to be payable to any Shareholder under the Plan of Arrangement such amounts as are required to be deducted or withheld with respect to such payment under the Tax Act or any other provision of federal, provincial, territorial, state, local or foreign tax Law, in each case, as amended or succeeded, or the administrative practice of the relevant Governmental Entity administering such Law, and subject to the provisions of any applicable income tax treaty, and will remit or cause to be remitted the amount so deducted or withheld to the appropriate Governmental Entity. To the extent that amounts are so deducted or withheld, such deducted or withheld amounts will be treated for all purposes as having been paid to the recipient of the payment in respect of which such deduction or withholding was made, provided that such deducted or withheld amounts are actually remitted in accordance with applicable Law to the appropriate taxing authority. To the extent any amount is required or permitted to be deducted or withheld from any payment of Share Consideration to a Shareholder, the Purchaser, the Company and the Depositary are hereby authorized to sell or otherwise dispose of such portion of Purchaser Shares otherwise issuable to such holder (if any) as is necessary to provide sufficient funds to the Purchaser, the Company or the Depositary, as the case may be, to enable it to comply with such deduction or withholding requirement and the Purchaser, the Company or the Depositary shall notify the holder thereof (including the gross and net proceeds and any adjustments thereto) and remit the applicable portion of the net proceeds of such sale to the appropriate taxing authority, and shall remit to such holder any unapplied balance of the proceeds of such sale. The Purchaser and the Depositary shall not be obligated to seek or obtain a minimum price for any of the Purchaser Shares sold or disposed of by it, nor shall the Purchaser or the Depositary be liable for any loss arising out of any such sale or disposition.
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The undersigned acknowledges that the Company and/or the Purchaser may be required to disclose personal information in respect of the undersigned and consents to disclosure of personal information in respect of the undersigned to (i) stock exchanges or securities regulatory authorities or other Governmental Authority, (ii) the Depositary and its affiliates, (iii) any of the parties to the Arrangement and their respective affiliates, (iv) legal counsel to any of the parties to the Arrangement, and (v) as otherwise required by any applicable Law.
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The undersigned acknowledges that it will not receive the Consideration or any other payment in respect of the Common Shares until the Arrangement becomes effective and until the original certificate(s) or DRS Advice(s) representing the Common Shares, if applicable, owned by the undersigned are received by the Depositary, at the address set forth below on the back of this Letter of Transmittal and Election Form, and such additional documents as the Depositary may require, and until the same are processed for payment by the Depositary. It is understood that no holder of Common Shares will be entitled to receive any consideration with respect to such securities other than any Consideration to which such holder is entitled to receive in accordance with the Plan of Arrangement (other than a Dissenting Shareholder who will have the right to receive the fair value of the Common Shares held by such Dissenting Shareholder as determined under the Plan of Arrangement), and, for greater certainty, no such holder will be entitled to receive any interest, dividends, premium or other payment or distribution in connection therewith. The undersigned further acknowledges that from and after the Effective Time, the undersigned will cease to be a Shareholder, will
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cease to have any rights as a Shareholder other than as set forth under the Plan of Arrangement and that any certificate or DRS Advice that immediately prior to the Effective Time represented one or more Common Shares that is not duly surrendered with all other required documents and instruments on or before the sixth anniversary of the Effective Date shall cease to represent a claim by or interest of any former Shareholder of any kind or nature against or in the Company or the Purchaser and on such anniversary date, all certificates or DRS Advices representing Common Shares shall be deemed to have been surrendered to the Purchaser and all Consideration to which such former holder was entitled, together with any entitlements to dividends, distributions and interest thereon, shall be deemed to have been surrendered to the Purchaser or any successor thereof for no consideration.
Only Registered Shareholders can receive Consideration for their Common Shares by delivering a Letter of Transmittal and Election Form to the Depositary. Shareholders whose Common Shares are registered in the name of an Intermediary should NOT use this Letter of Transmittal and Election Form and should contact that Intermediary for instructions and assistance in depositing those Common Shares and making an election in respect of the form of Consideration to be received, which may require an election by an earlier date and time.
The original certificate(s) or DRS Advice(s) described above is enclosed and the Registered Shareholder irrevocably deposits the Common Shares and, the above-mentioned certificate(s) or DRS Advice(s) representing the Common Shares in exchange for the Consideration to which such holder is entitled pursuant to the Arrangement. The Registered Shareholder transmits the Common Shares and, the original certificate(s) or DRS Advice(s) representing the Common Shares, each as described above, to be dealt with in accordance with this Letter of Transmittal and Election Form.
The undersigned Registered Shareholder understands and acknowledges that the terms, conditions and provisions of this Letter of Transmittal and Election Form are subject to the terms, conditions and provisions of the Plan of Arrangement. To the extent there is any discrepancy between this Letter of Transmittal and Election Form and the Plan of Arrangement, the terms, conditions and provisions of the Plan of Arrangement will prevail.
This Letter of Transmittal and Election Form will be construed in accordance with and governed by the laws of the Province of British Columbia and the federal laws of Canada applicable therein. The undersigned hereby irrevocably attorns and submits to the exclusive jurisdiction of the courts situated in the City of Vancouver, and waives objection to the venue of any proceedings in such court or that such court provides an inconvenient forum.
By reason of the use by the undersigned of an English language form of Letter of Transmittal and Election Form, the undersigned will be deemed to have required that any contract evidenced by the Arrangement as accepted through this Letter of Transmittal and Election Form, as well as all documents related thereto, be drawn up exclusively in the English language. En raison de l'usage d'une lettre d'envoi et formulaire d'élection en langue anglaise par le soussigné, le soussigné et les destinataires sont présumés avoir requis que tout contrat attesté par l'arrangement et son acceptation par cette lettre d'envoi et formulaire d'élection, de même que tous les documents qui s'y rapportent, soient rédigés exclusivement en langue anglaise.
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SHARE CONSIDERATION OR CASH CONSIDERATION ELECTION
THE UNDERSIGNED IRREVOCABLY ELECTS TO RECEIVE THE FOLLOWING CONSIDERATION FOR EACH CANFOR PULP PRODUCTS INC. SHARE TRANSMITTED UNDER THE ARRANGEMENT:
☐ Cash Consideration for Common Shares
OR
☐ Share Consideration for Common Shares
Note: Shareholders can elect to receive either the Cash Consideration OR the Share Consideration. Shareholders cannot elect to receive both. Shareholders should consult their financial advisor prior to making an election as to the form of Consideration they wish to receive under the Arrangement.
