NewPage Voluntary Filings for Rumford Paper Co

8/4/2019 NewPage Voluntary Filings for Rumford Paper Co.

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RI (Officiut Prirm 1)(41I0)UNITED STATES BANKRUPTCY COURTDistrict of Delaware IOLUNTARY PETITIONName of Debtor (if individual, enter Last, First, Middle): Name of Joint Debtor (Spouse)(Last, First, Middle):Rumford Paper Company N/A

All Other Names used by the Debtor in the last 8 years All Other Names used by the Joist Debtor in the last 8 years(including married, maiden, and trade names): (including married, maiden, and trade names):MeadWestvaco Oxford Corporation, N/ARumford Cogeneration, Inc. (by way of merger)Last four digits of Soc. Sec. or Individual-Taxpayer I.D. (lTlN)/Complete EIN Last four digits of Soc. Sec. or Individual-Taxpayer I.D. (ITIN)/Complele EIN(if more than one, state a l l ) : (if more than one, state all):31-1480427 N/AStreet Address of Debtor (No, and Street. City, and State): Street Address of Joint Debtor (No. and Street. City, and State):35 Hartford Street N/ARumford, ME

I ZIP CODE 04276 I ZIP CODECounty of Residence of the Principal Place of Business: County of Residence of the Principal Place of Business:Oxford N/AMailing Address of D ebtor (if different from street address): Mailing Address of Joint Debtor (if different from Street address):8540 Gander Creek DriveMiamisburg, OHIC0DE45342__Z1______________ I ZIP CODELocation of Principal Assets of Business D ebtor (if different from Street address above):See Schedule 1, attachedIP CODE

Type of Debtor Nature of Business Chapter of Bankruptcy Code Under Which(Form of Organization) (Check one box.) the Petition is Flied (Check one box.)(Check one box.)0ealth Care Business 0hapter 7hapter 15 Petition forondividual (includes joint Debtors) 0ingle Asset Real Estate as defined in Dhapter 9ecognition of a ForeignSee Exhibit!) on Page 2 ofthis form. II U.S.C. 101(5 IB) Zhapter IIain Proceeding0orporation (includes LLC and LLP) 0ailroad 0hapter 12hapter 15 Petition forDartnership 0tockbroker 0hapter 13ecognition of oreignDther (If debtor is not one of the above 0ommodity Broker Nonmain Proceedingentities, check this box and state typo of entity 0learing Bank Nature of Debtselow.) 0therPaDer Manufacturer (Check one box)Tax-Exempt Entity(Check box, if applicable.) 0ebts are primarily consumer9ebts are primarilydebts, defined in II U.S.C.usiness debts.oebtor is a tax-exempt organization 101(8) as "incurred by anunder Title 26 of the United Slates individual primarily for aCode (the Internal Revenue Code). personal, family, or house-hold purpose.

Filing Fee (Check one box.) Chapter II Debtors0ull Filing Fee attached. Check one box:oebtor is mall business debtor as defined in II U.S.C. 10 ](51 D),oiling Fee lobe paid in installments (applicable to individuals only). M ust attach 0ebtor is not a small business debtor as defined in II U.S.C. 1 01(51D).signed application for the courts consideration certifying that the debtor is unable topay fee except in installments. Rule 1006(b). See Official Form 3A. Check i f :oebtors aggregate noncontingent liquidated debit (excluding debts owed to insidersoiling Fee waiver requested (applicable to c hapter? individuals only). Must attach or affiliates) are lets than $2,343,300 (amount .culijecl to adjustment an 4.0143 andsigned application for the courts consideration. See Official Form 3B every three year.c thereafter).Check al l appl icable boxes:oplan is being filed w ith this petition.occeptances of the plan were solicited prepetition from one or m ore classes ofcreditors, in accordance with II U.S.C. 1126(b).Statistical/Administrative Information THIS SPACE IS FOR

Debtor estimates that funds will be available for distribution to unsecured creditors. COURT USE ONLYoebtor estimates that, after any exempt property is excluded and adm inistrative expenses paid, there will be no funds available for distribution to unsecuredcreditors.Est imated Number of Credi torso1490.9900-19900-999,000-,001-0.001-5,001-0,001-ve r5,0000,0005,0000,00000,00000,000Estimated Assets"El$0 to50,001 to100,001 to500,001 to1,000,00110,000,00150,000,001100,000,001500,000,001ore than$50,000100,000500,000I milliono $10o $500 $100o $5000 $1 billionI billionmillionillionillionillionEstimated Liabilities"osolo50,00110100,00110500,001 to1,000,00110,000,00150,000,001100,000,001500,000,001ore than550,000100,000500,0001 milliono $10o $50o $100o $500oSI billionI billionmillionillionillionillionNotwithstanding this designation. the Debtor has not determined at this time whether flieda will be available for distribution is unsecured creditors

All statistical and financial information contained herein is reported on consolidated ba sis with the Deblots affiliates and in based on the Debtor and is affiliates Uniudiied Consolidated Finan cial Statement for theperiod ending June 30, 2011.

