UNITED STATES SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2012MARCH 31, 2013

FOR THE TRANSITION PERIOD FROM         TO                    

COMMISSION FILE NUMBER: 001-33776

RESOLUTE FOREST PRODUCTS INC.

(Exact name of registrant as specified in its charter)

111 Duke Street, Suite 5000; Montreal, Quebec; Canada H3C 2M1

(Address of principal executive offices) (Zip Code)

(514) 875-2515

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.Yesdays. Yesþ   No¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yesþ   No¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes¨   Noþ

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yesþ   No¨

As of October 31, 2012,April 30, 2013, there were 96,208,27294,762,566 shares of Resolute Forest Products Inc. common stock outstanding.

RESOLUTE FOREST PRODUCTS INC.

TABLE OF CONTENTS

RESOLUTE FOREST PRODUCTS INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited, in millions, except per share amounts)

See accompanying notes to unaudited interim consolidated financial statements.

RESOLUTE FOREST PRODUCTS INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME (LOSS)

(Unaudited, in millions)

See accompanying notes to unaudited interim consolidated financial statements.

RESOLUTE FOREST PRODUCTS INC.

CONSOLIDATED BALANCE SHEETS

(Unaudited, in millions, except per share amount)

See accompanying notes to unaudited interim consolidated financial statements.

RESOLUTE FOREST PRODUCTS INC.

CONSOLIDATED STATEMENTSTATEMENTS OF CHANGES IN EQUITY

(Unaudited, in millions)

As of December 31, 2010, the balance of noncontrolling interests was $278 million. During the nine months ended September 30, 2011, amounts attributable to noncontrolling interests consisted of net income of $2 million, dividends and distribution paid of $19 million, acquisition of a noncontrolling interest of $105 million, disposition of a noncontrolling interest of $99 million, contribution of capital of $15 million and other comprehensive income of $1 million, net of tax, which resulted in a balance of noncontrolling interests of $73 million as of September 30, 2011.

See accompanying notes to unaudited interim consolidated financial statements.

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CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited, in millions)

See accompanying notes to unaudited interim consolidated financial statements.

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Notes to Unaudited Interim Consolidated Financial Statements

Note 1. Organization and Basis of Presentation

Nature of operations

Resolute Forest Products Inc. (with its subsidiaries and affiliates, either individually or collectively, unless otherwise indicated, referred to as “Resolute Forest Products,” “we,” “our,” “us” or the “Company”) is incorporated in Delaware. We are a global leader in the forest products industry, with a diverse range of products, including newsprint, coated and specialty papers, market pulp and wood products. We own or operateindustry; operating pulp and paper mills and wood products facilities in the United States, Canada and South Korea.

On November 7, 2011, we began doing business as Resolute Forest Products. At the annual meetingKorea, and power generation assets in Canada. We offer a diverse range of shareholders on May 23, 2012, the shareholders approved an amendment to our certificate of incorporation to change our corporate name from AbitibiBowater Inc. to Resolute Forest Products Inc., effective May 24, 2012. The ticker symbol for our common stock was changed from “ABH” to “RFP” on the New York Stock Exchange on May 24, 2012products, including newsprint, specialty papers, market pulp and on the Toronto Stock Exchange on May 28, 2012.wood products.

Financial statements

Our interim consolidated financial statements are unaudited and have been prepared in accordance with the requirements of the United States Securities and Exchange Commission (the “SEC”) for interim reporting. Under those rules, certain footnotes and other financial information that are normally required by United States generally accepted accounting principles (“U.S. GAAP”) may be condensed or omitted. In our opinion, all adjustments (consisting of normal recurring adjustments) necessary for the fair presentation of the unaudited interim consolidated financial statements have been made. All amounts are expressed in U.S. dollars, unless otherwise indicated. The results for the interim period ended September 30, 2012March 31, 2013 are not necessarily indicative of the results to be expected for the full year. These unaudited interim consolidated financial statements should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2011,2012, filed with the SEC on February 29, 2012.March 1, 2013. Certain prior period amounts in our Consolidated Balance Sheets, Consolidated Statements of Cash Flows and footnotes have been reclassified to conform to the 20122013 presentation. The reclassifications had no effect on total assets, cash and cash equivalents or net cash provided by operating activities.

Note 2. Acquisition of Fibrek Inc.