| BOX A ISSUE SHARE CONSIDERATION OR CASH CONSIDERATION IN THE NAME OF: (PLEASE USE PRINT CHARACTERS) | BOX B SEND SHARE CONSIDERATION OR CASH CONSIDERATION TO: (To be completed ONLY if the Consideration to which the undersigned is entitled pursuant to the Arrangement is to be sent to someone other than the person shown in Box “A” or to an address other than the address shown in Box “A”.) |
|---|---|
| (NAME) | (NAME) |
| (STREET NUMBER & NAME) | (STREET NUMBER & NAME) |
| (CITY AND PROVINCE/STATE) | (CITY AND PROVINCE/STATE) |
| (COUNTRY AND POSTAL/ZIP CODE) | (COUNTRY AND POSTAL/ZIP CODE) |
| (TELEPHONE NUMBER (BUSINESS HOURS)) | (TELEPHONE NUMBER (BUSINESS HOURS)) |
| (SOCIAL INSURANCE/SECURITY NUMBER) | (SOCIAL INSURANCE/SECURITY NUMBER) |
| (IDENTIFICATION NUMBER) U.S. residents/citizens must provide their Taxpayer Identification Number If receiving Cash Consideration and the funds payable in cash exceed C$25,000,000, they must be wired to you and the Depositary will contact you. ☐ MAIL SHARES OR CHEQUE TO THE ADDRESS ON RECORD (DEFAULT) ☐ MAIL SHARES OR CHEQUE TO A DIFFERENT ADDRESS (MUST COMPLETE BOX “B”) ☐ PAYMENT BY WIRE (MUST COMPLETE BOX “D”) ☐ HOLD SHARES OR CHEQUE FOR PICK-UP AT TSX TRUST COMPANY OFFICE SEE INSTRUCTION #9 BELOW FOR OFFICE ADDRESSES | |
| BOX C RESIDENCY DECLARATION ALL REGISTERED SHAREHOLDERS OF THE COMPANY ARE REQUIRED TO COMPLETE A RESIDENCY DECLARATION. FAILURE TO COMPLETE A RESIDENCY DECLARATION MAY RESULT IN A DELAY IN YOUR PAYMENT. The undersigned represents that: ☐ The beneficial owner of the Common Shares deposited herewith is a resident of Canada for the application of the Tax Act. ☐ The beneficial owner of the Common Shares deposited herewith is a U.S. Shareholder. ☐ The beneficial owner of the Common Shares deposited herewith is not a U.S. Shareholder. A “U.S. Shareholder” is any Shareholder who is either (i) a person who has a registered account address that is located within the United States or any territory or possession thereof or who provides an address in Box A or Box B above that is located within the United States or any territory or possession thereof, or (ii) a “U.S. person” for United States federal income tax purposes as defined in Instruction #8 below. If you are a U.S. person or acting on behalf of a U.S. person, then in order to avoid backup withholding of U.S. federal income tax you must provide a complete IRS Form W-9 (enclosed) below certifying that the U.S. person is not subject to backup withholding or otherwise provide certification that the U.S. person is exempt from backup withholding, as provided in the instructions (see Instruction #8 below). If you are a U.S. Shareholder but are not a U.S. person, you must complete an appropriate IRS Form W-8 in order to avoid being subjected to U.S. backup withholding tax (see Instruction #8 below). The applicable IRS Form W-8 and accompanying instructions can be found on the IRS website at https://www.irs.gov/forms-instructions. |
12
BOX D WIRE PAYMENT*
*PLEASE NOTE THAT THERE IS A C$100 BANKING FEE DEDUCTED ON WIRE PAYMENTS. ALTERNATIVELY, CHEQUE PAYMENTS ARE ISSUED AT NO ADDITIONAL COST.
*IF WIRE DETAILS ARE INCORRECT OR INCOMPLETE, THE DEPOSITARY WILL ATTEMPT TO CONTACT YOU AND CORRECT THE ISSUE. HOWEVER, IF WE CANNOT CORRECT THE ISSUE PROMPTLY, A CHEQUE WILL BE AUTOMATICALLY ISSUED AND MAILED TO THE ADDRESS ON RECORD. NO FEES WILL BE CHARGED.
**Please provide both email address and phone number in order to be contacted to confirm wire instructions:
EMAIL ADDRESS: _____ PHONE NUMBER: _______
**Beneficiary Name(s) that appears on the account at your financial institution – this MUST be the same name and address that your shares are registered to
Beneficiary Address (Note: PO Boxes not accepted) City Province/State Postal Code/Zip Code
Beneficiary Bank/Financial Institution
Bank Address City Province/State Postal Code/Zip Code
PLEASE ONLY COMPLETE THE APPLICABLE BOXES BELOW, AS PROVIDED BY YOUR FINANCIAL INSTITUTION. YOU ARE NOT REQUIRED TO COMPLETE ALL BOXES
| **Bank Account Number | Transit/Routing Number | SWIFT Code | ABA (US) |
|---|---|---|---|
IBAN Number Sort Code BSB Number BIC Number
Additional Notes and special routing instructions (65 characters max.:
** Mandatory fields
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SHAREHOLDER SIGNATURE(S)
Signature guaranteed by
(if required under Instruction #3 below)
Authorized Signature
Name of Guarantor (please print or type)
Address of Guarantor (please print or type)
Dated: _______, 20__
Signature of Shareholder or authorized representative
(see Instructions #2 and #4 below)
Address (please print or type)
Name of Shareholder (please print or type)
Telephone No
Name of authorized representative, if applicable
(please print or type)
Email Address
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INSTRUCTIONS
1. Use and Delivery of Letter of Transmittal and Election Form
In order to make an election with respect to the Consideration to be received under the Arrangement, this Letter of Transmittal and Election Form duly completed and executed (or an originally executed facsimile copy thereof), together with the accompanying certificate(s) or DRS Advice(s) representing the Common Shares, must be received by the Depositary at the office specified on the back cover of the Letter of Transmittal and Election Form before the Election Deadline.
The method used to deliver this Letter of Transmittal and Election Form and any accompanying certificate(s) or DRS Advice(s) representing Common Shares and all other documents or other necessary information or confirmation for a book-entry transfer is at the option and risk of the holder, and delivery will be deemed effective only when such documents are actually received by the Depositary at its office in Toronto. The Company and the Purchaser recommend that the necessary documentation be hand delivered to the Depositary and that a receipt be obtained; otherwise the use of registered mail with return receipt requested, properly insured, is recommended.
2. Signatures
This Letter of Transmittal and Election Form must be filled in and executed by the Registered Shareholder described above or by such holder’s duly authorized representative (in accordance with Instruction #4 below).
(a) If this Letter of Transmittal and Election Form is executed by the Registered Shareholder, such signature(s) on this Letter of Transmittal and Election Form must correspond with the name(s) as registered or as written on the face of the certificate(s) or DRS Advice(s) representing the Common Shares, as applicable, without any change whatsoever, and the certificate(s) or DRS Advice(s), as applicable, need not be endorsed. If the deposited certificate(s) or the DRS Advice(s) evidence Common Shares that are owned of record by two or more joint owners, all such owners must sign the Letter of Transmittal and Election Form.
(b) If this Letter of Transmittal and Election Form is executed by a person other than the Registered Shareholder(s):
(i) the deposited certificate(s) or the DRS Advice(s), as applicable, must be endorsed or be accompanied by an appropriate share transfer power of attorney duly and properly completed by the Registered Shareholder(s);
(ii) the signature(s) on such endorsement or share transfer power of attorney must correspond exactly to the name(s) of the Registered Shareholder(s) as registered or as appearing on the certificate(s) or DRS Advice(s), as applicable, and must be guaranteed as noted in Instruction #3 below.
