Actuant Prices $125 Million Convertible Senior Subordinated Debentures.

Business Editors

MILWAUKEE--(BUSINESS WIRE)--Nov. 4, 2003

Actuant Corporation (NYSE:ATU) announced today the pricing of the private offering of $125 million aggregate principal amount of its Convertible Senior Subordinated Debentures due 2023 (the "Debentures") in a private, unregistered offering to "qualified institutional buyers," pursuant to Rule 144A under the Securities Act of 1933, as amended. The sale of the Debentures is expected to close on November 10, 2003. Actuant also granted the initial purchasers of the Debentures a 13 day over-allotment option to purchase up to an additional $25 million aggregate principal amount of the Debentures.

The Debentures will bear interest at a rate of 2.0% per year and, during certain periods and subject to certain conditions, the Debentures will be convertible by holders into shares of Actuant's common stock initially at a conversion rate of 25.0564 shares of common stock per $1,000 principal amount of Debentures, which is equivalent to an initial conversion price of approximately $39.91 per share of common stock, subject to adjustment in certain circumstances.

Proceeds from the offering will be used to repay a portion of the borrowings under the Company's senior credit facility and for other general corporate purposes, which may include possible repurchases of outstanding 13% Senior Subordinated Notes due 2009, working capital and possible future acquisitions.

The Debentures and the shares of common stock issuable upon conversion of the Debentures have not been registered under the Securities Act of 1933 and may not be offered or sold absent registration or an applicable exemption from the registration requirements of the Securities Act. This press release does not constitute an offer to sell or the solicitation of an offer to buy any of the Debentures or the shares of common stock issuable upon conversion of the Debentures, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.

Safe Harbor Statement

Certain of the above comments represent forward-looking statements made pursuant to the provisions of the Private Securities Litigation Reform Act of 1995. Management cautions that these statements are based on current estimates of future performance 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 on the economy of terrorist attacks and other geopolitical activity, the length of the current recession in the Company's markets, continued market acceptance of the Company's new product introductions, the successful integration of business unit 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 Company's periodic reports filed with the Securities and Exchange Commission for further information regarding risk factors.