09.06.2006 14:03:00
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Georgia Gulf Announces Agreement to Acquire Royal Group Technologies
Royal Group is a leading producer of vinyl building andconstruction products, which include custom window profiles,decorative moldings, siding, pipe and fittings and other homeimprovement products. Royal Group is headquartered in Toronto, Canadawith sales primarily in North America. Georgia Gulf manufacturescommodity chemicals, vinyl resins and vinyl compounds, which are thebasic materials used to manufacture vinyl building and constructionproducts such as pipe, siding and windows. The combination of RoyalGroup's diversified and innovative product portfolio with GeorgiaGulf's vinyl resins and compounding technology as well as operationalefficiencies should result in a stronger, more competitive combinedcompany in the vinyl building and construction products industry.
"We are very excited about the potential value of this combinationfor our shareholders, customers and employees," said Ed Schmitt,Chairman, President and CEO, Georgia Gulf. "The integration of the twocompanies provides an opportunity for improved earnings by leveragingthe competitive advantages of each company while creating a foundationfor future growth opportunities."
Commenting on the acquisition, Lawrence J. Blanford, President andCEO, Royal Group Technologies, said, "Georgia Gulf is a recognizedleader in the area of vinyl resins and compounding technology, knownfor the high quality of its products. We believe that the combinationof Georgia Gulf and Royal Group will result in a formidable force inthe vinyl building products industry."
"We look forward to the completion of this transaction," saidSchmitt. "Our current management team has a proven track record ofsuccessfully integrating businesses and producing strong financialresults, as evidenced by our 1998 acquisition of North AmericanPlastics and our 1999 acquisition of Condea Vista."
The transaction will be financed with additional debt. GeorgiaGulf has commitments in place for permanent financing comprised ofsenior secured debt and unsecured senior and senior subordinated debt.The Company expects to close the transaction following approval byRoyal Group's shareholders as well as regulatory approvals. MerrillLynch & Co., Lehman Brothers Inc. and Banc of America Securities LLCacted as advisors to Georgia Gulf in connection with its acquisitionof Royal Group Technologies. Chemical Advisory Partners providedconsulting services to the Company and Jones Day, and Osler, Hoskin &Horcourt LLP, acted as legal advisors.
Conference Call
Georgia Gulf will host a conference call to discuss thetransaction in more detail at 11:00 AM ET on Friday, June 9, 2006. Toaccess the teleconference, please dial 888-552-7928 (domestic) or706-679-3718 (international). To access the teleconference viaWebcast, log on to http://audioevent.mshow.com/301952/. Presentationslides will be provided on the Georgia Gulf Web site at www.ggc.com toaccompany Friday's conference call discussion. Playbacks will beavailable from 12:00 PM ET Friday, June 9, to midnight ET Friday, June23. Playback numbers are 800-642-1687 (domestic) or 706-645-9291(international). The conference call ID number is 1532033.
About Georgia Gulf
Georgia Gulf, headquartered in Atlanta, is a major manufacturerand marketer of two integrated product lines, chlorovinyls andaromatics. Georgia Gulf's chlorovinyls products include chlorine,caustic soda, vinyl chloride monomer and vinyl resins and compounds.Georgia Gulf's primary aromatic products include cumene, phenol andacetone.
About Royal Group
Royal Group Technologies is a leading producer of innovative,attractive, durable, and low-maintenance home improvement and buildingproducts, which are primarily used in both the renovation andconstruction sectors of the North American construction industry. TheCompany has manufacturing operations located throughout North Americain order to provide industry-leading service to its extensive customernetwork.
Forward-Looking Statements
This news release contains forward-looking statements subject tothe "safe harbor" provisions of the Private Securities LitigationReform Act of 1995. These forward-looking statements are based onmanagement's assumptions regarding business conditions, and actualresults may be materially different. Risks and uncertainties inherentin these assumptions include, but are not limited to difficulties inintegrating Royal Group's business, uncertainties as to timing and/orapproval of the transaction by Royal Group stockholders, uncertaintiesregarding timing of receipt of regulatory approvals, uncertaintiesrelating to Royal Group's business and liabilities, uncertaintiesfollowing completion of the acquisition regarding operatingefficiencies and competitive conditions, future global economicconditions, economic conditions in the industries to which GeorgiaGulf and Royal Group sell, industry production capacity, raw materialand energy costs and other factors discussed in the Securities andExchange Commission filings of Georgia Gulf Corporation, including ourannual report on Form 10-K for the year ended December 31, 2005, andour subsequent reports on Form 10-Q.
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