3. Guarantee of Signatures
If this Letter of Transmittal and Election Form is executed by a person other than the Registered Shareholder(s) of the Common Shares, or if Common Shares not purchased (for any reason) are to be returned to a person other than such Registered Shareholder(s) or if the payment is to be issued in the name of a person other than the Registered Shareholder of the Common Shares, such signature on the share certificate(s) DRS Advice(s) or a separate security transfer form must be guaranteed by an Eligible Institution (as defined below), or in some other manner satisfactory to the Depositary (except that no guarantee is required if the signature is that of an Eligible Institution).
An “Eligible Institution” means a Canadian Schedule I chartered bank, a member of the Securities Transfer Association Medallion Program (the “STAMP”), a member of the Stock Exchange Medallion Program (the “SEMP”) or a member of the New York Stock Exchange Inc. Medallion Signature Program (the “MSP”). Members of the STAMP, the SEMP or the MSP are usually members of a recognized stock exchange in Canada or the United States,
members of the Canadian Investment Regulatory Organization, members of the Financial Industry Regulatory Authority or banks and trust companies in the United States.
4. Fiduciaries, Representatives and Authorizations
Where this Letter of Transmittal and Election Form is executed by a person on behalf of an executor, administrator, trustee, guardian, corporation, partnership or association or is executed by any other person acting in a representative capacity, this Letter of Transmittal and Election Form must be accompanied by satisfactory evidence of the authority to act. Either the Company, the Purchaser or the Depositary, at its discretion, may require additional evidence of authority or additional documentation.
5. Miscellaneous
(c) If the space provided in this Letter of Transmittal and Election Form is insufficient, the requested information should be set out on a separate list and attached to this Letter of Transmittal and Election Form.
(d) If Common Shares are registered in different forms (e.g. "John Doe" and "J. Doe") a separate Letter of Transmittal and Election Form should be executed for each different registration.
(e) No alternative, conditional or contingent deposits will be accepted.
(f) Additional copies of the Circular and this Letter of Transmittal and Election Form may be obtained from the Depositary at its office listed below. Copies of the Circular and this Letter of Transmittal and Election Form are also available on SEDAR+ (www.sedarplus.ca) under the Company's issuer profile.
(g) The Company and the Purchaser reserve the right, if they so elect, in their absolute discretion, to instruct the Depositary to waive any defect or irregularity contained in any Letter of Transmittal and Election Form received by the Depositary. You agree that any determination made by the Company and the Purchaser as to validity, form and eligibility and acceptance of the Common Shares will be final and binding. There will be no duty or obligation of the Purchaser, the Company or the Depositary to give notice of any defect or irregularity in any deposit and no liability will be incurred for failure to do so. The granting of a waiver to one or more Registered Shareholders does not constitute a waiver for any other Registered Shareholders.
(h) Before completing this Letter of Transmittal and Election Form, you are urged to read the accompanying Circular and discuss any questions with financial, legal and/or tax advisors.
6. Lost, Stolen or Destroyed Certificates or DRS Advices
If a share certificate has been lost, destroyed or stolen, this Letter and Election Form should be completed as fully as possible and forwarded, together with a letter describing the loss, destruction or theft, to the Depositary. The Registered Shareholder will be required to complete and submit certain documentation, including a bond and/or indemnity, before payment for the Common Shares can be received by the Registered Shareholder. If a DRS Advice representing Common Shares has been lost, stolen or destroyed, the holder can request a copy of the DRS Advice by contacting TSX Trust Company at 416-682-3860 or toll-free at 1-800-387-0825, with no bond indemnity required and such copy of the DRS Advice should be deposited with this Letter of Transmittal and Election Form.
7. Return of Certificates
If the Arrangement does not proceed for any reason, the enclosed certificate(s) representing the Common Shares and other relevant documents will be returned forthwith to the undersigned in accordance with the delivery instructions in this Letter of Transmittal and Election Form, or failing such address being specified, to the undersigned at the last
address of the undersigned as it appears on the register of the Company maintained by TSX Trust, in its capacity as transfer agent and registrar of the Company, or in the case of Common Shares delivered by book-entry transfer, the Depositary will credit the Common Shares to the applicable account.
8. U.S. Shareholders and Backup Withholding
The following does not constitute a summary of the tax consequences with respect to the disposition of Common Shares pursuant to the Arrangement. Registered Shareholders are urged to review the Circular and consult their own tax advisors having regard to their own particular circumstances to determine the particular tax consequences to them of a disposition of Common Shares pursuant to the Arrangement.
In order to avoid "backup withholding" of United States federal income tax on payments made with respect to the disposition of Common Shares pursuant to the Arrangement, a Shareholder that is a U.S. Shareholder (as defined in Box C above) must generally provide the person's correct taxpayer identification number ("TIN") on the IRS Form W-9 included herewith and certify, under penalties of perjury, that (a) such TIN is correct (or that such U.S. holder is awaiting a TIN), (b) such U.S. Shareholder is not subject to backup withholding because (i) such U.S. Shareholder has not been notified by the United States Internal Revenue Service (the "IRS") that such U.S. Shareholder is subject to backup withholding as a result of a failure to report all interest or dividends, (ii) the IRS has notified such U.S. Shareholder that he, she or it is no longer subject to backup withholding, or (iii) such U.S. Shareholder is exempt from backup withholding, and (c) such U.S. Shareholder is a U.S. person (as defined below) (including a U.S. resident alien). The TIN for an individual United States citizen or resident is the individual's social security number. If the correct TIN is not provided or if any other information is not correctly provided, payments made with respect to the disposition of Common Shares may be subject to backup withholding at the applicable statutory rate (currently 24%).
For the purposes of this Letter of Transmittal and Election Form, a "U.S. holder" or "U.S. person" means: a beneficial owner of Common Shares that, for United States federal income tax purposes, is (a) an individual citizen or resident of the United States, (b) a corporation, or other entity classified as a corporation for United States federal income tax purposes, that is created or organized in or under the laws of the United States, any state thereof or the District of Columbia or that is otherwise classified as a U.S. domestic corporation for U.S. federal income tax purposes, (c) an estate if the income of such estate is subject to United States federal income tax regardless of the source of such income, (d) a trust if (i) such trust has validly elected to be treated as a U.S. person for United States federal income tax purposes or (ii) a United States court is able to exercise primary supervision over the administration of such trust and one or more U.S. persons have the authority to control all substantial decisions of such trust, or (e) a partnership or other entity classified as a partnership for United States federal income tax purposes that is created or organized in or under the laws of the United States, any state thereof or the District of Columbia.
Backup withholding is not an additional tax. Rather, the tax liability of persons subject to backup withholding will be reduced by the amount withheld. If backup withholding results in an overpayment of taxes, a refund may be obtained provided that the required information is properly and timely furnished to the IRS.
Certain persons (including, among others, corporations, certain "not-for-profit" organizations, and certain non-U.S. persons) are not subject to backup withholding. To prevent possible erroneous backup withholding, an exempt Shareholder that is a U.S. holder should complete IRS Form W-9, including the "Exemptions" field in Box 4 on the IRS Form W-9. See the W-9 Specific Instructions for additional instructions. A Shareholder is urged to consult his, her or its tax advisor as to the Shareholder's qualification for an exemption from backup withholding and the procedure for obtaining such exemption.
