Actuant Announces Plans to Offer Common Stock.MILWAUKEE -- Actuant Corporation (NYSE NYSE See: New York Stock Exchange :ATU (ADSL Transceiver Unit) A device that provides ADSL modulation of the telephone line. The device at the telco side is the ATU-C (Central), which is a line card plugged into the DSLAM. ) announced today that on December 17, 2004 it will be filing a preliminary prospectus Preliminary Prospectus A first draft registration statement filed by a firm prior to proceeding with an initial public offering of securities. The document, filed with the Securities & Exchange Commission, is intended to provide pertinent information to prospective shareholders with the Securities and Exchange Commission relating to a proposed public offering of 2,500,000 shares of its Class A common stock. The Company has also granted the Underwriters an option to purchase up to 375,000 additional shares to cover over-allotments, if any. Wachovia Securities will serve as sole book runner Book Runner The managing or lead underwriter who maintains the books of securities sold for a new issue. Notes: In other words, this person is the underwriter who "runs" the books. Often the book runner is given credit for the total size of the deal. , JPMorgan and UBS UBS Union Bank of Switzerland UBS United Bible Societies UBS United Blood Services UBS United Buying Service UBS Used Bookstore UBS University Business Services UBS Universal Building Society (UK) UBS Ulaanbaatar Broadcasting System Investment Bank will serve as joint lead managers, and Robert W. Baird Robert Wilson Baird (born April 1, 1883) helped found the financial services firm that bears his name and led it for more than 40 years. Baird’s father was a professor of Greek literature at Northwestern University in Evanston, Illinois, where Baird grew up. & Co. and Bear, Stearns & Co. Inc. will serve as co-managers for this offering. Net proceeds Net Proceeds The amount received after all costs are deducted from the sale of a piece of property or security. Notes: In the case of an investor selling a security, net proceeds represent the proceeds from the sale minus any trading costs (i.e. commissions). from the offering, together with borrowings under the Company's proposed new amended senior credit facility, will be used to finance its acquisition of Key Components, Inc. and to reduce indebtedness. The closing of this offering is contingent upon the concurrent or prior acquisition of Key Components, Inc. and the concurrent or prior amendment of the senior credit facility. A copy of the preliminary prospectus supplement and prospectus relating to the offering may be obtained, when available, from Wachovia Securities, 7 St. Paul Street, First Floor, Baltimore, Maryland 21202 (Attention: Equity Syndicate Desk). These documents will be filed with the Securities and Exchange Commission on December 17, 2004 and will be available over the Internet at the SEC's web site at http://www.sec.gov. Wachovia Securities is a trade name for Wachovia Capital Markets, LLC (Logical Link Control) See "LANs" under data link protocol. LLC - Logical Link Control . A registration statement relating to these securities has been filed with the Securities and Exchange Commission. This announcement shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any State in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state. Safe Harbor Certain of the above comments represent forward-looking statements made pursuant to the provisions of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995. Management cautions that these statements are based on current estimates of future performance (including, without limitation, the statements relating to the completion of the Key Components acquisition) and are highly dependent upon a variety of factors, which could cause actual results to differ from these estimates. Actuant's results are also subject to general economic conditions, variation in demand from customers, the impact of geopolitical ge·o·pol·i·tics n. (used with a sing. verb) 1. The study of the relationship among politics and geography, demography, and economics, especially with respect to the foreign policy of a nation. 2. a. activity on the economy, continued market acceptance of the Company's new product introductions, the successful integration of acquisitions and related restructuring, operating margin risk due to competitive pricing and operating efficiencies, supply chain risk, material and labor cost increases, foreign currency fluctuations and interest rate risk. See the prospectus and the Company's annual, quarterly, and current reports filed with the Securities and Exchange Commission for further information regarding risk factors. Actuant, headquartered in Milwaukee, Wisconsin, is a diversified industrial company with operations in over 20 countries. The Actuant businesses are market leaders in highly engineered position and motion control systems and branded hydraulic and electrical tools. Products are offered under such established brand names as A.W. Sperry, Dresco, Enerpac, Gardner Bender, Kopp, Kwikee, Milwaukee Cylinder, Nielsen Sessions, Power-Packer, Power Gear and Yvel. For further information on Actuant and its business units, visit the Company's website at www.actuant.com. |
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