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Norton Company and Chemfab Corporation

  • Friday, 18th August 2000
  • Reading time: about 2 minutes

Chemfab Corporation and Norton Company announced that the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 with respect to the proposed acquisition by Norton of Chemfab has expired on August 16, 2000. The waiting period refers to the 15-day period during which the companies were required to refrain from consummating the acquisition in order to provide the antitrust enforcement authorities an opportunity to review the transaction. The expiration of the waiting period means that the companies are free to proceed with the transaction. As previously announced Norton Company and Chemfab are parties to a merger agreement. Under the agreement, a subsidiary of Norton Company commenced a tender offer on August 2, 2000, to purchase all of the outstanding shares of Chemfab at $18.25 per share, net to the seller in cash (excluding any tax effect). The tender offer currently is scheduled to expire at 12:00 midnight (EDT) on August 29, 2000, but may be extended by Norton under certain conditions. The offer is made on the condition that the Norton subsidiary acquires a majority of all outstanding Chemfab shares on a fully diluted basis. Norton Company is an indirect wholly owned subsidiary of Compagnie de Saint-Gobain. A worldwide manufacturer serving a broad range of industries, Norton is a leading manufacturer of abrasives, and produces technologically advanced ceramics, plastics and chemical process products. Norton’s subsidiary, Saint-Gobain Performance Plastics Corporation, processes high- performance plastics and elastomers into flexible foams, bearings, tubing and fluid handling systems, films, sealants and pressure sensitive tapes. Chemfab is an international manufacturer and marketer of engineered products based on its expertise and technology in flexible polymeric composite materials. Worldwide end-use applications for Chemfab’s products are architectural, aerospace, communications, electrical, environmental, food processing, laboratory testing, packaging, protective systems, consumer bakeware applications, other industrial businesses, medical electronics, personal care, healthcare and specialty apparel businesses.

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