If a U.S. holder does not have a TIN, such U.S. holder should: (a) consult the W-9 Instructions for instructions as to how to apply for a TIN; (b) write "Applied For" in the space for the TIN in Part I of IRS Form W-9; and (c) sign and date IRS Form W-9. The Depositary may withhold on all payments made prior to the time a properly certified TIN is provided to it. A U.S. holder who writes "Applied For" in Part I of IRS Form W-9 should furnish the Depositary with such U.S. Shareholder's TIN as soon as it is received. In such case, the Depositary may withhold a portion of the gross proceeds of any payment made to such U.S. holder prior to the time a properly certified TIN is provided to the Depositary, and if the Depositary is not provided with a TIN within 60 days, such amounts will be paid over to the IRS.
16
Failure to furnish TIN — If you fail to furnish your correct TIN, you are subject to a penalty of US$50 for each such failure unless your failure is due to reasonable cause and not to willful neglect.
Shareholders that are not U.S. holders that receive payments in the U.S. or that provide an address located in the U.S. should return a properly completed IRS Form W-8 that is appropriate to the non-U.S. holder’s circumstances, a copy of which is available from the Depositary upon request, or at https://www.irs.gov/forms-instructions. All non-U.S. holders should consult their own tax advisors regarding the appropriate IRS Form W-8 to be provided by such non-U.S. holder. Failure to provide the proper IRS Form W-8 could result in backup withholding at the applicable statutory rate (currently 24%).
All Shareholders are urged to consult their own tax advisors to determine which forms should be used and whether they are exempt from U.S. backup withholding.
9. Payment Entitlement Pick-up Locations
The Depositary will mail the Consideration payable to such Registered Shareholder in accordance with the information provided in Box “A” or Box “B”, as applicable. If Box “A” or, as applicable, Box “B”, are not properly completed, any payment representing the Consideration will be issued in the name of the Registered Shareholder and mailed to the address of the Registered Shareholder as it appears on the register of the Company’s transfer agent. Any shares or cheques representing the Consideration mailed in accordance with this Letter of Transmittal and Election Form will be deemed to be delivered at the time of mailing.
Entitlements may be picked up at applicable TSX Trust office locations with Counter services. Pick-up instructions must be selected in Box “A”. Below are the applicable TSX Trust office locations:
Toronto
100 Adelaide Street West
Suite 301
Toronto, Ontario
M5H 4H1
10. Privacy Notice
The Depositary is committed to protecting personal information received from its clients. In the course of providing services to its clients, the Depositary receives certain non-public personal information. This information could include an individual’s name, address, social insurance number, securities holdings and other financial information. The Depositary uses this information for lawful purposes relating to its services. The Depositary has prepared a privacy code relating to information practices and privacy protection, which can be obtained by sending a written request to the Depositary at the following address: Chief Privacy Officer, TSX Trust Company, 301-100 Adelaide St. West, Toronto, Ontario, M5H 4H1. The Depositary will use the information provided on this form in order to process the Registered Shareholder’s request and will treat the Registered Shareholder’s signature(s) on this form as his, her or its consent to the above.
If you need assistance in completing this Letter of Transmittal and Election Form, please contact TSX Trust Company at 416-682-3860, toll-free in North America at 1-800-387-0825 or by email at [email protected], or contact your professional advisor.
18
IRS FORM W-9
(See attached)
Note: Please review carefully Instruction #8 above regarding backup withholding before completing the IRS FORM W-9 on the following pages.
Form W-9
(Rev. March 2024)
Department of the Treasury
Internal Revenue Services
Request for Taxpayer Identification Number and Certification
Give form to the requester. Do not send to the IRS.
Go to www.irs.gov/FormW9 for instructions and the latest information.
Before you begin. For guidance related to the purpose of Form W-9, see Purpose of Form, below.
| Print or type.
See Specific Instructions on page 8 | 1 Name of entity/individual. An entry is required. (For a sole proprietor or disregarded entity, enter the owner's name on line 1, and enter the business/disregarded entity's name on line 2.) | | |
| --- | --- | --- | --- |
| | 2 Business name/disregarded entity name, if different from above. | | |
| | 3a Check the appropriate box for federal tax classification of the entity/individual whose name is entered on line 1. Check only one of the following seven boxes.
☐ Individual/sole proprietor ☐ C corporation ☐ S corporation ☐ Partnership ☐ Trust/estate
☐ LLC: Enter the tax classification (C = C corporation, S = S corporation, P = Partnership)
Note: Check the "LLC" box above and, in the entry space, enter the appropriate code (C, S, or P) for the tax classification of the LLC, unless it is a disregarded entity. A disregarded entity should instead check the appropriate box for the tax classification of its owner.
☐ Other (see instructions) | | 4 Exemptions (codes apply only to certain entities, not individuals; see instructions on page 3):
Exempt payee code (if any)
Exemption from Foreign Account Tax Compliance Act (FATCA) reporting code (if any)
(Applies to accounts maintained Outside the United States.) |
| | 3b If on line 3a you checked "Partnership" or "Trust/estate," or checked "LLC" and entered "P" as its tax classification, and you are providing this form to a partnership, trust, or estate in which you have an ownership interest, check this box if you have any foreign partners, owners, or beneficiaries. See instructions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . | | Requester's name and address (optional) |
| | 5 Address (number, street, and apt. or suite no.). See instructions. | | |
| | 6 City, state, and ZIP code | | |
| 7 List account number(s) here (optional) | | | |
Part I Taxpayer Identification Number (TIN)
Enter your TIN in the appropriate box. The TIN provided must match the name given on line 1 to avoid backup withholding. For individuals, this is generally your social security number (SSN). However, for a resident alien, sole proprietor, or disregarded entity, see the instructions for Part I, later. For other entities, it is your employer identification number (EIN). If you do not have a number, see How to get a TIN, later.
Note: If the account is in more than one name, see the instructions for line 1. See also What Name and Number To Give the Requester for guidelines on whose number to enter.
| Social security number | ||||||||
|---|---|---|---|---|---|---|---|---|
| - | - | |||||||
| or | ||||||||
| Employer identification number | ||||||||
| - |
Part II Certification
Under penalties of perjury, I certify that:
- The number shown on this form is my correct taxpayer identification number (or I am waiting for a number to be issued to me); and
- I am not subject to backup withholding because (a) I am exempt from backup withholding, or (b) I have not been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withholding; and
- I am a U.S. citizen or other U.S. person (defined below); and
- The FATCA code(s) entered on this form (if any) indicating that I am exempt from FATCA reporting is correct.
Certification instructions. You must cross out item 2 above if you have been notified by the IRS that you are currently subject to backup withholding because you have failed to report all interest and dividends on your tax return. For real estate transactions, item 2 does not apply. For mortgage interest paid, acquisition or abandonment of secured property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and, generally, payments other than interest and dividends, you are not required to sign the certification, but you must provide your correct TIN. See the instructions for Part II, later.
| Sign Here | Signature of U.S. person | Date |
|---|---|---|
General Instructions
Section references are to the Internal Revenue Code unless otherwise noted.
Future developments. For the latest information about developments related to Form W-9 and its instructions, such as legislation enacted after they were published, go to www.irs.gov/FormW9.
What's New
Line 3a has been modified to clarify how a disregarded entity completes this line. An LLC that is a disregarded entity should check the appropriate box for the tax classification of its owner. Otherwise, it should check the "LLC" box and enter its appropriate tax classification.
