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Last updated on April 23, 2014 at 21:24 EDT

Resolute Prices $600 Million Senior Notes Offering

April 26, 2013

US $

MONTREAL, April 26, 2013 /PRNewswire/ – Resolute Forest Products Inc.
(NYSE: RFP) (TSX: RFP) today announced that it priced the offering of
$600 million aggregate principal amount of its senior notes due 2023
(the “2023 notes“) at 5.875% and 99.062% of par value. The notes will be unsecured and
guaranteed by substantially all of Resolute’s U.S. subsidiaries.

The offering of the 2023 notes is expected to close on May 8, subject to
customary closing conditions, with net proceeds used to repurchase,
repay or otherwise discharge all, or substantially all, of its $501.2
million outstanding aggregate principal amount 10.25% senior secured
notes due 2018 (the “2018 notes“). The Company is currently conducting a tender offer for the 2018
notes, which offer is scheduled to expire at 12:00  midnight, New York
City time, on May 21, 2013, unless extended by the Company.

The 2023 notes are being sold in a private offering to qualified
institutional buyers in reliance on Rule 144A under the Securities Act
of 1933, as amended (the “Securities Act“), and to non-U.S. persons in reliance on Regulation S under the
Securities Act.  The notes have not been registered under the
Securities Act or any state securities laws. Therefore, the notes may
not be offered or sold in the United States absent registration or an
applicable exemption from such registration requirements.

This press release does not constitute an offer to sell or the
solicitation of an offer to buy any security and shall not constitute
an offer, solicitation or sale of any securities in any jurisdiction in
which such offering, solicitation or sale would be unlawful. This press
release is issued pursuant to and in accordance with Rule 135c under
the Securities Act.

Cautionary Statements Regarding Forward-Looking Information
Statements in this press release that are not historical information of
Resolute Forest Products Inc. are “forward-looking statements” within
the meaning of the Private Securities Litigation Reform Act of 1995.
They include, but not limited to, those related to the offering of the
senior notes or the subsequent repurchase of the Senior Secured Notes.
Forward-looking statements may be identified by the use of
forward-looking terminology such as the words “should,” “would,”
“could,” “will,” “may,” “expect,” “believe,” “anticipate,” “attempt,”
“project” and other terms with similar meaning indicating possible
future events or potential impact on our business or Resolute’s
shareholders.

The reader is cautioned not to place undue reliance on these
forward-looking statements, which are not guarantees of future
performance. These statements are based on management’s current
assumptions, beliefs and expectations, all of which involve a number of
business risks and uncertainties that could cause the actual results of
the offering of the senior notes or the subsequent repurchase of the
Senior Secured Notes to differ materially from those expressed or
implied by the forward-looking statements. These risks and
uncertainties include, but are not limited to, the possibility that the
offering will not be consummated, and the failure to satisfy any
conditions to the offering. Other potential risks and uncertainties are
set forth under the heading “Risk Factors” in Exhibit 99.4 to
Resolute’s Current Report on Form 8-K filed with the United States
Securities and Exchange Commission on April 24, 2013.

All forward-looking statements above are expressly qualified by the
cautionary statements contained above and in Resolute’s other filings
with the SEC and the Canadian securities regulatory authorities.
Resolute disclaims any obligation to publicly update or revise any
forward-looking information, whether as a result of new information,
future events or otherwise, except as required by law.

About Resolute Forest Products
Resolute Forest Products is a global leader in the forest products
industry with a diverse range of products, including newsprint,
commercial printing papers, market pulp and wood products. The Company
owns or operates over 40 pulp and paper mills and wood products
facilities in the United States, Canada and South Korea, and power
generation assets in Canada. Marketing its products in close to 90
countries, Resolute has third-party certified 100% of its managed
woodlands to at least one of three internationally-recognized
sustainable forest management standards, including 65% certified to the
Forest Stewardship Council(®) (FSC(®)) standards. The shares of Resolute Forest Products trade under the
stock symbol RFP on both the New York Stock Exchange and the Toronto
Stock Exchange.

Resolute and other member companies of the Forest Products Association
of Canada, as well as a number of environmental organizations, are
partners in the Canadian Boreal Forest Agreement. The group works to
identify solutions to conservation issues that meet the goal of
balancing equally the three pillars of sustainability linked to human
activities: environmental, social and economic. Resolute is also a
member of the World Wildlife Fund’s Climate Savers program, in which
businesses establish ambitious targets to voluntarily reduce greenhouse
gas emissions and work aggressively toward achieving them.

SOURCE Resolute Forest Products Inc.


Source: PR Newswire