Sylvamo proposes Europe sale for 20% of distributions

The proposed transfer would cover paper mills in France and Sweden, forestry and support operations, with closing expected by the end of the first quarter of 2027.

Available on EDGAR 11/06/2026 - 06:05 AM EST Accepted by SEC EDGAR 11/06/2026 - 06:02 AM EST Learn about SEC filing dates

Rhea-AI Filing Summary

Sylvamo Corporation (SLVM) announced that it is entering into a put option agreement with Midas Atlantic Partners, in partnership with The Najafi Companies, for a binding offer to acquire Sylvamo’s Europe business. The business includes uncoated freesheet paper mills in Saillat, France, and Nymolla, Sweden, along with forestry and supporting operations. The proposed transfer would include an agreed level of working capital and cash, in exchange for a right to receive 20% of future distributions.

Before making a final decision, Sylvamo will conduct applicable consultations with works councils and employee representatives under local laws. Once consultations are complete, the parties expect to enter into a definitive share purchase agreement. Closing is expected by the end of the first quarter of 2027; Sylvamo also cited works council approvals, regulatory approvals and other closing conditions among the risks to completing the proposed sale.

8-K Event Classification

2 items: 7.01, 9.01

2 items

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

Key Figures

Share of future distributions: 20% Net sales: $3.4 billion Colleagues: More than 6,500 +1 more

4 metrics

Share of future distributions 20% Right to receive under the proposed transaction

Net sales $3.4 billion 2025

Colleagues More than 6,500 Company-wide

Expected closing By the end of the first quarter of 2027 Proposed Europe business transaction

Key Terms

put option agreement, working capital, works councils, definitive share purchase agreement

4 terms

put option agreement financial

"entering into a put option agreement"

A put option agreement is a contract that gives its holder the right to sell a specified number of shares at an agreed price within a set period. Think of it like an insurance policy that guarantees you can offload stock at a known price if the market falls; for investors it provides downside protection but can also create obligations for the counterparty (often the company) to buy back shares, which can affect cash flows and ownership stakes.

working capital financial

"an agreed level of working capital and cash"

Working capital is the money a business has available to cover its daily expenses, like paying bills and buying supplies. It’s like the cash in your wallet that helps you handle everyday costs; having enough ensures the business can operate smoothly without running into money shortages.

works councils regulatory

"consultation processes with works councils"

definitive share purchase agreement financial

"enter into a definitive share purchase agreement"

A definitive Share Purchase Agreement is a final, official document that confirms the details of a sale where one person or company agrees to buy shares from another. It matters because it legally locks in the agreed terms, making sure both sides understand and follow through with the deal. Think of it as the final contract that makes the purchase official.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What does SLVM’s proposed Europe business transaction include?

The proposed transaction includes Sylvamo’s uncoated freesheet paper mills in Saillat, France, and Nymolla, Sweden, as well as its forestry and supporting business operations.

What approvals and steps are involved in SLVM’s proposed Europe sale?

Sylvamo said it will conduct applicable consultations with works councils and employee representatives under local laws before making a final decision. The company also cited works council approvals, regulatory approvals and other closing conditions among the risks to completing the proposed sale.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Sylvamo Corp false 0001856485 0001856485 2026-11-06 2026-11-06

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (date of earliest event reported): November 6, 2026

SYLVAMO CORPORATION

(Exact name of registrant as specified in its charter)

Commission file number 001-40718

Delaware		86-2596371
(State or other jurisdiction of incorporation)		(I.R.S. Employer Identification No.)

6077 Primacy Parkway, Memphis, Tennessee		38119
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (901) 519-8000

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

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

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

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

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Stock, $1 per share par value		SLVM		New York Stock Exchange

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

Emerging growth company ☐

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

EXPLANATORY NOTE

The information in this Report, including the exhibit, is being furnished pursuant to Item 7.01 of Form 8-K and General Instruction B.2 thereunder. Such information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

SECTION 7 – Regulation FD

Item 7.01 Regulation FD Disclosure.

On November 6, 2026, Sylvamo Corporation (the “Company”) announced that it is entering into a put option agreement with Midas Atlantic Partners, in partnership with The Najafi Companies, for a binding offer to acquire the Company’s Europe business (the “Offer”). The Offer is for the business to be transferred to Midas Atlantic Partners with an agreed level of working capital and cash in exchange for the right to receive 20% of future distributions of the business.

Before making any final decision concerning the Offer, the Company will conduct applicable consultation processes with works councils and employee representatives in accordance with local laws. Once consultation processes are complete, the parties expect to enter into a definitive share purchase agreement to transfer the business to Midas Atlantic Partners. Closing is expected by the end of the first quarter of 2027. The potential transaction is subject to various risks, uncertainties and other factors, as noted below under the heading “Forward-Looking Statements”.