8818400110907000000000006

Docket #0001 Date Filed: 9/7/20


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55 1 lflffi.t.t Pnnn 1I (41101VoluntaryPetition(This page must be completedandfiled in every case.)

Name of Debtor(s):I Rumford Paper CompanyAll Prior Bankruptcy Cases Filed Within Last 8 Years (If more than two, attach additional sheet.)

Location Case Number: Date Filed:Where Filed:/A N/A I N/ALocation Case Number Date Filed:Where Filed:/A N/A N/A

Pending Bankruptcy Case Filed by any Spouse, Partner, or Affiliate of this Debtor (If more than one, attach additional sheet,)Name of Debtor: Case Number: Date Filed:See Schedule 2, attached Pending Date hereofDistrict: Relationship: Judge:

District of Delaware Affiliate PendingExhibit A Exhibit B

(To be completed if debtor is required to file periodic reports (e.g., forms 10K and lOQ), with (To be completed if debtor is an individualthe Securities and Exchange Commission pursuant to Section 13 or 15(d) of the Securities whose debts are primarily consumer debts.)Exchange Act of 1934 and is requesting relief under chapter I I.)

I, the attorney for the petitioner named in the foregoing petition, declare that I have informed thepetitioner that [he or abel may proceed under chapter?. II, 12. or 13 of title II, United StalesCode, and have explained the relief available under each such chapter. I further certify that I havedelivered to the debtor the notice required by II U.S.C. 342(b).

XSignature of Attorney for Debtor(s)Date)

_A_is_and _made _a_of Exhibitttachedarthis_petition.Exhibit C

Dues the debtor own or have possession of any property that poses or is alleged to pose a threat of imminent and identifiable harm to public health or safety?Eles, and Exhibit C is attached and made a part of this petition.No. Exhibit D(To be completed by every individual debtor. Ifajoint petition is filed, each spouse must complete and attach a separate Exhibit D.)Dxhibit D completed and signed by the debtor is attached and made a part of this petition.If this is a joint petition:o

Exhibit D also completed and signed by the joint debtor is attached and made a part of this petition.

Information Regarding the Debtor -Venue(Check any applicable box.)

0ebtor has been domiciled or has had a residence, principal place of business, or principal assets in this District for 180 days immediately preceding the dale of thispetition or for a longer part of such 180 days than in any other District.0here is a bankruptcy case concerning debtors affiliate, general partner, or partnership pending in this District.oebtor is a debtor in a foreign proceeding and has its principal place of business or principal assets in the United States in this District, or has no principal place of

business or assets in the United States, but is a defendant in an action or proceeding [in a federal or state court) in this District, or the interests of the parties will be servedin regard to the relief sought in this District.

Certification by a Debtor Who Resides as a Tenant of Residential Properly(Check all applicable boxes.)

oandlord has ajudgment against the debtor for possession of debtors residenceIf box checked, complete the following.)(Name of landlord that obtained judgment)

(Address of landlord)oebtor claims that under applicable nonbankruptcy law, there are circumstances under which the debtor would be permitted to cure the entire monetary default that gave

rise to the judgment for possession, after the judgment for possession was entered, andoebtor has included with this petition the deposit with the court of any rent that would become due during the 30-day period after the filing of the petition.0ebtor certifies that he/site has served the Landlord with this certification. (II U.S C. 362(l)).


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RI (flffitI Pnrmi I (4111)ane 3Voluntary Petition Name of Debtor(s)(Thispage must be completed and filed In every cas e .) Rumford Paper Company

SignaftiresSignature(s) of Debtor(s) (Individual/Joint) Signature of a Foreign Representative

I declare under penalty of perjury that the information provided in this petition is true and I declare under penalty of perjury that the information provided in this petition is true andcorrect. correct, that I am the foreign representative of a debtor in a foreign proceeding, and that I am[If petitioner is an individual whose debts are primarily consumer debts and has chosen to file authorized to file this petition.under chapter 7]1 am aware that I may proceed under chapter 7, II, 12 or 13 of title II,United States Code, understand the relief available under each such chapter, and choose to (Check only one box.)proceed under chapter l[if no attorney represents me and no bankruptcy petition preparer signs the petition] I have 0 1 request relief in accordance with chapter 15 of title II, United States Code-obtained and read the notice required by II U.S.C. 342(b). Certified copies of the documents required by II U.S.C. 1515 are attached.I request relief in accordance with the chapter of title II, United States Code, specified in this 0ursuant to II U.S.C. 1511, I request relief in accordance with the Chapter of title IIspecified in this petition.certified copy of the order granting recognition of thepetition, foreign main proceeding is attached.X x