Form W-9 (Rev. 3-2024)
Page
New line 3b has been added to this form. A flow-through entity is required to complete this line to indicate that it has direct or indirect foreign partners, owners, or beneficiaries when it provides the Form W-9 to another flow-through entity in which it has an ownership interest. This change is intended to provide a flow-through entity with information regarding the status of its indirect foreign partners, owners, or beneficiaries, so that it can satisfy any applicable reporting requirements. For example, a partnership that has any indirect foreign partners may be required to complete Schedules K-2 and K-3. See the Partnership Instructions for Schedules K-2 and K-3 (Form 1065).
Purpose of Form
An individual or entity (Form W-9 requester) who is required to file an information return with the IRS is giving you this form because they
Cat. No. 10231X
Form W-9 (Rev. 3-2024)
20
Form W-9 (Rev. 3-2024)
Page
Form W-9 (Rev. 3-2024)
Page 2
must obtain your correct taxpayer identification number (TIN), which may be your social security number (SSN), individual taxpayer identification number (ITIN), adoption taxpayer identification number (ATIN), or employer identification number (EIN), to report on an information return the amount paid to you, or other amount reportable on an information return. Examples of information returns include, but are not limited to, the following.
- Form 1099-INT (interest earned or paid).
- Form 1099-DIV (dividends, including those from stocks or mutual funds).
- Form 1099-MISC (various types of income, prizes, awards, or gross proceeds).
- Form 1099-NEC (nonemployee compensation).
- Form 1099-B (stock or mutual fund sales and certain other transactions by brokers).
- Form 1099-S (proceeds from real estate transactions).
- Form 1099-K (merchant card and third-party network transactions).
- Form 1098 (home mortgage interest), 1098-E (student loan interest), and 1098-T (tuition).
- Form 1099-C (canceled debt).
- Form 1099-A (acquisition or abandonment of secured property).
Use Form W-9 only if you are a U.S. person (including a resident alien), to provide your correct TIN.
Caution: If you don't return Form W-9 to the requester with a TIN, you might be subject to backup withholding. See What is backup withholding, later.
By signing the filled-out form, you:
- Certify that the TIN you are giving is correct (or you are waiting for a number to be issued);
- Certify that you are not subject to backup withholding; or
- Claim exemption from backup withholding if you are a U.S. exempt payee; and
- Certify to your non-foreign status for purposes of withholding under chapter 3 or 4 of the Code (if applicable); and
- Certify that FATCA code(s) entered on this form (if any) indicating that you are exempt from the FATCA reporting is correct. See What Is FATCA Reporting, later, for further information.
Note: If you are a U.S. person and a requester gives you a form other than Form W-9 to request your TIN, you must use the requester's form if it is substantially similar to this Form W-9.
Definition of a U.S. person. For federal tax purposes, you are considered a U.S. person if you are:
- An individual who is a U.S. citizen or U.S. resident alien;
- A partnership, corporation, company, or association created or organized in the United States or under the laws of the United States;
- An estate (other than a foreign estate); or
- A domestic trust (as defined in Regulations section 301.7701-7).
Establishing U.S. status for purposes of chapter 3 and chapter 4 withholding. Payments made to foreign persons, including certain distributions, allocations of income, or transfers of sales proceeds, may be subject to withholding under chapter 3 or chapter 4 of the Code (sections 1441-1474). Under those rules, if a Form W-9 or other certification of non-foreign status has not been received, a withholding agent, transferee, or partnership (payor) generally applies presumption rules that may require the payor to withhold applicable tax from the recipient, owner, transferor, or partner (payee). See Pub. 515, Withholding of Tax on Nonresident Aliens and Foreign Entities.
The following persons must provide Form W-9 to the payor for purposes of establishing its non-foreign status.
- In the case of a disregarded entity with a U.S. owner, the U.S. owner of the disregarded entity and not the disregarded entity.
- In the case of a grantor trust with a U.S. grantor or other U.S. owner, generally, the U.S. grantor or other U.S. owner of the grantor trust and not the grantor trust.
- In the case of a U.S. trust (other than a grantor trust), the U.S. trust and not the beneficiaries of the trust.
See Pub. 515 for more information on providing a Form W-9 or a certification of non-foreign status to avoid withholding.
Foreign person. If you are a foreign person or the U.S. branch of a foreign bank that has elected to be treated as a U.S. person (under Regulations section 1.1441-1(b)(2)(iv) or other applicable section for chapter 3 or 4 purposes), do not use Form W-9. Instead, use the appropriate Form W-8 or Form 8233 (see Pub. 515). If you are a qualified foreign pension fund under Regulations section 1.897(i)-(1(d), or a partnership that is wholly owned by qualified foreign pension funds, that is treated as a non-foreign person for purposes of section 1445 withholding, do not use Form W-9. Instead, use Form W-8EXP (or other certification of non-foreign status).
Nonresident alien who becomes a resident alien. Generally, only a nonresident alien individual may use the terms of a tax treaty to reduce or eliminate U.S. tax on certain types of income. However, most tax treaties contain a provision known as a saving clause. Exceptions specified in the saving clause may permit an exemption from tax to continue for certain types of income even after the payee has otherwise become a U.S. resident alien for tax purposes.
If you are a U.S. resident alien who is relying on an exception contained in the saving clause of a tax treaty to claim an exemption from U.S. tax on certain types of income, you must attach a statement to Form W-9 that specifies the following five items.
- The treaty country. Generally, this must be the same treaty under which you claimed exemption from tax as a nonresident alien.
- The treaty article addressing the income.
- The article number (or location) in the tax treaty that contains the saving clause and its exceptions.
- The type and amount of income that qualifies for the exemption from tax.
- Sufficient facts to justify the exemption from tax under the terms of the treaty article.
Example. Article 20 of the U.S.-China income tax treaty allows an exemption from tax for scholarship income received by a Chinese student temporarily present in the United States. Under U.S. law, this student will become a resident alien for tax purposes if their stay in the United States exceeds 5 calendar years. However, paragraph 2 of the first Protocol to the U.S.-China treaty (dated April 30, 1984) allows the provisions of Article 20 to continue to apply even after the Chinese student becomes a resident alien of the United States. A Chinese student who qualifies for this exception (under paragraph 2 of the first Protocol) and is relying on this exception to claim an exemption from tax on their scholarship or fellowship income would attach to Form W-9 a statement that includes the information described above to support that exemption.
If you are a nonresident alien or a foreign entity, give the requester the appropriate completed Form W-8 or Form 8233.
Backup Withholding
What is backup withholding? Persons making certain payments to you must under certain conditions withhold and pay to the IRS 24% of such payments. This is called "backup withholding." Payments that may be subject to backup withholding include, but are not limited to, interest, tax-exempt interest, dividends, broker and barter exchange transactions, rents, royalties, nonemployee pay, payments made in settlement of payment card and third-party network transactions, and certain payments from fishing boat operators. Real estate transactions are not subject to backup withholding.
You will not be subject to backup withholding on payments you receive if you give the requester your correct TIN, make the proper certifications, and report all your taxable interest and dividends on your tax return.
