Actuant Announces Completion of Offering.

Business Editors

MILWAUKEE--(BUSINESS WIRE)--Feb. 14, 2002

Actuant Corporation (NYSE:ATU) announced today the completion of its public equity offering on February 13, 2002. The company issued 3,450,000 shares of common stock at a price of $30.50 per share, including 450,000 shares to cover underwriter over-allotments. Immediately following the offering, the company had approximately 11.6 million common shares outstanding. Wachovia Securities acted as lead manager and ABN AMRO Rothschild LLC, Robert W. Baird & Co., and Bear Stearns & Co. Inc., served as co-managers for the offering.

Cash proceeds from the offering, net of underwriting discounts and expenses, were approximately $99 million. The company has exercised the "equity clawback" feature under its 13% senior subordinated bond indenture, and will be redeeming $70 million of the $200 million 13% senior subordinated bonds on March 15, 2002, at a price of 113% plus accrued interest, totaling approximately $83 million. The remaining proceeds of approximately $16 million will be used to retire portions of term debt under the company's senior secured credit facility. The redemption of a portion of the bonds and prepayment of senior borrowings will result in a pre-tax extraordinary charge of approximately $12 million.

Robert C. Arzbaecher, Actuant Chairman and CEO, commented "We are pleased to complete the equity offering and use the proceeds to retire approximately $86 million of debt. On a pro forma basis as of November 30, 2001 our debt will have declined to approximately $245 million and leverage from four times to three times trailing EBITDA ("earnings before interest, taxes, depreciation and amortization") as a result of this transaction. Since the spin-off in July 2000, our debt has been reduced by over $200 million. We believe the valuation of Actuant common stock since the spin-off has been discounted due to high leverage, and are optimistic that the market will continue to reward Actuant for the deleveraging."

Andrew G. Lampereur, Vice President and Chief Financial Officer, stated "Our financing flexibility has been significantly enhanced as a result of this offering. Actuant's annual interest expense will decline approximately $10 million as a result of the offering. In addition to interest savings from retired debt, borrowing spreads under Actuant's senior credit facility will decline given the sliding pricing grid tied to total leverage ratios. Due to the fact that we had to provide bondholders 30 days advance notice of the redemption, some of the debt reduction will take place on March 15, which is after the end of our second fiscal quarter. Investors should expect to see more cash than normal on our February 28, 2002 balance sheet as a result of this timing issue. As a result, most of the interest savings will start being realized in mid-March."

Wachovia Corporation (NYSE:WB), created through the September 1, 2001, merger of First Union and Wachovia, had assets of $330 billion at December 31 and $28 billion in stockholders' equity. Wachovia is a leading provider of financial services throughout the East Coast and the nation. The company operates full-service banking offices under the First Union and Wachovia names in 11 East Coast states and Washington, D.C., and offers full-service brokerage with offices in 49 states and global services through more than 30 international offices. Online banking and brokerage products and services are available through wachovia.com and firstunion.com.

Actuant, headquartered in Milwaukee, Wisconsin, is a diversified industrial company with operations in 15 countries. Actuant offers products under such established brand names as Enerpac, Gardner Bender, Milwaukee Cylinder, Nielsen Sessions, Power-Packer, and Power Gear.