Signature of Debtor (Signature of Foreign Representative)X

Signature of Joint Debtor (Printed Name of Foreign Representative)X

Telephone Number (if not represented by attorney) Date

DateSignature of Attorney* Signature of Non-Attorney Bankruptcy Petition Preparer

HI & JONES LLP I declare under penalty of perjury that: (I) I am a bankruptcy petition preparer as defined in11STGzII U.S.C. 110; (2)1 prepared this document for compensation and have provided the debtorwith a copy of this document and the notices and information required under II U.S.C. Lauroaviilo

S(gar W. N37)_ 110(b), 110(h), and 342(b); and, (3) if rules or guidelines have been promulgated pursuant to

Market17th Floorce II U.S.C. 110(h) setting a maximum fee for services chargeable by bankruptcy petition11 .0. Box 8705 preparers, I have given the debtor notice of the maximum amount before preparing anyWilmington, Delaware 19899-8705 (Courier 19801) document for filing for a debtor or accepting any fee from the debtor, as required in thatTelephone: (302) 652-4100 section. Official Form 19 is attached.Facsimile:302) 652-44001n a case in which 707(bX4XD) applies, this signature also constitutes a certification that Printed Name and Title, if any, of Bankruptcy Petition Preparerthe attorney has no knowledge after an inquiry that the information in the schedules is

incorrect.

Signature of Debtor (Curporation/Pailnership) Social-Security number (If the bankruptcy petition preparer is not an individual, statethe Social-Security number of the officer, principal, responsible person or partner of the1 declare under penalty of perjury that the Information provided in this petition is true and bankruptcy petition preparer) (Required by II U.S.C. 110.)correct, and that I have been authorized to file this petition on behalf of the debtor,The debtor requests the relief in accordance with the chapter It, United States Code,specified in this petitio

AddressX ________________________________________

Signature ofAuthorizedXGeorge F. Martin Date

Printed Name of Authorized IndividualPresident & CEO Signature of bankruptcy petition preparer or officer, principal, responsible person, or partnerwhose Social-Security number is provided above.Title of Authorized IndividualSeptember 7 . 2011 Names and Social-Security numbers of all other individuals who prepared or assisted in

preparing this document unless the bankruptcy petition preparer is not an individual.ate

If more than one person prepared this document, attach additional sheets conforming to theappropriate official form for each person.

A bankruptcy petition preparer s failure to comply with the prosistons of itle II and theFederalRules ofBankruptcy Procedure may result in fines or Imprisonment or both, IIU.717.110. 18 U.S.C. 156.


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Schedule 1Location of Principal Assets

1. Chillicothe Paper Inc. 8540 Gander Creek DriveMiamisburg, OH 453422. Escanaba Paper Company 7100 County Road 426

Escanaba, MI 498293. Luke Paper Company 300 Pratt Street

Luke, MD 215404. NewPage Canadian Sales LLC 8540 Gander Creek Drive

Miamisburg, OH 453425. NewPage Consolidated Papers Inc. 8540 Gander Creek Drive

M iamisburg, 01-1 453426. NewPage Corporation 8540 Gander Creek DriveMiamisburg, OH 453427. NewPage En ergy Services LLC 8540 Gander Creek DriveMiamisburg, OH 453428. NewPage Group Inc. 8540 Gander Creek DriveMiamisburg, OH 453429. NewPage Holding Corporation 8540 Gander Creek DriveMiamisburg, OH 4534210. NewPage Port Hawkesbury Holding 8540 Gander Creek DriveLLC Miamisburg, OH 45342


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11 . New Page Wisconsin System Inc. 621 North Biron DriveBiron, W I 54495;100 North Central AvenueDuluth, MN 55807;433 North M ain StreetKimberly, WI 54136;1101 Mill StreetNiagara, WI 54151;707 A rlington PlaceStevens Point, WI 54481;2627 Whiting RoadStevens Point, WI 54481; and231 First Street NorthWisconsin Rapids, WI 54454

12 . Rumford Paper Company 35 Hartford StreetRumford, ME 0427613 . Upland R esources, Inc. 8540 Gander C reek DriveMiamisburg, OH 4534214 . Wickliffe Paper Company LL C 1724 Fort Jefferson Hill RoadWickliffe, KY 42087


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Schedule 2Pending Bankruptcy Cases in the D istrict of DelawareFiled by the Debtor and Affiliates of the Debtor

On the d ate hereof, each of the affiliated entities listed below (including the debtor in thischapter 11 case) filed a voluntary p etition for relief under chap ter 11 of title 11 of the UnitedStates Code in the U nited States Bankruptcy Court for the D istrict of Delaware (the "Court"). Amotion has been filed with the Court requesting that the chapter 11 cases of these entities beconsolidated for procedural purposes only and jointly administered under the number assigned tothe chapter 11 case of New Page Co rporation.