Payments you receive will be subject to backup withholding if:
- You do not furnish your TIN to the requester;
- You do not certify your TIN when required (see the instructions for Part II for details);
- The IRS tells the requester that you furnished an incorrect TIN;
- The IRS tells you that you are subject to backup withholding because you did not report all your interest and dividends on your tax return (for reportable interest and dividends only); or
- You do not certify to the requester that you are not subject to backup withholding, as described in item 4 under "By signing the filled-out form" above (for reportable interest and dividend accounts opened after 1983 only).
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Form W-9 (Rev. 3-2024)
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Form W-9 (Rev. 3-2024)
Certain payees and payments are exempt from backup withholding. See Exempt payee code, later, and the separate Instructions for the Requester of Form W-9 for more information.
See also Establishing U.S. status for purposes of chapter 3 and chapter 4 withholding, earlier.
What Is FATCA Reporting?
The Foreign Account Tax Compliance Act (FATCA) requires a participating foreign financial institution to report all U.S. account holders that are specified U.S. persons. Certain payees are exempt from FATCA reporting. See Exemption from FATCA reporting code, later, and the Instructions for the Requester of Form W-9 for more information.
Updating Your Information
You must provide updated information to any person to whom you claimed to be an exempt payee if you are no longer an exempt payee and anticipate receiving reportable payments in the future from this person. For example, you may need to provide updated information if you are a C corporation that elects to be an S corporation, or if you are no longer tax exempt. In addition, you must furnish a new Form W-9 if the name or TIN changes for the account, for example, if the grantor of a grantor trust dies.
Penalties
Failure to furnish TIN. If you fail to furnish your correct TIN to a requester, you are subject to a penalty of $50 for each such failure unless your failure is due to reasonable cause and not to willful neglect.
Civil penalty for false information with respect to withholding. If you make a false statement with no reasonable basis that results in no backup withholding, you are subject to a $500 penalty.
Criminal penalty for falsifying information. Willfully falsifying certifications or affirmations may subject you to criminal penalties including fines and/or imprisonment.
Misuse of TINs. If the requester discloses or uses TINs in violation of federal law, the requester may be subject to civil and criminal penalties.
Specific Instructions
Line 1
You must enter one of the following on this line; do not leave this line blank. The name should match the name on your tax return.
If this Form W-9 is for a joint account (other than an account maintained by a foreign financial institution (FFI)), list first, and then circle, the name of the person or entity whose number you entered in Part I of Form W-9. If you are providing Form W-9 to an FFI to document a joint account, each holder of the account that is a U.S. person must provide a Form W-9.
- Individual. Generally, enter the name shown on your tax return. If you have changed your last name without informing the Social Security Administration (SSA) of the name change, enter your first name, the last name as shown on your social security card, and your new last name.
Note for ITIN applicant: Enter your individual name as it was entered on your Form W-7 application, line 1a. This should also be the same as the name you entered on the Form 1040 you filed with your application.
-
Sole proprietor. Enter your individual name as shown on your Form 1040 on line 1. Enter your business, trade, or "doing business as" (DBA) name on line 2.
-
Partnership, C corporation, S corporation, or LLC, other than a disregarded entity. Enter the entity's name as shown on the entity's tax return on line 1 and any business, trade, or DBA name on line 2.
-
Other entities. Enter your name as shown on required U.S. federal tax documents on line 1. This name should match the name shown on the charter or other legal document creating the entity. Enter any business, trade, or DBA name on line 2.
-
Disregarded entity. In general, a business entity that has a single owner, including an LLC, and is not a corporation, is disregarded as an entity separate from its owner (a disregarded entity). See Regulations section 301.7701-2(c)(2). A disregarded entity should check the appropriate box for the tax classification of its owner. Enter the owner's name on line 1. The name of the owner entered on line 1 should never be a disregarded entity. The name on line 1 should be the name shown on the income tax return on which the income should be reported. For example, if a foreign LLC that is treated as a disregarded entity for U.S. federal tax purposes has a single owner that is a U.S. person, the U.S. owner's name is required to be provided on line 1. If the direct owner of the entity is also a disregarded entity, enter the first owner that is not disregarded for federal tax purposes. Enter the disregarded entity's name on line 2. If the owner of the disregarded entity is a foreign person, the owner must complete an appropriate Form W-8 instead of a Form W-9. This is the case even if the foreign person has a U.S. TIN.
Line 2
If you have a business name, trade name, DBA name, or disregarded entity name, enter it on line 2.
Line 3a
Check the appropriate box on line 3a for the U.S. federal tax classification of the person whose name is entered on line 1. Check only one box on line 3a.
| IF the entity/individual on line 1 is a(n) . . . | THEN check the box for . . . |
|---|---|
| • Corporation | Corporation. |
| • Individual or | |
| • Sole proprietorship | Individual/sole proprietor. |
| • LLC classified as a partnership for U.S. federal tax purposes or | |
| • LLC that has filed Form 8832 or 2553 electing to be taxed as a corporation | Limited liability company and enter the appropriate tax classification: |
| P = Partnership, | |
| C = C corporation, or | |
| S = S corporation. | |
| • Partnership | Partnership. |
| • Trust/estate | Trust/estate. |
Line 3b
Check this box if you are a partnership (including an LLC classified as a partnership for U.S. federal tax purposes), trust, or estate that has any foreign partners, owners, or beneficiaries, and you are providing this form to a partnership, trust, or estate, in which you have an ownership interest. You must check the box on line 3b if you receive a Form W-8 (or documentary evidence) from any partner, owner, or beneficiary establishing foreign status or if you receive a Form W-9 from any partner, owner, or beneficiary that has checked the box on line 3b.
Note: A partnership that provides a Form W-9 and checks box 3b may be required to complete Schedules K-2 and K-3 (Form 1065). For more information, see the Partnership Instructions for Schedules K-2 and K-3 (Form 1065).
If you are required to complete line 3b but fail to do so, you may not receive the information necessary to file a correct information return with the IRS or furnish a correct payee statement to your partners or beneficiaries. See, for example, sections 6698, 6722, and 6724 for penalties that may apply.
Line 4 Exemptions
If you are exempt from backup withholding and/or FATCA reporting, enter in the appropriate space on line 4 any code(s) that may apply to you.
Exempt payee code.
-
Generally, individuals (including sole proprietors) are not exempt from backup withholding.
-
Except as provided below, corporations are exempt from backup withholding for certain payments, including interest and dividends.
-
Corporations are not exempt from backup withholding for payments made in settlement of payment card or third-party network transactions.
-
Corporations are not exempt from backup withholding with respect to attorneys' fees or gross proceeds paid to attorneys, and corporations that provide medical or health care services are not exempt with respect to payments reportable on Form 1099-MISC.
The following codes identify payees that are exempt from backup withholding. Enter the appropriate code in the space on line 4.
1—An organization exempt from tax under section 501(a), any IRA, or a custodial account under section 403(b)(7) if the account satisfies the requirements of section 401(f)(2).
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Form W-9 (Rev. 3-2024)
2—The United States or any of its agencies or instrumentalities.
3—A state, the District of Columbia, a U.S. commonwealth or territory, or any of their political subdivisions or instrumentalities.
4—A foreign government or any of its political subdivisions, agencies, or instrumentalities.
5—A corporation.
6—A dealer in securities or commodities required to register in the United States, the District of Columbia, or a U.S. commonwealth or territory.
7—A futures commission merchant registered with the Commodity Futures Trading Commission.