Overview

On December 15, 2011, we announced an offer to purchase all of the issued and outstanding shares of Fibrek Inc. (“Fibrek”), a producer and marketer of virgin and recycled kraft pulp, operating three mills. On May 2, 2012, we acquired a controlling interest in Fibrek and began consolidating the results of operations, financial position and cash flows of Fibrek in our consolidated financial statements.

The acquisition of Fibrek grew our overall market pulp segment and our virgin kraft pulp capacity in particular, providing a better overall balance to our product offering. We believe that the integration of Fibrek’s Saint-Félicien, Quebec mill will result in certain operational synergies as it now operates as an integrated facility, with chips supplied from our regional sawmills.

Our acquisition of Fibrek was achieved in stages. In connection with the offer, between April 11, 2012 and April 25, 2012, we acquired approximately 48.8% of the then outstanding Fibrek shares. On May 2, 2012, we acquired additional shares of Fibrek, after which we owned a controlling interest in Fibrek (approximately 50.1% of the then outstanding Fibrek shares) and Fibrek became a consolidated subsidiary. After May 2, 2012, we acquired additional shares of Fibrek and, as of May 17, 2012, the offer expiry date, we owned approximately 74.6% of the then outstanding Fibrek shares. On July 31, 2012, we completed the second step transaction for the remaining 25.4% of the outstanding Fibrek shares, pursuant to which we distributed aggregate additional consideration of approximately 0.5 million shares and Cdn$10 million ($10 million, based on the exchange rate in effect on July 31, 2012). As aggregate consideration for all of the Fibrek shares purchased, we distributed approximately 3.3 million shares of our common stock and Cdn$63 million ($63 million, based on the exchange rates in effect on each of the dates we acquired the shares of Fibrek) in cash. The remaining portion of the consideration, expected to be approximately Cdn$14 million ($14 million, based on the exchange rate in effect on September 30, 2012), will only be paid out upon settlement or judicial determination of the fair value of claims by dissenting shareholders of Fibrek and was recorded in “Other long-term liabilities” in our Consolidated Balance Sheet as of September 30, 2012.

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Notes to Unaudited Interim Consolidated Financial Statements

Initial investment

As noted above, we held an equity interest in Fibrek before we obtained control of Fibrek on May 2, 2012 (the “acquisition date”). We accounted for our initial equity investment in Fibrek as an available for sale investment since we had no ability to exert significant influence over Fibrek at any time prior to acquiring a controlling interest on May 2, 2012.

Acquisition of controlling interest

The acquisition of a controlling interest in Fibrek on May 2, 2012 was accounted for as a business combination in accordance with the acquisition method of accounting pursuant to Financial Accounting Standards Board Accounting Standards Codification 805, “Business Combinations,” which requires recording identifiable assets acquired and liabilities assumed at fair value (except for deferred income taxes and pension and other postretirement benefit (“OPEB”) plan obligations). Additionally, on the acquisition date, we remeasured our initial equity investment in Fibrek at the acquisition-date fair value. The acquisition-date fair value of our previously-held equity interest in Fibrek was $58 million, resulting in a loss of $1 million, which was recorded in “Other income (expense), net” in our Consolidated Statements of Operations for the nine months ended September 30, 2012.

In connection with the acquisition, we also assumed $121 million of Fibrek’s outstanding indebtedness. For additional information, see Note 11, “Long-Term Debt.”

The following summarizes the fair value as of the acquisition date of all of the consideration transferred through May 2, 2012 to acquire our controlling interest in Fibrek:

The acquisition-date fair value of our common stock issued as part of the consideration transferred for Fibrek was determined based on the closing market price of our common stock on the acquisition date.

The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on our estimates of their fair values on the acquisition date.

RESOLUTE FOREST PRODUCTS INC.

Notes to Unaudited Interim Consolidated Financial Statements

The following summarizes our allocation of the purchase price to the fair value of assets acquired and liabilities assumed:

The fair value of the consideration transferred plus the fair value of the noncontrolling interest approximated the fair value of the net assets acquired. Therefore, no goodwill or gain was recognized at the acquisition date. The acquisition-date fair value of the noncontrolling interest in Fibrek was determined based on the market price we paid for Fibrek’s common stock on the acquisition date.

We identified amortizable intangible assets related to energy contracts, which have a weighted-average amortization period of approximately 23 years. The fair value of the amortizable intangible assets was determined based on the discounted cash flow method.