1. Chillicothe Paper Inc.2. Escanaba Paper C ompany3. Luke Paper Company4. NewPage Canadian Sales, LLC5. New Page Consolidated Papers Inc.6. NewPage Corporation7. NewPage Energy Services LLC8. NewPage Group Inc.9. NewPage Holding Corporation10. NewPage Port Hawkesbury Holding LLC11. NewPage Wisconsin System Inc.12. Rumford Paper Company13. Upland Resources, Inc.14. Wickliffe Paper Company LLC


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S E C R E T A R Y S C E R T I F IC A T ER U M F O R D P A P E R C O M P A N Y

The undersigned hereby certifies that he is the duly elected, qualified and actingSecretary of Rumford Paper Company, a Delaware corporation ( " C o m p a ny " ) , and herebyfurther certifies that the Com pany duly adopted the following resolutions by unanimo us w rittenconsent dated September 6, 2011, with the sam e force and effect as if they had been unanimou slyadopted at a duly convened meeting of the Bo ard of Directors of the Com pany, and that suchresolutions are currently in full force and effect and have not been modified or rescinded:Ch anter 11 Film

W H E R E A S , after due and careful consideration of the financial situation of theCo m pany and the Com panys available alternatives, the Board has determined that it wo uld bedesirable and in the best interests of the Company to immediately commence voluntaryproceedings under title 11 o f the U nited States Co de (the "Bankrup tcy Code") ;

R E S O L V E D , that in the judgm ent of the Board, it is desirable and in the best interests ofthe Company, its creditors, employees, stockholders and other interested parties that a petition befiled by the Com pany seeking relief under the provisions of chapter 11 of the Bankruptcy C ode;F U R T H E R R E S O L V E D , that each of the President and Chief Executive Officer, eachVice President, the Treasurer and each other officer of the Company (each, an "Author i zedPerson") is hereby authorized, empowered and directed, in the name and on behalf of theCom pany, to execute and verify petitions and amendments o r exhibits thereto under chapter 11

of the Bankruptcy Code (the " C h a p t e r 11 Case") and to cause them to be filed in the UnitedStates Bankruptcy Court fo r the District of Delaware at such tim e or in such other jurisdiction asthe Authorized Person executing those docu ments shall determine;F U R T H E R R E S O L VE D , that each Authorized Person and any employee or agent(including legal counsel) designated by or directed by an Authorized Person is herebyauthorized, empo wered and directed, in the name and on behalf of the C om pany, to execute andfile all petitions, schedules, m otions, lists, applications, pleadings, and other papers or doc um entsand to take and perform any and all further acts and deeds which he or she deems necessary,proper or desirable in connection with the Chapter 11 Case, with a view to the successfulprosecution of the Chapter 11 case;

Debtor-in-Possession FinancingW H E R E A S , New Page C orporation has entered into a com mitm ent letter dated August16, 201 1 with J.P. Mo rgan Securities LLC and JPM organ Chase Bank, Barclays Bank PLC ,Barclays Capital, and Wells Fargo Capital Finance, LLC (the " C o m m i tm e nt L e tt er " ) ,documenting their commitment to provide debtor-in-possession financing to the Company,including a term loan facility in the amount o f $25 0 m illion and a revolving credit facility in the


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amount of up to $350 million, as more fully described in the Commitment Letter, a copy ofwhich has been made available to the Board;RESOLVED, that each Authorized Person is hereby authorized, empowered anddirected, in the name and on behalf of the Com pany, to negotiate, execute and deliver a creditagreement for the proposed debtor-in-possession financing consistent with the Com mitmentLetter in order to meet the C ompanys financing needs during the prosecution of the Chapter 11Case, together w ith such other agreemen ts, instruments, notes, guaranties, certificates and otherdocum ents as that A uthorized Person m ay deem necessary, proper or desirable in order to securethe debtor-in-possession financing, and any such actions taken prior to the adoption of theseresolutions is hereby approved and ratified in all respects;

Retention of ProfessionalsRESOLVED, that each Authorized Person is hereby authorized, empowered anddirected, in the name and on beha lf of the Compan y, to engage and retain all assistance by legalcounsel, accountants, financial advisors, restructuring advisors and other professionals inconnection with the Chapter 11 Case, w ith a view to the successful prosecution of the Chapter 11Case;FURTHER RESOLVED, that the law firm of Dewey & LeBoeuf LLP is herebyengaged as attorneys for the Com pany under a general retainer in the Chapter 11 Case, subject toany requisite bankruptcy court approval;FURTHER RESOLVED , that the law firm of P achulski Stang Ziehi & Jones LLP ishereby engaged as local counsel for the Com pany und er a general retainer in the Ch apter 11Case, subject to any requisite bankruptcy court approval;FURTHER RESOLV ED, that Lazard Frres & Co. LLC is hereby engaged asinvestme nt banker and financial advisor to the Company in the Chapter 11 Case, subject to anyrequisite bankruptcy court approval;FURTHER RESOLVED, that FTI Consulting Inc. is hereby engaged as financialadvisor to the Company under a general retainer in the Chapter 11 C ase, subject to any requisitebankruptcy court approval;