8—A real estate investment trust.
9—An entity registered at all times during the tax year under the Investment Company Act of 1940.
10—A common trust fund operated by a bank under section 584(a).
11—A financial institution as defined under section 581.
12—A middleman known in the investment community as a nominee or custodian.
13—A trust exempt from tax under section 664 or described in section 4947.
The following chart shows types of payments that may be exempt from backup withholding. The chart applies to the exempt payees listed above, 1 through 13.
| IF the payment is for . . . | THEN the payment is exempt for . . . |
|---|---|
| • Interest and dividend payments | All exempt payees except for 7. |
| • Broker transactions | Exempt payees 1 through 4 and 6 through 11 and all C corporations. S corporations must not enter an exempt payee code because they are exempt only for sales of noncovered securities acquired prior to 2012. |
| • Barter exchange transactions and patronage dividends | Exempt payees 1 through 4. |
| • Payments over $600 required to be reported and direct sales over $5,000¹ | Generally, exempt payees 1 through 5.² |
| • Payments made in settlement of payment card or third-party network transactions | Exempt payees 1 through 4. |
¹ See Form 1099-MISC, Miscellaneous Information, and its instructions.
² However, the following payments made to a corporation and reportable on Form 1099-MISC are not exempt from backup withholding: medical and health care payments, attorneys' fees, gross proceeds paid to an attorney reportable under section 6045(f), and payments for services paid by a federal executive agency.
Exemption from FATCA reporting code. The following codes identify payees that are exempt from reporting under FATCA. These codes apply to persons submitting this form for accounts maintained outside of the United States by certain foreign financial institutions. Therefore, if you are only submitting this form for an account you hold in the United States, you may leave this field blank. Consult with the person requesting this form if you are uncertain if the financial institution is subject to these requirements. A requester may indicate that a code is not required by providing you with a Form W-9 with "Not Applicable" (or any similar indication) entered on the line for a FATCA exemption code.
A—An organization exempt from tax under section 501(a) or any individual retirement plan as defined in section 7701(a)(37).
B—The United States or any of its agencies or instrumentalities.
C—A state, the District of Columbia, a U.S. commonwealth or territory, or any of their political subdivisions or instrumentalities.
D—A corporation the stock of which is regularly traded on one or more established securities markets, as described in Regulations section 1.1472-1(c)(1)(i).
E—A corporation that is a member of the same expanded affiliated group as a corporation described in Regulations section 1.1472-1(c)(1)(i).
F—A dealer in securities, commodities, or derivative financial instruments (including notional principal contracts, futures, forwards, and options) that is registered as such under the laws of the United States or any state.
G—A real estate investment trust.
H—A regulated investment company as defined in section 851 or an entity registered at all times during the tax year under the Investment Company Act of 1940.
I—A common trust fund as defined in section 584(a).
J—A bank as defined in section 581.
K—A broker.
L—A trust exempt from tax under section 664 or described in section 4947(a)(1).
M—A tax-exempt trust under a section 403(b) plan or section 457(g) plan.
Note: You may wish to consult with the financial institution requesting this form to determine whether the FATCA code and/or exempt payee code should be completed.
Line 5
Enter your address (number, street, and apartment or suite number). This is where the requester of this Form W-9 will mail your information returns. If this address differs from the one the requester already has on file, enter "NEW" at the top. If a new address is provided, there is still a chance the old address will be used until the payor changes your address in their records.
Line 6
Enter your city, state, and ZIP code.
Part I. Taxpayer Identification Number (TIN)
Enter your TIN in the appropriate box. If you are a resident alien and you do not have, and are not eligible to get, an SSN, your TIN is your IRS ITIN. Enter it in the entry space for the Social security number. If you do not have an ITIN, see How to get a TIN below.
If you are a sole proprietor and you have an EIN, you may enter either your SSN or EIN.
If you are a single-member LLC that is disregarded as an entity separate from its owner, enter the owner's SSN (or EIN, if the owner has one). If the LLC is classified as a corporation or partnership, enter the entity's EIN.
Note: See What Name and Number To Give the Requester, later, for further clarification of name and TIN combinations.
How to get a TIN. If you do not have a TIN, apply for one immediately. To apply for an SSN, get Form SS-5, Application for a Social Security Card, from your local SSA office or get this form online at www.SSA.gov. You may also get this form by calling 800-772-1213. Use Form W-7, Application for IRS Individual Taxpayer Identification Number, to apply for an ITIN, or Form SS-4, Application for Employer Identification Number, to apply for an EIN. You can apply for an EIN online by accessing the IRS website at www.irs.gov/EIN. Go to www.irs.gov/Forms to view, download, or print Form W-7 and/or Form SS-4. Or, you can go to www.irs.gov/OrderForms to place an order and have Form W-7 and/or Form SS-4 mailed to you within 15 business days.
If you are asked to complete Form W-9 but do not have a TIN, apply for a TIN and enter "Applied For" in the space for the TIN, sign and date the form, and give it to the requester. For interest and dividend payments, and certain payments made with respect to readily tradable instruments, you will generally have 60 days to get a TIN and give it to the requester before you are subject to backup withholding on payments. The 60-day rule does not apply to other types of payments. You will be subject to backup withholding on all such payments until you provide your TIN to the requester.
Note: Entering "Applied For" means that you have already applied for a TIN or that you intend to apply for one soon. See also Establishing U.S. status for purposes of chapter 3 and chapter 4 withholding, earlier, for when you may instead be subject to withholding under chapter 3 or 4 of the Code.
Caution: A disregarded U.S. entity that has a foreign owner must use the appropriate Form W-8.
Form W-9 (Rev. 3-2024)
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Form W-9 (Rev. 3-2024)
Part II. Certification
To establish to the withholding agent that you are a U.S. person, or resident alien, sign Form W-9. You may be requested to sign by the withholding agent even if item 1, 4, or 5 below indicates otherwise.
For a joint account, only the person whose TIN is shown in Part I should sign (when required). In the case of a disregarded entity, the person identified on line 1 must sign. Exempt payees, see Exempt payee code, earlier.
Signature requirements. Complete the certification as indicated in items 1 through 5 below.
- Interest, dividend, and barter exchange accounts opened before 1984 and broker accounts considered active during 1983. You must give your correct TIN, but you do not have to sign the certification.
- Interest, dividend, broker, and barter exchange accounts opened after 1983 and broker accounts considered inactive during 1983. You must sign the certification or backup withholding will apply. If you are subject to backup withholding and you are merely providing your correct TIN to the requester, you must cross out item 2 in the certification before signing the form.
- Real estate transactions. You must sign the certification. You may cross out item 2 of the certification.
- Other payments. You must give your correct TIN, but you do not have to sign the certification unless you have been notified that you have previously given an incorrect TIN. "Other payments" include payments made in the course of the requester's trade or business for rents, royalties, goods (other than bills for merchandise), medical and health care services (including payments to corporations), payments to a nonemployee for services, payments made in settlement of payment card and third-party network transactions, payments to certain fishing boat crew members and fishermen, and gross proceeds paid to attorneys (including payments to corporations).
- Mortgage interest paid by you, acquisition or abandonment of secured property, cancellation of debt, qualified tuition program payments (under section 529), ABLE accounts (under section 529A), IRA, Coverdell ESA, Archer MSA or HSA contributions or distributions, and pension distributions. You must give your correct TIN, but you do not have to sign the certification.
