MILWAUKEE, Feb. 23 /PRNewswire-FirstCall/ -- A. O. Smith Corporation announced today that it has mailed its offer to acquire all of the outstanding Class A and Class B common stock of GSW at a price of $115 (Canadian) per share.
Included with the offer is the GSW directors' circular which contains the unanimous recommendation that GSW shareholders accept the offer.
The offer price represents a premium of $56 (Canadian) or 95 percent to the closing price of GSW's class B common stock on June 23, 2005, the day preceding the announcement by A. O. Smith and GSW that the majority shareholders of GSW were in exclusive discussions with A. O. Smith regarding a possible transaction.
The offer is open for acceptance until 5:00 p.m. (Eastern Standard Time) on March 31 unless it is withdrawn or extended and is subject to customary closing conditions. The offer, directors' circular, and related documents will be on file on the Canadian Securities Administration's SEDAR site ( http://www.sedar.com/).
GSW, with 2004 sales of approximately $580 million (Canadian), is made up of two business segments -- water heating and building products. The water heating segment, with 2004 sales of approximately $540 million (Canadian) manufactures and markets water heaters sold in the U.S. and Canada through its American Water Heater Company and GSW Water Heater subsidiaries. The building products segment, with 2004 sales of approximately $40 million (Canadian), manufactures and markets vinyl rain ware systems primarily for North American retail customers.
GSW employs more than 1,700 people at its three operating divisions in Canada and the United States. The company is listed on the Toronto Stock Exchange under the symbols GSW.a and GSW.sv.b.
A. O. Smith Corporation, with headquarters in Milwaukee, Wis., is a diversified manufacturer serving customers worldwide. It is one of North America's largest manufacturers of electric motors for residential, commercial, and industrial applications. The company also is a leading manufacturer and marketer of water heaters for residential and commercial applications. The company, with 2005 sales of $1.69 billion, employs 17,500 people at facilities in the United States, Mexico, England, Hungary, the Netherlands, and China.
First Call Analyst:
FCMN Contact: jpellegrino@aosmith.com
