PPG Industries Offers Prelim. Results of Exchange Offer, Says 72.1M Shares Tendered


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PPG Industries (NYSE: PPG) today announced the preliminary results of itsexchange offer for PPG common stock in connection with the previouslyannounced separation of PPG's commodity chemicals business and the merger ofEagle Spinco Inc., the PPG subsidiary holding its commodity chemicalsbusiness, with a subsidiary of Georgia Gulf Corporation (NYSE: GGC). PPGintends to accept shares tendered in the exchange offer, subject to proration,and expects the closing of the merger to occur immediately thereafter latertoday, following the satisfaction of all closing conditions. Upon thecompletion of the merger, the combined company formed by uniting Georgia Gulfwith PPG's commodity chemicals business will be named Axiall Corporation andwill be traded on the New York Stock Exchange under the ticker symbol AXLL.In the exchange offer, PPG shareholders had the option to exchange some, noneor all of their shares of PPG common stock for shares of Eagle Spinco commonstock, subject to proration. Following the closing of the merger, each shareof Eagle Spinco common stock will automatically be converted into the right toreceive one share of Georgia Gulf common stock. As a result, PPG shareholderswho tendered their shares of PPG common stock as part of the exchange offerwill own 3.2562 shares of Georgia Gulf common stock for each share of PPGcommon stock accepted for exchange.Exchange Offer ResultsPursuant to the exchange offer, which expired today at 8:00 a.m., New YorkCity time, and based on a preliminary count by the exchange agent, a total of72,122,892 shares of PPG common stock were validly tendered and not properlywithdrawn prior to the expiration of the exchange offer, including 34,973,611shares tendered pursuant to guaranteed delivery procedures. The total numberof shares tendered includes an estimated 583,043 shares of PPG common stocktendered by odd-lot shareholders not subject to proration. PPG will exchange atotal of 10,825,227 shares of PPG common stock in the exchange offer.Based on the total number of shares of PPG common stock reported to betendered and not properly withdrawn prior to the expiration of the exchangeoffer, the exchange offer was oversubscribed by approximately 61,297,665shares, including 34,973,611 shares tendered pursuant to guaranteed deliveryprocedures, resulting in a preliminary proration factor of approximately 14.32percent.PPG will not be able to determine the final proration factor until thedelivery of shares of PPG common stock tendered by guaranteed delivery iscompleted at 5:00 p.m., New York City time, on Jan. 31, 2013. PPG willpublicly announce the final proration factor, which may be different fromtoday's preliminary estimate, as soon as it has been determined.

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