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

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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