What Name and Number To Give the Requester
| For this type of account: | Give name and SSN of: |
|---|---|
| 1. Individual | The individual |
| 2. Two or more individuals (joint account) other than an account maintained by an FFI | The actual owner of the account or, if combined funds, the first individual on the account^{1} |
| 3. Two or more U.S. persons (joint account maintained by an FFI) | Each holder of the account |
| 4. Custodial account of a minor /Uniform Gift to Minors Act^{1} | The minor^{2} |
| 5. a. The usual revocable savings trust (grantor is also trustee) | The grantor-trustee^{1} |
| b. So-called trust account that is not a legal or valid trust under state law | The actual owner^{1} |
| 6. Sole proprietorship or disregarded entity owned by an individual | The owner^{3} |
| 7. Grantor trust filing under Optional Filing Method 1 (see Regulations section 1.671-4(b)(2))(i)(A))^{1*} | The grantor^{4} |
| For this type of account: | Give name and EIN of: |
| --- | --- |
| 8. Disregarded entity not owned by an individual | The owner |
| 9. A valid trust, estate, or pension trust | Legal entity^{5} |
| 10. Corporation or LLC electing corporate status on Form 8832 or Form 2553 | The corporation |
| 11. Association, club, religious, charitable, educational, or other tax-exempt organization | The organization |
| 12. Partnership or multi-member LLC | The partnership |
| 13. A broker or registered nominee | The broker or nominee |
| 14. Account with the Department of Agriculture in the name of a public entity (such as a state or local government, school district, or prison) that receives agricultural program payments | The public entity |
| 15. Grantor trust filing Form 1041 or under the Optional Filing Method 2, requiring Form 1098 (see Regulations section 1.671-4(b)(2))(i)(B))^{1*} | The trust |
- List first and circle the name of the person whose number you furnish. If only one person on a joint account has an SSN, that person's number must be furnished.
- Circle the minor's name and furnish the minor's SSN.
- You must show your individual name on line 1, and enter your business or DBA name, if any, on line 2. You may use either your SSN or EIN (if you have one), but the IRS encourages you to use your SSN.
- List first and circle the name of the trust, estate, or pension trust. (Do not furnish the TIN of the personal representative or trustee unless the legal entity itself is not designated in the account title.)
- Note: The grantor must also provide a Form W-9 to the trustee of the trust.
- For more information on optional filing methods for grantor trusts, see the Instructions for Form 1041.
Note: If no name is circled when more than one name is listed, the number will be considered to be that of the first name listed.
Secure Your Tax Records From Identity Theft
Identity theft occurs when someone uses your personal information, such as your name, SSN, or other identifying information, without your permission to commit fraud or other crimes. An identity thief may use your SSN to get a job or may file a tax return using your SSN to receive a refund.
To reduce your risk:
- Protect your SSN,
- Ensure your employer is protecting your SSN, and
- Be careful when choosing a tax return preparer.
If your tax records are affected by identity theft and you receive a notice from the IRS, respond right away to the name and phone number printed on the IRS notice or letter.
If your tax records are not currently affected by identity theft but you think you are at risk due to a lost or stolen purse or wallet, questionable credit card activity, or a questionable credit report, contact the IRS Identity Theft Hotline at 800-908-4490 or submit Form 14039.
For more information, see Pub. 5027, Identity Theft Information for Taxpayers.
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Victims of identity theft who are experiencing economic harm or a systemic problem, or are seeking help in resolving tax problems that have not been resolved through normal channels, may be eligible for Taxpayer Advocate Service (TAS) assistance. You can reach TAS by calling the TAS toll-free case intake line at 877-777-4778 or TTY/TDD 800-829-4059.
Protect yourself from suspicious emails or phishing schemes. Phishing is the creation and use of email and websites designed to mimic legitimate business emails and websites. The most common act is sending an email to a user falsely claiming to be an established legitimate enterprise in an attempt to scam the user into surrendering private information that will be used for identity theft.
The IRS does not initiate contacts with taxpayers via emails. Also, the IRS does not request personal detailed information through email or ask taxpayers for the PIN numbers, passwords, or similar secret access information for their credit card, bank, or other financial accounts.
If you receive an unsolicited email claiming to be from the IRS, forward this message to [email protected]. You may also report misuse of the IRS name, logo, or other IRS property to the Treasury Inspector General for Tax Administration (TIGTA) at 800-366-4484. You can forward suspicious emails to the Federal Trade Commission at [email protected] or report them at www.ftc.gov/complaint. You can contact the FTC at www.ftc.gov/idtheft or 877-IDTHEFT (877-438-4338). If you have been the victim of identity theft, see www.identityTheft.gov and Pub. 5027.
Go to www.irs.gov/IdentityTheft to learn more about identity theft and how to reduce your risk.
Privacy Act Notice
Section 6109 of the Internal Revenue Code requires you to provide your correct TIN to persons (including federal agencies) who are required to file information returns with the IRS to report interest, dividends, or certain other income paid to you; mortgage interest you paid; the acquisition or abandonment of secured property; the cancellation of debt; or contributions you made to an IRA, Archer MSA, or HSA. The person collecting this form uses the information on the form to file information returns with the IRS, reporting the above information. Routine uses of this information include giving it to the Department of Justice for civil and criminal litigation and to cities, states, the District of Columbia, and U.S. commonwealths and territories for use in administering their laws. The information may also be disclosed to other countries under a treaty, to federal and state agencies to enforce civil and criminal laws, or to federal law enforcement and intelligence agencies to combat terrorism. You must provide your TIN whether or not you are required to file a tax return. Under section 3406, payors must generally withhold a percentage of taxable interest, dividends, and certain other payments to a payee who does not give a TIN to the payor. Certain penalties may also apply for providing false or fraudulent information.
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YOU MUST COMPLETE THE FOLLOWING CERTIFICATE IF YOU WROTE “APPLIED FOR” IN PART 1 OF THE IRS FORM W-9.
CERTIFICATE OF AWAITING U.S. TAXPAYER IDENTIFICATION NUMBER
I certify under penalties of perjury that a U.S. taxpayer identification number (e.g., a social security number or employer identification number) (“TIN”) has not been issued to me, and either (a) I have mailed or delivered an application to receive a TIN to the appropriate IRS Center or Social Security Administration Office or (b) I intend to mail or deliver an application in the near future. I understand that if I do not provide a TIN by the time of payment, I may be subject to backup withholding, if any, pursuant to the Arrangement.
Signature _____ Date: _______
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TMX | TSX Trust
OFFICE OF THE DEPOSITARY:
TSX TRUST COMPANY
By Registered Mail, Mail, Hand or Courier
Toronto:
100 Adelaide Street West, Suite 301
Toronto, Ontario
M5H 4H1
Attention: Corporate Actions
Securities Counter hours:
8:30 am to 5:00 pm EST - business days only
Inquiries:
8:30 am to 5:00 pm EST - business days only
North American Toll Free: 1-800-387-0825
Telephone: 416-682-3860
E-Mail: [email protected]
Any questions and requests for assistance may be directed by Shareholders to the Depositary at the telephone number and location set out above.
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