GeneralRESOLVED, that each Authorized P erson and any emp loyee or agent (including legalcounsel) designated by or directed by an A uthorized Person is hereby authorized, empow eredand directed, in the nam e and on beh alf of the Co mpany , to cause the Comp any to enter into,execute, deliver, certify, file and/or record, and perform such agreem ents, instruments, m otions,

affidavits, applications for approvals or ruling of governmental or regulatory authorities,certificates or other documents, and to take such other action as in the judgm ent of such personshall be or become necessary, proper or desirable with a v iew to the successful prosecution of theChapter 11 Case;FURTHER RESOLVED, that in connection with the Chapter 11 Case, each A uthorizedPerson and any employee or agent (including legal counsel) designated by or directed by anAuthorized Person is hereby authorized, empowered and directed, in the name and on behalf of


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the Com pany, to negotiate, execute, deliver, and perform or cause the performance of any notes,guarantees, security agreem ents, other agreemen ts, consents, cert if icates or instrumen ts as suchperson con siders necessary, appropriate, desirable or advisable to effectuate borrowings or otherfinancial arrangem ents, such determination to be evidenced by suc h execution or taking of suchaction;FURTHER RESOLVED, that each Authorized Person is hereby authorized, empoweredand directed, in the name and o n behalf of the Com pany (and any su ch actions heretofore takenby any of them are hereby ratified, confirmed an d approv ed in all respects) to: (i) negotiate,execute, deliver, and/or file any and all of the agreements, documents, and instrumentsreferenced in the foregoing resolutions, and such other agreem ents, documents, and instrumentsand assignmen ts thereof as may be required or as that Authorized Person deem s appropriate oradvisable, or to cause the negotiation, execution, and delivery thereof in the nam e and o n beha lfof the Comp any, as the case may be, in such form and substance as that Author ized Person mayapprove, together with such changes and amend men ts to any of the terms and conditions thereofas that Authorized Person m ay approve, with the execution and delivery thereof on behalf of theCom pany by or at the direction of an Au thorized Person to consti tute evidence of such approval,

(ii) negotiate, execute, deliver and file in the nam e and on behalf of the Com pany any and allagreements, docum ents, certificates, consents, filings, and applications relating to the resolutionsadopted and m atters ra tif ied or approved in the foregoing resolutions and the transactionscontempla ted by the foregoing resolu t ions , and am endm ents and supplements to any of theforegoing, and to take such other action as m ay be required or as an A uthorized Person deem sappropria te or advisable in connection therew ith, and ( ii i) do such other things as m ay berequired, or as ma y in an A uthorized Persons judgm ent be appropriate or advisable, in order toeffectuate fully the foregoing resolutions and the consum mation of the transactions contemplatedby the foregoing resolutions;FURTHER RESOLVED, to the extent that any app licable law, statute or regulationprov ides tha t any l imi ted l iab il ity company of which the C ompany is a m ember w ould be

dissolved upo n the f i ling of a voluntary pet i t ion in bankrup tcy by a m em ber of that l imitedl iabil i ty com pany, absen t the consent of the mem bers of that l imited l iabili ty compa ny, that theCom pany consents to i t s remaining as a mem ber of tha t l imi ted l iab il ity com pany, and theCompany hereby so consents;FURTHER RESOLVED, that the Board hereby authorizes and approves theCompanys entering into any amendment to the organizational documents of any of itssubsidiaries or investees and other agreements, instruments or documents as m ay be necessary ordesirable to provide that the f i l ing of a vo luntary peti tion in bankruptcy b y the Co mp any or an ysubsidiary or investee shall not cause the Com pany to cease being a m ember, partner or otherequity holder of that subsidiary or investee or otherwise dim inish the Com panys rights inrespect of that subsidiary or investee or cause the dissolution of that subsidiary or investee;FURTHER RESOLVED, that each Authorized Person is hereby authorized, empoweredand directed, in the name and on behalf of the Company, to execute such agreements,amend men ts, consents or other docum ents as may be n ecessary or desirable to effectuate theforegoing resolutions; and

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FURTHER RESOLVED, that any and all past actions heretofore taken by anyAuthorized Person in the name and on behalf of the Company in furtherance of any or all of theforegoing resolutions are hereby ratified, confirmed and approved in all respects.IN WITNESS WHEREOF, th e undersigned has executed this certificate as of the 6 t hday of September, 2011.