Fibrek’s results of operations have been included in our consolidated financial statements beginning on the acquisition date and are included in the market pulp segment. The amount of Fibrek’s sales and net loss included in our Consolidated Statements of Operations were $94 million and $15 million, respectively, for the three months ended September 30, 2012 and were $168 million and $13 million, respectively, for the nine months ended September 30, 2012. Additionally, “Selling, general and administrative expenses” in our Consolidated Statements of Operations for the nine months ended September 30, 2012 included $7 million of transaction costs associated with the acquisition of our controlling interest in Fibrek.

RESOLUTE FOREST PRODUCTS INC.

Notes to Unaudited Interim Consolidated Financial Statements

The following unaudited pro forma information for the three and nine months ended September 30, 2012 and 2011 represents our results of operations as if the acquisition of Fibrek had occurred on January 1, 2011. This pro forma information does not purport to be indicative of the results that would have occurred for the periods presented or that may be expected in the future.

The unaudited pro forma net income (loss) attributable to Resolute Forest Products Inc. for the nine months ended September 30, 2012 excludes $18 million of both our and Fibrek’s transaction costs associated with the acquisition.

Acquisition of noncontrolling interest

Subsequent to the May 2, 2012 acquisition date, we acquired the remaining noncontrolling interest in Fibrek, which we accounted for as equity transactions whereby we adjusted the carrying amount of the noncontrolling interest in Fibrek to reflect the change in our ownership interest in Fibrek. As consideration for this additional equity interest in Fibrek, we distributed approximately 1.4 million shares of our common stock and Cdn$27 million ($27 million, based on the exchange rates in effect on each of the dates we acquired the shares of Fibrek) in cash. Transaction costs of approximately $1 million associated with the acquisition of the noncontrolling interest in Fibrek were recorded in “Additional paid-in capital” in our Consolidated Balance Sheet as of September 30, 2012.

Note 3.2. Closure Costs, Impairment and Other Related Charges

Closure costs, impairment and other related charges for the three and nine months ended September 30, 2012 and 2011March 31, 2013 were comprised of the following:

Accelerated depreciation

DuringClosure costs, impairment and other related charges for the three months ended September 30,March 31, 2012 we recorded accelerated depreciation charges of $1 million related to certain assets. During the three months ended September 30, 2011, we recorded accelerated depreciation charges of $1 million related to the permanent closure of our Saint-Prime, Quebec remanufacturing wood products facility. During the nine months ended September 30, 2011, we also recorded accelerated depreciation charges of $1 million related to the permanent closure of a de-inking line at our Alma, Quebec paper mill, $2 million related to the permanent closure of a paper machine and a thermomechanical pulp line at our Baie-Comeau, Quebec paper mill and $1 million as a resultwere comprised of the decision to cease paperboard production at our Coosa Pines, Alabama paper mill.

RESOLUTE FOREST PRODUCTS INC.

Notes to Unaudited Interim Consolidated Financial Statements

Impairment of assets held for sale

During the nine months ended September 30, 2012, we recorded long-lived asset impairment charges of $63 million (including a $7 million writedown of an asset retirement obligation for environmental liabilities) related to assets held for sale in our interest in Bowater Mersey Paper Company Limited (our “Mersey operations”) in Nova Scotia to reduce the carrying value of our net assets to fair value less costs to sell. During the three months ended September 30, 2012, we recorded a $7 million reversal of these impairment charges to increase the carrying value of our net assets in our Mersey operations to our revised estimate of fair value less costs to sell, without exceeding their net carrying value as of the date the decision to sell was made.

Impairment of long-lived assets

During the three months ended September 30, 2012, we recorded long-lived asset impairment charges of $1 million related to the indeterminate idling of a paper machine at our Catawba, South Carolina paper mill. During the three months ended September 30, 2011, we recorded long-lived asset impairment charges of $7 million related to our Mokpo, South Korea paper mill and $3 million related to certain scrapped equipment at our Calhoun, Tennessee paper mill to reduce the carrying value of the assets to their estimated fair value, which was determined based on the assets’ estimated sale or salvage values. During the nine months ended September 30, 2011, we also recorded long-lived asset impairment charges of $7 million as a result of the decision to cease paperboard production at our Coosa Pines paper mill to reduce the carrying value of the assets to their estimated fair value, which was determined based on the assets’ estimated salvage values.