A copy of the Company’s press release announcing receipt of the binding offer is furnished pursuant to item 7.01 as Exhibit 99.1

Forward-Looking Statements

This current report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including, without limitation, statements concerning consultation with works councils, entry into a share purchase agreement and transaction timing. Any or all forward-looking statements may turn out to be incorrect, and the Company’s actual actions and results could differ materially from what they express or imply, because they involve known and unknown risks, uncertainties and other factors, many of which are beyond the Company’s control. These risks, uncertainties, and other factors include, but are not limited to, the Company’s ability to successfully complete the proposed sale, including satisfying conditions related to works council approvals, obtaining regulatory approvals and meeting other conditions to closing, as well as the risks disclosed in the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the U.S. Securities and Exchange Commission (the “SEC”) and in our subsequent filings with the SEC, available on our website, Sylvamo.com. These forward-looking statements reflect our current expectations, and we undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.

Item 9.01 Financial Statements and Exhibits.

Exhibit Number		Description
99.1		Press Release of Sylvamo Corporation dated November 6, 2026
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date: November 6, 2026				Sylvamo Corporation
				By:		/s/ Matthew Barron
				Name:		Matthew Barron
				Title:		Senior Vice President and Chief Administrative and Legal Officer

Exhibit 99.1

NEWS RELEASE

Sylvamo Announces Plans to Sell Europe Business

MEMPHIS, Tenn. – Nov. 6, 2026 – Sylvamo (NYSE: SLVM) is entering into a put option agreement with Midas Atlantic Partners, in partnership with The Najafi Companies, for a binding offer to acquire the company’s Europe business, including its uncoated freesheet paper mills in Saillat, France, and Nymolla, Sweden, as well as its forestry and supporting business operations.

Sylvamo will conduct applicable consultation processes with works councils and employee representatives in accordance with local laws before making any final decision. Once consultation processes are complete, the parties expect to enter into a definitive share purchase agreement to transfer the business to Midas Atlantic Partners with an agreed level of working capital and cash in exchange for the right to receive 20% of future distributions. Closing is expected by the end of the first quarter of 2027.

“We believe this potential transaction represents an important strategic step for our Europe business and Sylvamo. In Europe, it would create the opportunity to move forward with an owner experienced in corporate carve-outs and positioning businesses for long-term success. After the proposed transaction, Sylvamo would be a more focused company, with greater ability to invest in our business, strengthen our performance and pursue world-class excellence. We believe that focus will make us a stronger company and better position us to create sustainable value for our employees, customers and investors,” said John Sims, chief executive officer.

Company leaders will discuss the announcement during its quarterly earnings webcast Nov. 6 at 10 a.m. EST.

About Sylvamo 

Sylvamo (NYSE: SLVM) is the world’s paper company with mills in Europe, Latin America and North America. Our vision is to be the employer, supplier and investment of choice. We transform renewable resources into papers that people depend on for education, communication and entertainment. Headquartered in Memphis, Tennessee, we employ more than 6,500 colleagues. Net sales for 2025 were $3.4 billion. For more information, please visit Sylvamo.com.

About Midas Atlantic Partners

Midas Atlantic is a private equity group investing in global corporate carve-outs and special situations with clear value creation potential. With a transatlantic presence and international roots, the firm partners with corporates and other non-natural owners globally looking to divest non-core assets across most sectors. Midas Atlantic invests without fund life constraints, enabling it to take a creative approach to transaction structuring, stay invested through market cycles and build value over time. For more information, visit www.midasatlantic.com.

About The Najafi Companies

The Najafi Companies is an international private investment firm founded by Jahm Najafi in 2002. Investing exclusively its internally generated capital, the firm pursues a strategy of concentration rather than diversification, making highly selective, long-term investments across industries. The Najafi Companies has a long track record of acquiring corporate carve-outs across various industries and is Midas Atlantic Partners’ principal investment partner. Its portfolio includes significant holdings globally across a variety of sectors, including media and sports. For more information, visit www.najafi.com.

Forward-Looking Statements

This news release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including, without limitation, statements pertaining to consultation with works councils, entry into a share purchase agreement and transaction timing. Any or all forward-looking statements may turn out to be incorrect, and our actual actions and results could differ materially from what they express or imply, because they involve known and unknown risks, uncertainties and other factors, many of which are beyond our control. These risks, uncertainties, and other factors include, but are not limited to, Sylvamo’s ability to successfully complete the proposed sale, including satisfying conditions related to works council approvals, obtaining regulatory approvals and meeting other conditions to closing, as well as the risks disclosed in the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended Dec. 31, 2025, filed with the U.S. Securities and Exchange Commission (SEC) and in our subsequent filings with the SEC, available on our website, Sylvamo.com. These forward-looking statements reflect our current expectations, and we undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.

###

Investor Contact: Hans Bjorkman, 901-519-8030, hans.bjorkman@sylvamo.com

Media Contact: Adam Ghassemi, 901-519-8115, adam.ghassemi@sylvamo.com

Filing Exhibits & Attachments

4 documents

Press Releases

• EX-99.1 EX-99.1 7.5 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 3.1 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 16.8 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 10.6 KB