Douglas K. ooperSecretary

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IN TH E U N ITED STA TES BA N K R U P TC Y C O U R TF O R TH E D ISTR IC T O F D ELA WA R E......................................x

(lirehapter 11N EWP A G E C O R P O R A TIO N , et al., Case No. 11-)Debtors. Joint Administration RequestedC ON S OL I D A TED LI ST OF C R ED I TOR SHOLD I N G 30 LA R GES T U N S EC U R ED C LA I MSThe following is a list of creditors holding the 30 largest unsecured claims againstNewPage Corporation and certain affiliated entities as the above-captioned debtors and debtorsin possession that have simultaneously commenced chapter 11 cases in this Court (collectively,

the Debtors"). This list has been prepared on a consolidated basis from the unaudited booksand records of the Debtors, as of August 31, 2011. The list is prepared in accordance with Fed.R. Bankr. P. 1007(d) for filing in the Debtors chapter 11 cases. This list does not include(I) persons who come within the definition of "insider" set forth in 11 U.S.C. 10 1(3 1) or(ii) parties holding secured claims. The information herein shall not constitute an admission ofliability by, nor is it binding on, any Debtor with respect to all or any portion of the claims listedbelow. Moreover, nothing herein shall affect any Debtors right to challenge the amount orcharacterization of any claim at a later date.

The D e btor s in these chapter 1 1 cases , a long with the las t fou r digi ts of each D ebtors federa l tax identif ica tionnum ber , a s app l icab le , a re : C h i l li co the Pape r Inc . (6154), Esc a na ba Pa pe r Compa ny (5598). L uke Pa pe r Compa ny(6265), N e w Pa ge Ca na dia n Sa les L L C ( 5 38 4 ), N e w P a ge Consol ida te d Pa pe r s Inc . (8330), N e w Pa ge Corpora t ion(6156), N e w Pa ge Ene rgy Se rv ic e s L L C ( 1 8 38) , N e w Pa ge G roup Inc . (2465). N e w Pa ge H old ing Corpora t ion (6158),N e w P a g e P o r t H a w k e s b u i y H o l d i n g L L C ( 8 330) , N e w Pa ge W iscons in Sys te m Inc . (3332), Rumford Pa pe rC o m p a n y (0427), Upland Resources , Inc . (2996), a nd W ic k li f fe Pa pe r Com pa ny L L C ( 8 2 9 3) . T h e D e b t o rs corpora te head quarters is loca ted a t 8 5 4 0 G a nde r Cre e k D r ive , M ia misburg , O H 45342.


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Name, telephone number, andcomp lete mailing address Nature of claim Indicate if claim(including zip code) of (trade debt, is contingent, EstimatedName ofcreditor creditor and employee, agent, bank loan, unliquidated, amount ofor department of creditor government disputed, or claimfamiliar with claim who m ay contract, etc.) subject to setoff 2be contacted

HSBC BANK USA, 452 Fifth Avenue NewPage $276,187,486NATIONAL New York, New York Group SeniorASSOCIATION 10018 Unsecured P1KFax (212) 525-1300 NotesAttention: Gloria [email protected]

HSBC BANK USA, 452 Fifth Avenue NewPage $234,984 9 53 9NATIONAL New York, New York Holding SeniorASSOCIATION 10018 Unsecured P11


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Name, telephone number, andcomplete mailing address Nature of claim Indicate if claim

(including zip code) of (trade debt, is contingent, EstimatedName of creditor creditor and employee, agent, bank loan, unliquidated, amount of

or department of creditor government disputed, or claimfamiliar with claim who may contract, etc.) subject to setoff 2be contacted

THIELE KAOLIN 520 Kaolin Road Trade Debt $5,181,904COMPANY Sandersville, GA 31082-1056Fax: (478) 5524131Attention: Mike MarkiliePhone: (478) 552-3951

NALCO COMPANY 1601 W Diehl Road Trade Debt $3,454,158Naperville, IL 60563-1252Fax: (800) 288-0878Attention: Sam CasalePhone: (63 0) 305-1000

RUMFORD FALLS 200 Donald Lynch Blvd, Asset Purchase $2,700,000HYDRO LLC Suite 300 Agreement(BROOKFIELD Marlborough, MA 01752 ObligationRENEWABLE POWER, US Fax: (508) 485-5207OPERATIONS) Attention: Mel JigantiPhone: (508) 251-7705

C. REISS COAL 101 IS 8th Street Trade Debt $2,617,878COMPANY Sheboygan, WI 53081Fax: (316) 828-9608Attention: Bill ReissPhone: (920)451-8910

