Mark IV Industries, Inc. (the "Company") announced today
that it had received, as of 5:00 p.m. New York City time on June 2,
2006, tenders and consents from holders of more than a majority in
aggregate principal amount of its outstanding 7 1/2% Senior
Subordinated Notes due 2007 (the "Notes") in connection with its cash
tender offer and consent solicitation for the Notes. The number of
consents received exceeded the number needed to approve the adoption
of the proposed amendments to the indenture under which the Notes were
issued. The terms of the tender offer and consent solicitation for the
Notes are detailed in the Company's Offer to Purchase and Consent
Solicitation Statement dated May 15, 2006 and the related Consent and
Letter of Transmittal (the "Offer Documents").
Based on the consents received, the Company is expected to execute as soon as practicable a supplemental indenture that will, once operative, eliminate most of the restrictive covenants and events of default in the indenture and the Notes. The supplemental indenture will not become operative unless and until Notes are accepted for purchase by the Company pursuant to the tender offer.
The Company's offer to purchase the Notes is subject to the satisfaction or waiver of various conditions as described in the Offer Documents. Notes may be tendered pursuant to the tender offer until 8:00 a.m., New York City time, on June 13, 2006 (the "Offer Expiration Date"), or such later date and time to which the Offer Expiration Date is extended by the Company. Holders who validly tender Notes after 5:00 p.m. New York City time, on June 2, 2006 but prior to the Offer Expiration Date will not be eligible to receive the consent payment of $20 per $1,000 principal amount of Notes tendered.
Bear, Stearns & Co. Inc. is acting as Dealer Manager for the tender offer and as the Solicitation Agent for the consent solicitation and can be contacted at (212) 272-5112 (collect) or (877) 696-BEAR (toll free). D.F. King & Co., Inc. is the Information Agent and can be contacted at (212) 269-5550 (for banks and brokers only) or (888) 644-5854 (toll free). Copies of the Offer Documents and other related documents may be obtained from the Information Agent.
The tender offer and consent solicitation are being made solely on the terms and conditions set forth in the Offer Documents. The tender offer and consent solicitation are being made solely by the Company's Offer Documents. This press release does not constitute an offer to purchase any securities or a solicitation of an offer to sell any securities. The tender offer is being made only pursuant to the Offer Documents and only to such persons and in such jurisdictions as are permitted under applicable law. No recommendation is made as to whether holders of the Notes should tender their Notes or give their consent.
About Mark IV Industries, Inc.
Headquartered in Amherst, NY, Mark IV Industries, Inc. (www.mark-iv.com) is a leading global diversified manufacturer of highly engineered systems and components for transportation infrastructure, vehicles and equipment. The Company's systems and components are designed to promote a cleaner and safer environment and include advanced radio frequency, information display, diesel and gasoline engine, power transmission, air admission and fuel and fluid handling technologies. Applications for the Company's products include improving traffic flow and powering small vehicles, industrial and commercial vehicles and equipment and automobiles. The Company has a global marketing and manufacturing footprint.
Safe Harbor Statement
Certain statements in this press release may contain forward-looking statements concerning the tender offer and the consent solicitation. These statements are based on the Company's current expectations and the Company can give no assurance that such expectations will prove to be correct.
Based on the consents received, the Company is expected to execute as soon as practicable a supplemental indenture that will, once operative, eliminate most of the restrictive covenants and events of default in the indenture and the Notes. The supplemental indenture will not become operative unless and until Notes are accepted for purchase by the Company pursuant to the tender offer.
The Company's offer to purchase the Notes is subject to the satisfaction or waiver of various conditions as described in the Offer Documents. Notes may be tendered pursuant to the tender offer until 8:00 a.m., New York City time, on June 13, 2006 (the "Offer Expiration Date"), or such later date and time to which the Offer Expiration Date is extended by the Company. Holders who validly tender Notes after 5:00 p.m. New York City time, on June 2, 2006 but prior to the Offer Expiration Date will not be eligible to receive the consent payment of $20 per $1,000 principal amount of Notes tendered.
Bear, Stearns & Co. Inc. is acting as Dealer Manager for the tender offer and as the Solicitation Agent for the consent solicitation and can be contacted at (212) 272-5112 (collect) or (877) 696-BEAR (toll free). D.F. King & Co., Inc. is the Information Agent and can be contacted at (212) 269-5550 (for banks and brokers only) or (888) 644-5854 (toll free). Copies of the Offer Documents and other related documents may be obtained from the Information Agent.
The tender offer and consent solicitation are being made solely on the terms and conditions set forth in the Offer Documents. The tender offer and consent solicitation are being made solely by the Company's Offer Documents. This press release does not constitute an offer to purchase any securities or a solicitation of an offer to sell any securities. The tender offer is being made only pursuant to the Offer Documents and only to such persons and in such jurisdictions as are permitted under applicable law. No recommendation is made as to whether holders of the Notes should tender their Notes or give their consent.
About Mark IV Industries, Inc.
Headquartered in Amherst, NY, Mark IV Industries, Inc. (www.mark-iv.com) is a leading global diversified manufacturer of highly engineered systems and components for transportation infrastructure, vehicles and equipment. The Company's systems and components are designed to promote a cleaner and safer environment and include advanced radio frequency, information display, diesel and gasoline engine, power transmission, air admission and fuel and fluid handling technologies. Applications for the Company's products include improving traffic flow and powering small vehicles, industrial and commercial vehicles and equipment and automobiles. The Company has a global marketing and manufacturing footprint.
Safe Harbor Statement
Certain statements in this press release may contain forward-looking statements concerning the tender offer and the consent solicitation. These statements are based on the Company's current expectations and the Company can give no assurance that such expectations will prove to be correct.