Severance and other costs

During the three months ended September 30, 2012, we recorded $7 million of severance costs primarily consisting of $3 million related to a restructuring initiative at our Catawba paper mill and $2 million as a result of the indefinite idling of our Oakhill, Nova Scotia sawmill. We also recorded other costs consisting primarily of $3 million related to our idled Mersey newsprint mill. During the nine months ended September 30, 2012, we also recorded $9 million of severance costs and $7 million for a pension plan curtailment loss as a result of the indefinite idling of our Mersey newsprint mill, $2 million for a pension plan settlement loss related to a workforce reduction at our Mersey operations in the fourth quarter of 2011, $1 million of severance costs and a $3 million pension plan curtailment loss related to a workforce reduction at our Baie-Comeau paper mill in the first quarter of 2012, as well as a $1 million credit adjustment for severance costs and a $2 million pension plan curtailment loss related to the permanent closure in December 2011 of a paper machine at our Kenogami, Quebec paper mill.

During the three months ended September 30, 2011, we recorded $6 million of severance and other costs primarily for an early retirement severance program for employees at our Mokpo paper mill and miscellaneous adjustments to severance liabilities. During the nine months ended September 30, 2011, we also recorded $3 million of severance costs and a $3 million OPEB plan curtailment loss as a result of the decision to cease paperboard production at our Coosa Pines paper mill.

(Unaudited, in millions)		Pension Plan Curtailment Losses					Severance and Other Costs					Total
Restructuring initiative:
Baie-Comeau, Quebec paper mill			$	2				$	2				$	4
Other				2					(1	)				1
			$	4				$	1				$	5

RESOLUTE FOREST PRODUCTS INC.

Notes to Unaudited Interim Consolidated Financial Statements

Note 4. Assets Held for Sale, Liabilities Associated with Assets Held for Sale and3. Net (Gain) LossGain on Disposition of Assets

Assets held for sale and liabilities associated with assets held for sale

Assets held for sale as of September 30, 2012 and December 31, 2011 were comprised of the following:

Liabilities associated with assets held for sale as of September 30, 2012 and December 31, 2011 were comprised of the following:

As of September 30, 2012, we held for sale our Mersey operations. We expect to complete the sale of these assets within the next twelve months for amounts that equal or exceed their individual carrying values.

As of December 31, 2011, we held for sale our Petit Saguenay, Quebec sawmill and certain parcels of land.

The assets and liabilities held for sale are carried in our Consolidated Balance Sheets as of September 30, 2012 and December 31, 2011 at the lower of carrying value or fair value less costs to sell.

Net (gain) loss on disposition of assets

During the three months ended September 30,March 31, 2012, we sold a parcelportion of landour Mersey timberlands in Gatineau, QuebecNova Scotia and various other assets for total consideration of $9 million, comprised of a note receivable of $5 million and net cash proceeds of $4$26 million, resulting in a net gain on disposition of assets of $4 million. During the nine months ended September 30, 2012, we also sold our Petit Saguenay sawmill, our recycling division’s assets located in Phoenix, Arizona, a portion of our Mersey timberlands and various other assets for proceeds of $27 million, resulting in a net gain on disposition of assets of $24$23 million.

DuringNote 4. Other Income, Net

Other income, net for the three months ended September 30, 2011, we sold our Alabama River, Alabama paper millMarch 31, 2013 and various other assets for proceeds of $11 million, resulting in a net loss on disposition of assets of $1 million. During the nine months ended September 30, 2011, we also sold our investment in ACH Limited Partnership (“ACH”), our Kenora, Ontario paper mill and various other assets for proceeds of $304 million, resulting in a net gain on disposition of assets of $4 million.

RESOLUTE FOREST PRODUCTS INC.

Notes to Unaudited Interim Consolidated Financial Statements

Note 5. Other Income (Expense), Net

Other income (expense), net for the three and nine months ended September 30, 2012 and 2011 was comprised of the following:

RESOLUTE FOREST PRODUCTS INC.

Notes to Unaudited Interim Consolidated Financial Statements

Note 6.5. Accumulated Other Comprehensive Loss

AccumulatedThe change in our accumulated other comprehensive loss by component (net of tax) for the three months ended March 31, 2013 was as of September 30, 2012 and December 31, 2011 was comprised of the following:follows:

The reclassifications out of accumulated other comprehensive loss for the three months ended March 31, 2013 were comprised of the following:

RESOLUTE FOREST PRODUCTS INC.

