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Owens Corning and Masonite - Exchange Offer 2024 (US) - Extension

Owens Corning and Masonite Announce the Extension of the Expiration Time and Early Participation Deadline for Tender Offer and Consent Solicitation - US575385AE91 - USC5389UAM20

13 MAY 2024


Full announcement including disclaimers and offer/distribution restrictions available via Businesswire: Owens Corning and Masonite


"TOLEDO, Ohio & TAMPA, Fla.--(BUSINESS WIRE)--Owens Corning (NYSE: OC), a leader in global building and construction materials, and Masonite International Corporation (“Masonite”) (NYSE: DOOR), a leading global provider of interior and exterior doors and door systems, today announced that, in connection with the previously announced tender offer (the “Tender Offer”) by Owens Corning and consent solicitation (the “Consent Solicitation”) by Masonite, they have extended the expiration time with respect to the Tender Offer and Consent Solicitation from 5:00 p.m., New York City time, on May 13, 2024 to 5:00 p.m., New York City time, on May 14, 2024 (as the same may be further extended, the “Expiration Time”), and that they have further extended the early participation deadline from 5:00 p.m., New York City time, on May 13, 2024 to 5:00 p.m., New York City time, on May 14, 2024 (as the same may be further extended, the “Early Participation Deadline”). All other terms of the Tender Offer and Consent Solicitation remain as set forth in the Statement (as defined below). As previously announced, the requisite consents have been received to adopt certain amendments to the indenture (the “Masonite Indenture”) governing the notes issued by Masonite subject to the Tender Offer and Consent Solicitation (the “Masonite Notes”) to eliminate certain of the covenants, restrictive provisions and events of default from such indenture (the “Proposed Amendments”).


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Owens Corning Commences Exchange Offer and Masonite Commences Consent Solicitation - US575385AE91 - USC5389UAM20

01 MAY 2024


Full announcement including disclaimers and offer/distribution restrictions available via Businesswire: Owens Corning and Masonite


TOLEDO, Ohio & TAMPA, Fla.--(BUSINESS WIRE)--Owens Corning (NYSE: OC), a leader in global building and construction materials, and Masonite International Corporation (“Masonite”) (NYSE: DOOR), a leading global provider of interior and exterior doors and door systems, today announced that Owens Corning has commenced an offer to exchange (the “Exchange Offer”) any and all outstanding 3.50% Senior Notes due 2030 issued by Masonite (the “Existing Masonite Notes”) for new notes to be issued by Owens Corning as set forth below (the “New Owens Corning Notes”), in connection with Owens Corning’s anticipated acquisition of Masonite. In conjunction with the Exchange Offer, Masonite is soliciting consents (the “Consent Solicitation”) to adopt certain proposed amendments to the indenture governing the Existing Masonite Notes (the “Existing Masonite Indenture”) to eliminate certain of the covenants, restrictive provisions and events of default from such indenture (collectively, the “Proposed Amendments”).

The following table sets forth the amount of the Consent Payment, Exchange Consideration, Early Tender Premium and Total Consideration (each as defined below) for the Existing Masonite Notes:



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