WE S T F RAS E R T IMB E R 858 Beatty Street, Suite Trade Debt $2,525,710CO. LTD 501Vancouver BC V613 IdFax: (604) 683-2097Attention: Jim StymiestPhone: (604) 895.2739


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Name, telephone number, andcomplete mailing address Nature of claim Indicate if claim(including zip code) of (trade debt, is contingent, EstimatedNam e of creditor creditor and employee, agent, bank loan, unliquidated, amount ofor department of creditor government disputed, or claimfamiliar with claim who m ay contract, etc.) subject to setoffbe contacted

EKA CHEMICALS INC. 1775 W Oak Commons Trade Debt $1,892,719S t.Marietta, GA 30062-2254Fax: (770) 321-9962Attention: Craig WhitePhone: (770) 578-0858

CORENSO NORTH 800 Fremont Street Trade Debt $1,853,365AMERICA CORP. Wisconsin Rapids, WI54495Fax: (715) 422-7874Attention: JeffZimmermanPhone: (715) 422-7800

ALLElE WATER 30W Superior Street Trade Debt $1,838,835SERVICES, INC. Duluth, MN 55802(MINNESOTA POWER) Fax: (218) 723-3962Attention: Bob NantiPhone: (218) 722-2641

KAM IN, LLC 822 Huber Road Trade Debt $1,736,876Macon, GA 31217Fax: (478)745-I 116Attention: Warren PoppPhone: (800) 7654823

HART! 262 Bromac Road Trade Debt $1,723,742TRANSPORTATION Bangor, ME 04401SYSTEMS, INC. Fax: (207) 941-0839Attention: Ricky HughesPhone: (800) 341-1586


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Name, telephone number, ancomplete ma iling address Nature of claim Indicate if claim(including zip code) of (trade debt, is contingent, EstimatedName of creditor creditor and employee, agent, bank loan, unliquidated, amount ofor department of creditor government disputed, or claimfamiliar with claim w ho ma y contract, etc.) subject to setoff 2be contacted

CELTIC 7840 Graphics Dr, Suite Trade Debt $1,717,553INTERNATIONAL, INC. 10 0Tinley Park, IL 60477Fax: (708) 460-9324Attention: Mike AmerioPhone: (708) 226-9200

OMYA INC. 39 Main Street Trade Debt $1,693,491Proctor, VT 05765-1178Fax: (513) 672-2446Attention: Bob HurstPhone: (802) 459-3311

QUAD GRAPHICS N63 W23075 Highway Customer setoff $1,693,03574 ProgramSussex, WI 53089-2827Fax: (262) 246-5420Attention: Chris GrondPhone: (414) 566-2253

ACCENTURE LLP 200 Public Square, Suite Trade Debt $1,692,8561900Cleveland, OH 44114Fax: (216) 535-5350Attention: David AboodPhone (216) 535-5000

SCHNEIDER NATIONAL, 3101 Packerland Drive Trade Debt $1,653,955INC. Green Bay, WI 54313Fax: (920) 592-7731Attention: John ShimekPhone: (920) 592-7731


17/22

Name , telephone number, andcomplete mailing address Nature of claim Indicate if claim(including zip code) of (trade debt, is contingent, EstimatedNam e of creditor creditor and employee, agent, bank loan, unliquidated, amount ofor department of creditor government disputed, or claimfamiliar with claim who may contract, etc.) subject to setoff 2be contacted

ARCHER-DANIELS- 4666 Faries Parkway Trade Debt $1,612,763MIDLAND COMPANY Decatur, IL 62526Fax: (800) 644-4648Attention: Mike McLainPhone: (877) 871-72051950 Vaughn Road

KEM IRA CHEM ICALS, Kennesaw, GA 30144INC. Fax: (678) 8194585 Trade Debt $1,610,334Attention: Walt BilynskiPhone: (800) 927-3950457 Rue Marie-Victorin,CP 249Kingsey Falls, QuebecCASCADES INC JOA 1B0 Trade Debt 1,582,167Fax: (800) 646-3171Attention: Tom KurtPhone: (819) 636-5400138 N Blair StreetMorehead, KY 4035 1-KENTUCKY UTILITIES 1516 Trade Debt $1,474,428COMPANY Fax: (859) 367-5839Attention: Chuck LanePhone: (800) 383-55824399 Corporate Road

ASTEN TECHNOLOGIES, Charleston, SC 29405IN C Fax: (843) 202-6278 Trade Debt $1,426,981Attention: JP BouchardPhone: (800) 529-79901256 N McLean BlvdMemphis, TN 38108-BUCKMAN 1297

LABORATORIES INC. Fax: (901) 278-5187Trade Debt $1,194,573

Attention: Tim SchultzPhone: (800) 282-5626


18/22

IN THE UNITED STATES BANKRUPTC Y COURTFOR THE DISTRICT OF DELAW ARE------------------------------------------.x

In reChapter 11RUMFORD PAPER COMPANY,Case No. l l - _ _ _ _ _ ( )Debtor.

