Euramax International, Inc. Completes Tender Offer For Berger Holdings, Ltd.
2003年11月18日 - 10:50PM
PRニュース・ワイアー (英語)
Euramax International, Inc. Completes Tender Offer For Berger
Holdings, Ltd. NORCROSS, Ga. and FEASTERVILLE, Pa., Nov. 18
/PRNewswire-FirstCall/ -- Euramax International, Inc. and Berger
Holdings, Ltd. announced today that Euramax International's
indirect wholly owned subsidiary, Amerimax Pennsylvania, Inc., has
completed its all-cash tender offer for the outstanding common
shares of Berger Holdings, Ltd. ("Berger") at a price of $3.90 per
share. The tender offer expired, as scheduled, on Monday, November
17, 2003, at 12:00 midnight, New York City time. A preliminary
count from JPMorgan Chase Bank, the depositary for the offer, shows
that approximately 4,893,763 common shares of Berger had been
tendered and accepted for payment as of the expiration of the offer
(including approximately 55,250 common shares subject to guarantees
of delivery), which together represent approximately 92.8% of the
outstanding common shares. There are approximately 378,163 common
shares that remain outstanding. Amerimax Pennsylvania, Inc. will
accept and promptly pay for all shares validly tendered and not
properly withdrawn prior to the expiration date. Amerimax
Pennsylvania, Inc. and Berger intend to complete a short-form
merger promptly, pursuant to which Amerimax Pennsylvania, Inc. will
be merged with and into Berger, with Berger as the surviving
corporation. In connection with this merger, those Berger
shareholders who did not tender their shares in the tender offer
will have their shares converted into the right to receive $3.90
per share in cash, subject to dissenters' rights. D.F. King &
Co., Inc. is acting as Information Agent for the tender offer.
Euramax is a leading international producer of aluminum, steel,
vinyl and fiberglass products for original equipment manufacturers,
distributors, contractors and home centers in North America and
Western Europe. Berger is the parent company of Berger Bros Co.,
which was founded in 1874, and is a manufacturer of a complete line
of roof drainage products specializing in copper as well as
residential and commercial snow guards. All of Berger's products
are used in new construction, remodeling, and renovation markets.
Euramax International, Inc. Contact R. Scott Vansant, Chief
Financial Officer, 770-449-7066 Berger Holdings, Ltd. Contact
Francis E. Wellock, Jr., Chief Financial Officer, 215-355-1200 ext.
122 DATASOURCE: Euramax International, Inc. and Berger Holdings,
Ltd. CONTACT: R. Scott Vansant, Chief Financial Officer of Euramax
International, Inc., +1-770-449-7066; or Francis E. Wellock, Jr.,
Chief Financial Officer of Berger Holdings, Ltd., +1-215-355-1200
ext. 122 Web site: http://www.euramax.com/
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