LOUVAIN-LA-NEUVE, Belgium, PITTSBURGH and CLEVELAND, Feb. 8 /PRNewswire-FirstCall/ -- Carmeuse Lime & Stone, a wholly-owned subsidiary of Carmeuse Group, and Oglebay Norton Company (Pink Sheets: OGBY.PK) today announced that they have received approval from the Federal Trade Commission (FTC) under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, with respect to Carmeuse's pending acquisition of Oglebay Norton. No further regulatory approvals are required and, as previously announced, shareholders of Oglebay Norton voted to approve the merger agreement at a special meeting of shareholders on November 9, 2007. Accordingly, the transaction is now expected to close shortly.
(Logo: http://www.newscom.com/cgi-bin/prnh/19990901/CLW017 )
"We are delighted to have received the final approval needed to complete our transaction with Carmeuse," said Michael Lundin, President and Chief Executive Officer of Oglebay Norton. "In addition to providing our shareholders with significant value for their shares, our combination with Carmeuse also affords greater resources to better meet the needs of our customers."
As previously announced, Carmeuse and Oglebay Norton entered into a definitive agreement under which Carmeuse will acquire all of the outstanding shares of Oglebay Norton for $36.00 per share in cash.
About Oglebay Norton
Oglebay Norton Company, a Cleveland, Ohio-based company with a 150-year tradition of service, provides essential minerals and aggregates to a broad range of markets, from building materials and environmental remediation to energy and industrial applications. For more information, see: http://www.oglebaynorton.com/.
About Carmeuse Lime & Stone
Based in Pittsburgh, Pennsylvania, Carmeuse Lime & Stone is the largest producer of lime products in North America, manufacturing and distributing over 6 million tons per year of lime products, and a further 4 million tons of chemical grade limestone and aggregates. Its 14 manufacturing facilities supply and serve 27 states and provinces in the eastern USA and Canada, and employ over 1,200 employees. For more information, see: http://www.carmeusena.com/.
About Carmeuse Group
The Carmeuse Group is a leading global producer of lime, with more than 140 years of experience in the extraction and processing of high calcium limestone and dolomitic stone into lime and lime-related products for industrial and commercial customers. Lime is used in multiple aspects of our everyday life (steel, construction, agro-food, paper, chemicals, plastics, carpets, paints, pollution control, water treatment, ...).
Carmeuse is present in about 70 locations across Western Europe (in Italy, Belgium, France and the Netherlands), Central and Eastern Europe (Slovakia, the Czech Republic, Hungary, Romania and Turkey), North America (the United States and Canada) and Africa (Ghana). Total consolidated group net turnover amounted to 940 million Euros in 2006. For more information, see: http://www.carmeuse.com/.
Forward Looking Language
Except for the historical and factual information contained herein, the matters set forth in this press release, including statements as to the expected benefits of the transaction, such as efficiencies, cost savings, market profile and financial strength, and the competitive ability and position and expected future performance of the combined company, and other statements identified by words such as "estimates," "expects," "projects," "anticipates," "intends," "plans," and similar expressions, are forward- looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995, including Section 27A(i) of the Securities Act of 1933 and Section 21E(i) of the Securities Exchange Act of 1934. These forward-looking statements are made subject to significant risks and uncertainties that could cause actual results to differ materially from those stated, including the following: required approvals by regulatory agencies; the possibility that the anticipated benefits from the transaction will not be fully realized or may take longer to realize than expected; the possibility that costs or difficulties related to the integration of Oglebay's operations into Carmeuse will be greater than expected; possible disruption from the transaction making it more difficult to maintain relationships with customers, employees or suppliers; and the impact of competition on the combined company. You should not place undue reliance on these forward- looking statements, which speak only as of the date of this press release. Neither Oglebay nor Carmeuse undertakes any obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date of this press release or to reflect the occurrence of unanticipated events.
Oglebay Norton Contacts: Julie A. Boland Vice President, CFO, Treasurer and Corporate Secretary Oglebay Norton Company 216-861-8941 Andrew Siegel / Jaime Wert Joele Frank, Wilkinson Brimmer Katcher 212-355-4449
