Mercer Launches Prepackaged Bankruptcy Restructuring with Over 88% Creditor Support

Mercer launches its previously disclosed prepackaged voluntary restructuring process with broad support from key stakeholders; operations continue as usual, unaffected for customers, suppliers, and employees; restructuring expected to complete by end of 2026

NEW YORK, November 9, 2026 -- Mercer International Inc. announced today that it has commenced the next phase of its previously announced comprehensive capital restructuring pursuant to a Restructuring Support Agreement. The agreement has support from holders representing more than 88% of the aggregate outstanding principal amount of its 12.875% senior notes due 2028 and 5.125% senior notes due 2029, including members of an ad hoc group of noteholders.

To implement the transactions contemplated by the RSA, Mercer and a non-operating subsidiary have commenced voluntary prepackaged Chapter 11 proceedings under the U.S. Bankruptcy Code and filed a plan of reorganization with the U.S. Bankruptcy Court for the Southern District of Texas, Houston Division. Mercer's operating subsidiaries have not commenced and will not become parties to the Chapter 11 cases and will continue to operate their businesses in the ordinary course.

Completion of the capital restructuring is subject to customary conditions, including court confirmation of the plan, satisfaction or waiver of the conditions to effectiveness of the plan, and receipt of necessary regulatory approvals. Mercer expects to complete the capital restructuring by the end of calendar year 2026.

Upon completion of the process, Mercer expects to reduce its existing senior notes debt by approximately 88% and eliminate over $100 million in annual cash interest expense. The capital restructuring is also expected to bring approximately $400 million of new capital into the business through a fully underwritten rights offering. Together, these measures are expected to strengthen Mercer's balance sheet, enhance its liquidity, and extend its maturity profile, positioning the company to better navigate current industry and market conditions.

President and Chief Executive Officer Juan Carlos Bueno said: "This filing is a step toward completing our previously announced capital restructuring plan. The transaction is expected to significantly improve our capital structure and position Mercer for long-term success." He continued, "The capital restructuring provides a clear framework for implementing the transactions contemplated by the RSA. Throughout this process, our operations continue as usual, and we remain focused on supporting our employees and working closely with our customers, suppliers, and other business partners. We appreciate the constructive engagement of our supportive stakeholders and look forward to completing the process on the planned timeline and emerging as a stronger company and partner."

In connection with the Chapter 11 cases, Mercer is seeking customary "first day" relief designed to support ordinary-course operations, subject to court approval. Mercer expects the court to consider these requests promptly. Mercer intends to fund its operations during the Chapter 11 cases with cash on hand and cash generated from operations.

As previously disclosed, in connection with this filing, Mercer expects to receive notice from Nasdaq that it has determined to suspend trading in the company's common stock. Further information regarding any such notice, as well as the timing of any trading suspension, will be set forth in a Current Report on Form 8-K to be filed with the SEC. Mercer's common stock currently continues to trade on Nasdaq under the ticker symbol "MERC."

If trading of the common stock is suspended on Nasdaq, Mercer expects that its common stock may be quoted on an over-the-counter market. However, there can be no assurance that the common stock will be quoted on the over-the-counter market or that an active trading market will exist.

Advisors
Houlihan Lokey is serving as investment banker, Alvarez & Marsal is serving as financial advisor, and Latham & Watkins LLP, Sangra Moller LLP, and Hunton Andrews Kurth LLP are serving as legal counsel to the company. Ducera Partners LLC is serving as financial advisor to the ad hoc group, and Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as its legal counsel. Stretto, Inc. is serving as claims and solicitation agent in the capital restructuring.

Additional Information
Court filings and information about the Chapter 11 cases are available on the website maintained by Mercer's claims and solicitation agent, Stretto, Inc., at , by calling 333-9454 or for non-U.S./Canada callers +1 525-4708, or by emailing MercerInquiries@stretto.com.

About Mercer International Inc.
Mercer International Inc. is a global forest products company with operations in Germany, the United States, and Canada, with combined annual production capacity of 2.1 million tonnes of pulp, 1.023 billion board feet of lumber, 210,000 cubic meters of cross-laminated timber, 45,000 cubic meters of glulam, 17 million pallets, and 230,000 metric tonnes of biofuel. For more information about the company, visit www.mercerint.com.

Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995 and applicable Canadian securities laws, including statements regarding the capital restructuring and the plan and their expected terms, and the company's operations, liquidity, and business plans. These statements are based on current expectations and involve risks and uncertainties that could cause actual results to differ materially, including risks and uncertainties related to the Chapter 11 cases, such as the impact of the Chapter 11 cases on the company's business, liquidity, results of operations, and relationships with employees, customers, suppliers, and other stakeholders; whether the plan will be accepted by creditors and confirmed by the court; the company's ability to satisfy or obtain waivers of the conditions required to complete the plan and the transactions contemplated by the RSA; the duration and ultimate outcome of the Chapter 11 cases; the timing, amount, and form of any recoveries received by stakeholders; diversion of management attention due to the Chapter 11 cases; increased legal, advisory, and administrative costs; the company's ability to retain key personnel and maintain contracts essential to its operations; actions and decisions of creditors, shareholders, regulators, and other stakeholders; risks related to the potential suspension of trading or delisting of the company's common stock from the Nasdaq Global Select Market; conditions in the pulp, lumber, and mass timber markets; and other operational and business risks, including those described under "Risk Factors" in the company's most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q filed with the U.S. Securities and Exchange Commission. Forward-looking statements speak only as of the date of this press release, and the company undertakes no obligation to update these statements except as required by law.

Approved by:
William D. McCartney
Chairman 684-1099

Juan Carlos Bueno
Chief Executive Officer 684-1099