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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14A

PROXY STATEMENT PURSUANT TO SECTION 14(a) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

Filed by the Registrant    ☒
Filed by a party other than the Registrant    ☐

Check the appropriate box:

 

☐ Preliminary Proxy Statement
☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
☐ Definitive Proxy Statement
☒ Definitive Additional Materials
☐ Soliciting Material Pursuant to §240.14a-12

 

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MERCER INTERNATIONAL INC.

(Name of Registrant as Specified in its Charter)

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☒ No fee required.

 

☐ Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.

 

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  (3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

 

  (4) Proposed maximum aggregate value of transaction:

 

  (5) Total fee paid:

 

☐ Fee paid previously with preliminary materials.

 

☐ Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.

 

  (1) Amount Previously Paid:

 

  (2) Form, Schedule or Registration Statement No.:

 

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Mercer International Inc.
IMPORTANT ANNUAL MEETING INFORMATION
Vote by Internet
• Go to www.investorvote.com/merc
• Or scan the QR code with your smartphone
• Follow the steps outlined on the secure website
Shareholder Meeting Notice
Important Notice Regarding the Availability of Proxy Materials for the Mercer International Inc. Shareholder Meeting to be Held on May 31, 2017
Under Securities and Exchange Commission rules, you are receiving this notice that the proxy materials for the annual shareholders’ meeting are available on the Internet. Follow the instructions below to view the materials and vote online or request a copy. The items to be voted on and location of the annual meeting are on the reverse side. Your vote is important!
This communication presents only an overview of the more complete proxy materials that are available to you on the Internet. We encourage you to access and review all of the important information contained in the proxy materials before voting. The proxy statement and annual report to shareholders are available at:
www.investorvote.com/merc
Easy Online Access — A Convenient Way to View Proxy Materials and Vote
When you go online to view materials, you can also vote your shares. Step 1: Go to www.investorvote.com/merc.
Step 2: Click on the icon on the right to view current meeting materials.
Step 3: Return to the investorvote.com window and follow the instructions on the screen to log in. Step 4: Make your selection as instructed on each screen to select delivery preferences and vote.
When you go online, you can also help the environment by consenting to receive electronic delivery of future materials.
Obtaining a Copy of the Proxy Materials – If you want to receive a copy of these documents, you must request one. There is no charge to you for requesting a copy. Please make your request for a copy as instructed on the reverse side on or before May 17, 2017 to facilitate timely delivery.
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Shareholder Meeting Notice
Mercer International Inc.’s Annual Meeting of Shareholders will be held on May 31, 2017 in Oceanview Suite 7, R- Restaurant Level, Pan Pacific Hotel, 999 Canada Place, Vancouver, British Columbia, Canada, at 10:00a.m. (Vancouver time)
Proposals to be voted on at the meeting are listed below along with the Board of Directors’ recommendations.
The Board of Directors recommends a vote “FOR” each of the nominees listed in Mercer’s proxy statement and “FOR” Proposals 2, 3 and 4:
1. Election of Directors.
2. Ratification of the selection of PricewaterhouseCoopers LLP as independent registered public accounting firm for 2017.
3. Approval of the advisory (non-binding) resolution to approve executive compensation.
4. Approval of the amendment to the Mercer International Inc. 2010 Stock Incentive Plan and the extension of it’s expiring date.
5. In his discretion, the proxyholder is authorized to vote upon such other business as may properly come before the meeting.
PLEASE NOTE – YOU CANNOT VOTE BY RETURNING THIS NOTICE. To vote your shares you must vote online or request a paper copy of the proxy materials to receive a proxy card. If you wish to attend and vote at the meeting, please bring this notice with you.
Mercer International Inc. 2017 Annual Meeting of Shareholders
Wednesday, May 31, 2017 Directions
Doors open at 9:30 a.m. (Vancouver time) Driving directions to the meeting location may be obtained by contacting Meeting begins at 10:00 a.m. (Vancouver time) Daniela Navarria of Mercer International at dnavarria@mercerint.com or (604) 639-4602.
Oceanview Suite 7, R-Restaurant Level Pan Pacific Hotel 999 Canada Place Vancouver, British Columbia, Canada
Here’s how to order a copy of the proxy materials and select a future delivery preference:
Paper copies: Current and future paper delivery requests can be submitted via the telephone, Internet or email options below.
Email copies: Current and future email delivery requests must be submitted via the Internet following the instructions below. If you request an email copy of current materials you will receive an email with a link to the materials.
PLEASE NOTE: You must use the number in the shaded bar on the reverse side when requesting a set of proxy materials. g Internet – Go to www.investorvote.com/merc. Follow the instructions to log in and order a copy of the current meeting materials and submit your preference for email or paper delivery of future meeting materials. g Telephone – Call us free of charge at 1-866-641-4276 and follow the instructions to log in and order a paper copy of the materials by mail for the current meeting. You can also submit a preference to receive a paper copy for future meetings. g Email – Send email to investorvote@computershare.com with “Proxy Materials Mercer International Inc.” in the subject line. Include in the message your full name and address, plus the number located in the shaded bar on the reverse, and state in the email that you want a paper copy of current meeting materials. You can also state your preference to receive a paper copy for future meetings.
To facilitate timely delivery, all requests for a paper copy of the proxy materials must be received by May 17, 2017.
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