FORM
6-K
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
Report
of
Foreign Private Issuer
Pursuant
to Rule 13a-16 or 15d-16
under
the
Securities Exchange Act of 1934
For
the
month of December, 2007
Commission
file number: 1-14872
SAPPI
LIMITED
(Translation
of registrant’s name into English)
48
Ameshoff Street
Braamfontein
Johannesburg
2001
REPUBLIC
OF SOUTH AFRICA
(Address
of principal executive offices)
Indicate
by check mark whether the registrant files or will file annual reports under
cover of Form 20-F or Form 40-F.
|
Form
20-F
|
X
-------
|
Form
40-F
|
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b) (1):
Indicate
by check mark if the registrant is submitting the Form 6-K in paper as permitted
by Regulation S-T Rule 101(b) (7):
Indicate
by check mark whether by furnishing the information contained in this Form,
the
registrant is also thereby furnishing the information to the Commission pursuant
to Rule 12g3-2(b) under the Securities Exchange Act of 1934.
If
“Yes”
is marked, indicate below the file number assigned to the registrant in
connection with Rule 12g3-2(b): 82-
INCORPORATION
BY REFERENCE
Sappi
Limited’s SENS Announcement, dated December 14, 2007, announcing the
issuance of audited annual financial statements for the year ended
September 30, 2007, furnished by the Registrant under this Form 6-K is
incorporated by reference into (i) the Registration Statements on Form S-8
of the Registrant and its subsidiaries filed December 23, 1999 and December
15,
2004 in connection with The Sappi Limited Share Incentive Scheme, (ii) the
Section 10(a) Prospectus relating to the offer and sale of the Registrant
and
its subsidiaries’ shares to Participants under The Sappi Limited Share Incentive
Scheme, (iii) the Registration Statements on Form S-8 of the Registrant and
its subsidiaries filed December 15, 2004 and December 21, 2005 in connection
with The Sappi Limited 2004 Performance Share Incentive Plan and (iv) the
Section 10(a) Prospectus relating to the offer and sale of the Registrant
and
its subsidiaries’ shares to Participants under The Sappi Limited 2004
Performance Share Incentive Plan.
FORWARD-LOOKING
STATEMENTS
In
order
to utilize the “Safe Harbor” provisions of the United States Private Securities
Litigation Reform Act of 1995 (the “Reform Act”), Sappi Limited (the “Company”)
is providing the following cautionary statement. Except for historical
information contained herein, statements contained in this Report on Form
6-K
may constitute “forward-looking statements” within the meaning of the Reform
Act. The words “believe”, “anticipate”, “expect”, “intend”, “estimate “, “plan”,
“assume”, “positioned”, “will”, “may”, “should”, “risk” and other similar
expressions which are predictions of or indicate future events and future
trends
which do not relate to historical matters identify forward-looking statements.
In addition, this Report on Form 6-K may include forward-looking statements
relating to the Company’s potential exposure to various types of market risks,
such as interest rate risk, foreign exchange rate risk and commodity price
risk.
Reliance should not be placed on forward-looking statements because they
involve
known and unknown risks, uncertainties and other factors which are in some
cases
beyond the control of the Company, together with its subsidiaries (the “Group”),
and may cause the actual results, performance or achievements of the Group
to
differ materially from anticipated future results, performance or achievements
expressed or implied by such forward-looking statements (and from past results,
performance or achievements). Certain factors that may cause such differences
include but are not limited to: the highly cyclical nature of the pulp and
paper
industry; pulp and paper production, production capacity, input costs including
raw material, energy and employee costs, and pricing levels in North America,
Europe, Asia and southern Africa; any major disruption in production at the
Group’s key facilities; changes in environmental, tax and other laws and
regulations; adverse changes in the markets for the Group’s products; any
delays, unexpected costs or other problems experienced with any business
acquired or to be acquired; consequences of the Group’s leverage; adverse
changes in the South African political situation and economy or the effect
of
governmental efforts to address present or future economic or social problems;
and the impact of future investments, acquisitions and dispositions (including
the financing of investments and acquisitions) and any delays, unexpected
costs
or other problems experienced in connection with dispositions. These and
other
risks, uncertainties and factors are discussed in the Company’s Annual Report on
Form 20-F and other filings with and submissions to the Securities and Exchange
Commission, including
this Report on Form 6-K. Shareholders and prospective investors are cautioned
not to place undue reliance on these forward-looking statements. These
forward-looking statements are made as of the date of the submission of this
Report on Form 6-K and are not intended to give any assurance as to future
results. The Company undertakes no obligation to publicly update or revise
any
of these forward-looking statements, whether to reflect new information or
future events or circumstances or otherwise.
SAPPI
LIMITED
(Incorporated
in the Republic of South Africa)
Registration
number: 1936/008963/06
JSE
share
code: SAP
ISIN
code:
("SAPPI"
or "the company")
ISSUE
OF AUDITED ANNUAL FINANCIAL STATEMENTS
Further
to the SAPPI reviewed preliminary results for the year ended 30
September 2007, which were published on 08 November 2007, shareholders are
advised that the annual financial statements are expected to be dispatched
to
shareholders on 14 December 2007. The annual financial statements will also
be
available online on the SAPPI website (www.sappi.com) from the
date of dispatch.
Sappi
intends to file its annual report on Form 20-F with the United States Securities
and Exchange Commission on 14 December 2007. Once filed, this document will
also
be available on www.sappi.com
The
annual financial statements have been audited by SAPPI's
auditors, Deloitte & Touche. Their unqualified report is available for
inspection at the company's registered office.
Shareholders’
attention is drawn to a re-classification to the reviewed preliminary results.
This re-classification is summarised below.
RE-CLASSIFICATION
OF REVIEWED PRELIMINARY RESULTS
Sappi
has
re-classified an item in its previously reported consolidated cash flow
statement for the years ended September 2007 and 2006. Contributions to post
employment benefit funds, previously disclosed in cash utilised in investing
activities have now been disclosed in cash retained from operating activities.
Although the treatment of the amount paid for post employment benefits was
specifically identified in the consolidated cash flow statement, management
believes, in the absence of definitive IFRS guidance, the re-classification
is a
preferred presentation. In addition, it will make it easier for investors
to
compare our results with those of other companies who report using US generally
accepted accounting practices.
The
table
below sets out the impact of this re-classification. The re-classification
has
no impact on the group's income statement, balance sheet or the change in
cash
and cash equivalents reported for the years ended September 2007 and
2006.
CONSOLIDATED
CASH FLOW STATEMENT
|
US$
million
|
Year
end
September
2007
|
Year
end
September
2006
|
| |
|
|
|
Cash
retained from operating activities (previously reported)
|
489
|
228
|
|
Adjustment
for reclassification of post employment benefits
|
(101)
|
(68)
|
|
Revised
cash retained from operating activities
|
388
|
160
|
| |
|
|
|
Cash
utilised in investing activities (previously reported)
|
(465)
|
(355)
|
|
Adjustment
for reclassification of post employment benefits
|
101
|
68
|
|
Revised
cash utilised in investing activities
|
(364)
|
(287)
|
| |
|
|
NOTICE
OF ANNUAL GENERAL MEETING
Notice
is
hereby given that the annual general meeting of shareholders of
SAPPI will be held at the registered office of the company in
the Auditorium, ground floor, 48 Ameshoff Street, Braamfontein, Johannesburg
on
Monday 03 March 2008 at 14:30 to transact businesses as stated in the notice
of
the annual general meeting forming part of the annual financial
statements.
Braamfontein
14
December 2007
Sponsor
to SAPPI: UBS South Africa (Pty) Ltd
Auditors
and reporting accountants to SAPPI: Deloitte &
Touche
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, thereunto
duly authorized.
Date: December
18, 2007
|
SAPPI
LIMITED,
|
|
by
|
/s/
Laurence Newman |
| |
Name:
Laurence Newman
Title:
Group Financial
Controller
|