--------------------------------------------x

DECLARATION REGARDING CONSOLIDATED LISTOF CREDITORS HOLDING 30 LARGEST UNSECURED CLAIMSI, the undersigned authorized officer of Rum ford Paper Company, nam ed as the

debtor in this case, declare under penalty of p erjury that I have reviewed the Consolidated List ofCreditors Holding 30 Largest Unsecured Claims filed herewith and that it is true and correct tothe best of my information and belief.Dated: _______2011NevIYork, New York

RUMFORD PAPER COMPANYB y:

Name:eorge F. MartinTitle:resident & CEO


19/22

I N TH E U N I TED S TA TES BA N K R U P TC Y C O U R TF O R TH E D I S TR IC T O F D ELA W A R E----------------------- -------------------- - x

In reChapter 11R U M F O R D P A P ER C O M P A N Y ,Case N o. 11-______( )Debtor.

LI ST O F EQ U I TY S EC U R I TY H O LD ER SThe following lists the equity security holders of Rumford Paper Company ,

named as the debtor in this case, as of the date hereof. This list is being filed pursuant to R ule1007(a)(3) of the Federal Rules of B ankruptcy Procedure.

Equity Security Holder Address Number & Kind of InterestNewPage Corporation 8540 Gander Creek DriveMiamisburg, OH 45342 100 shares of Common Stock

Dated: ,2011New York, New YorkRUMFORD PAPER COMPANYBy:

Name: .George F. MartinTitle:resident & C EO


20/22

I N TH E U N I TED S TA TES BA N K R U P TC Y C O U R TF O R TH E D I S TR IC T O F D ELA W A R E- --------------------------------------------------x

In re Chapter IIR U M F O R D P A P ER C O M P A N Y , Case N o. 11-______( )Debtor.---------------------------------------------.x

D EC LA R A TI O N C O N C ER N I N G LI S T O F EQ U I TY S EC U R I TY H O LD ER SI, the undersigned authorized officer of Rumford Paper Com pany, named as the

debtor in this case, declare under penalty of p erjury that I have reviewed the List of Equ itySecurity Holders of Rum ford Paper Com pany, submitted herewith, and that it is true and correctto the best of my information and belief.Dated: ,2011

Ne4 York, New York RUMFORD PAPER COMPANYB y:

& ~ o/w 4Name: 19George F. MartinTitle:resident & CEO


21/22

I N TH E U N I TED S TA TES BA N K R U P TC Y C O U R TF O R TH E D I S TR IC T O F D ELA W A R E-------------------------------------------------

In reChapter 11R U M F O R D P A P ER C O M P A N Y ,CaseNo.1I-_____( )Debtor.

----------------------------------------

C O R P O R A TE O W N ER S H I P STA TEM EN T P U R S U A N T TOFEDERAL RULES OF B ANKR UPTCY PR OCEDU RE 1007(a) (1 ) AND 7007.1Pursuant to Rules 1007(a)(1) and 7007.1 of the Federal Rules of Bankruptcy

Procedure and to enable the Judges to evaluate possible disqualification or recusal, on behalf ofRum ford Paper C ompany , the undersigned certifies that the following entities directly orindirectly own 10% or more of any class of Rum ford Paper Com panys equity interests:

NewPage C orporationNewPage Holding CorporationNewPage Group Inc.New Page Investments LLC / Cerberus Capital Manag ement, L.P.Stora Enso Oyj

Dated: _1,2011NeV York, New YorkRUMFORD PAPER COMPANYBy: AA~~

Name: MartinTitle:resident & CE OCerberus Capital Mana gement, L.P.s interest is partially held through its investment funds.


22/22

I N TH E U N I TED S TA TES BA N K R U P TC Y C O U R TF O R TH E D I S TR IC T O F D ELA W A R E------------------------

In re Chapter 11R U M F O R D P A P ER C O M P A N Y , Ca se No. 11-_____ ( )Debtor.------------

D EC LA R A TI O N C O N C ER N I N G C O R P O R A TE O W N ER S H I P S TA TEM EN TI, the undersigned authorized officer of Rum ford Paper Company, nam ed as the

debtor in this case, declare under penalty of perjury that I have reviewed the CorporateOwnership Statement of Rum ford Paper Comp any, submitted herewith and that it is true andcorrect to the best of my information and belief.Dated: _1,2011New York, New York RUMFORD PAPER COMPANY

By:1 & 4 1 0Name: d George F. MartinTitle:resident & C EO

NYA 644040.9 102764 0000018/31/2011 05:45pm

Documents

NewPage Voluntary Filings for Rumford Paper Co