Notes to Unaudited Interim Consolidated Financial Statements

Note 7.6. Net (Loss) Income (Loss) Per Share

The weighted-average number of common shares outstanding used to calculate basic and diluted net (loss) income (loss) per share attributable to Resolute Forest Products Inc. common shareholders was 98.1 million and 98.094.8 million for the three and nine months ended September 30, 2012, respectively,March 31, 2013 and 97.1 million for both the three and nine months ended September 30, 2011. The weighted-average number of common shares outstanding used to calculate diluted net income (loss) per share attributable to Resolute Forest Products Inc. common shareholders was 98.1 million for bothMarch 31, 2012.

For the three and nine months ended September 30,March 31, 2013 and 2012, and 97.1 million for both the three and nine months ended September 30, 2011.

Nono adjustments to net (loss) income (loss) attributable to Resolute Forest Products Inc. common shareholders were necessary to calculate basic and diluted net (loss) income (loss) per share for all periods presented.share.

For both the three and nine months ended September 30, 2012, the dilutive impact of 0.8 millionMarch 31, 2013, option shares of 1.5 million and 0.4 million equity-classified restricted stock units (“RSUs”) and deferred stock units (“DSUs”) of 0.8 million were excluded from the calculation of diluted net loss per share as the impact would have been antidilutive. For the three months ended March 31, 2012, the dilutive impact of 0.9 million option shares and 0.4 million equity-classified RSUs and DSUs on the weighted-average number of common shares outstanding used to calculate diluted net income (loss) per share was nominal. For both the three and nine months ended September 30, 2011, the dilutive impact of 0.5 million option shares and 0.1 million equity-classified RSUs on the weighted-average number of common shares outstanding used to calculate diluted net (loss) income per share was nominal.

Note 8.7. Inventories, Net

Inventories, net as of September 30, 2012March 31, 2013 and December 31, 20112012 were comprised of the following:

During the ninethree months ended September 30, 2012,March 31, 2013, we recorded charges of $7$4 million for write-downs of inventory primarily as a result of the indefinite idling of our Mersey newsprint mill. During the nine months ended September 30, 2011, we recorded charges of $1 million for write-downs of inventory as a result of the decision to cease paperboard production at our Coosa Pines paper mill.machine in Calhoun. These charges were included in “Cost of sales, excluding depreciation amortization and cost of timber harvested”amortization” in our Consolidated Statements of Operations.

Note 9. Restricted Cash

In connection with the sale of our investment in Manicouagan Power Company (“MPCo”) in December 2009, we provided certain undertakings and indemnities to Alcoa Canada Ltd., our former partner in MPCo, including an indemnity for potential tax liabilities arising from the transaction. As of September 30, 2012 and December 31, 2011, we maintained a reserve of approximately Cdn$5 million ($5 million, based on the exchange rate in effect on September 30, 2012) and Cdn$83 million ($81 million, based on the exchange rate in effect on December 31, 2011), respectively, to secure those obligations. The decrease in the reserve was due to the partial release of a tax indemnity in the second quarter of 2012. This reserve was included as restricted cash in “Other assets” in our Consolidated Balance Sheets as of September 30, 2012 and December 31, 2011.

RESOLUTE FOREST PRODUCTS INC.

Notes to Unaudited Interim Consolidated Financial Statements

Note 10.8. Severance Related Liabilities

The activity in our severance related liabilities for the ninethree months ended September 30, 2012March 31, 2013 was as follows:

During the ninethree months ended September 30, 2012,March 31, 2013, we recorded employee termination costs primarily as a result of the indefinite idling of our Mersey newsprint mill, a restructuring initiative at our Catawba paper machine in Calhoun and the indefinite idling of the kraft mill and workforce reductions at our Baie-Comeaua paper mill and certain other paper mills.machine in Fort Frances. The majority of the remaining severance liability is expected to be paid in 2012.2013.

Employee termination costs were included in “Cost of sales, excluding depreciation amortization and cost of timber harvested,amortization,” “Selling, general and administrative expenses” or “Closure costs, impairment and other related charges” in our Consolidated Statements of Operations. The severance accruals were included in “Accounts payable and accrued liabilities” and “Other long-term liabilities” in our Consolidated Balance Sheets.

RESOLUTE FOREST PRODUCTS INC.

Notes to Unaudited Interim Consolidated Financial Statements

Note 11.9. Long-Term Debt

Overview

Long-term debt, including current portion, as of September 30, 2012March 31, 2013 and December 31, 2011,2012 was comprised of the following:

10.25% seniorSenior secured notes due 2018

Our 10.25% senior secured notes (the “2018 Notes”) have a maturity date of October 15, 2018. Interest is payable on the notes on April 15 and October 15 of each year until maturity. The fair value of the 2018 Notes was $673$580 million and $649$576 million as of September 30, 2012March 31, 2013 and December 31, 2011,2012, respectively, and was determined by reference to quoted market prices.prices (Level 1).

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On April 24, 2013, we commenced a tender offer, in connection with which we also solicited consents from tendering holders of 2018 Notes to Unaudited Interim Consolidated Financial Statements

amend the terms of the governing indenture to eliminate substantially all of the restrictive covenants and certain events of default under the indenture and to release the collateral securing the obligations under the 2018 Notes. On October 10, 2012,May 8, 2013, we redeemed $85completed a private offering of $600 million ofaggregate principal amount of our 5.875% senior notes due 2023 (the “2023 Notes”) and used the 2018 Notes at a redemption price of 103% of the principal amount, plus accrued and unpaid interest. This $85net proceeds to repurchase $497 million of principal amount of thetendered 2018 Notes was included in “Current portion of long-term debt” and the remaining balance of the 2018 Notes of $533 million was included in “Long-term debt, net of current portion” in our Consolidated Balance Sheet as of September 30, 2012.

In June 2011, we redeemed $94 million and $85 million of principal amount of the 2018 Notes at a redemption price of 105% and 103%, respectively, of the principal amount, plus accrued and unpaid interest. As a result of these redemptions, during the nine months ended September 30, 2011, we recorded net gains on extinguishment of debt of approximately $4 million, which were included in “Other income (expense), net” in our Consolidated Statements of Operations.Notes. For additional information, see Note 15, “Subsequent Events.”

ABL Credit Facility

Our senior secured credit facility (the “ABL Credit Facility”), as amended, has a maturity date of October 28, 2016 and provides an asset-based revolving credit facility of up to $600 million at any time, subject to borrowing base availability. As of September 30, 2012,March 31, 2013, we had no borrowings and $54 million of letters of credit outstanding under the ABL Credit Facility. As of September 30, 2012,March 31, 2013, we had $529$537 million of availability under the ABL Credit Facility, which was comprised of $264$302 million for the U.S. borrowers (Resolute Forest Products Inc., Resolute FP US Inc. and AbiBow Recycling LLC) and $265$235 million for the Canadian borrower (Resolute FP Canada Inc.).

Fibrek Debt

As discussed inOn April 29, 2013, we entered into an agreement to add a lender and to increase the aggregate commitments of the ABL Credit Facility by $65 million to $665 million. For additional information, see Note 2, “Acquisition of Fibrek Inc.,15, “Subsequent Events.” we assumed Fibrek’s outstanding indebtedness on the acquisition date. On July 18, 2012, Fibrek’s term loan and credit facility were repaid in full, plus accrued and unpaid interest, totaling $97 million and the related agreements were cancelled and terminated.

PSIF – Investissement Quebec

On February 23, 2007, Fibrek obtained a Cdn$6 million interest-freeOur loan granted by Investissement Quebec through the Soutien à l’industrie forestière program (“PSIF”) to support investments made in the forest industry. The loan is interest-free and payable in monthly installments over a maximum of four years, starting December 31, 2010. Under the loan agreement, Fibrekwe must comply with certain restrictive covenants, including the requirement to meet certain financial ratios. As of September 30, 2012,March 31, 2013, the fair value of the loan approximated its carrying value of $3$2 million. The fair value was determined by discounting the cash flows using a current interest rate (4.4%) for financial instruments with similar characteristics and maturities (Level 3).

Capital lease obligation

Fibrek hasWe have a capital lease obligation for a warehouse, which can be renewed for 20 years at Fibrek’sour option. Minimal payments are determined by an escalatory price clause.

Promissory Note

During the nine months ended September 30, 2011, we also repaid in full a $90 million secured promissory note issued in connection with the acquisition of the noncontrolling interest in Augusta Newsprint Company.

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Notes to Unaudited Interim Consolidated Financial Statements

Note 12.10. Employee Benefit Plans

Pension and OPEB plans

The components of net periodic benefit cost relating to our pension and OPEB plans for the three and nine months ended September 30,March 31, 2013 and 2012 and 2011 were as follows:

Pension Plans: