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Alliance Laundry Systems and Alliance Laundry Corporation Announce Offer to Purchase for Cash and Solicitation of Consents for Their Senior Subordinated Notes.


Business Editors

RIPON, Wis.--(BUSINESS WIRE)--Nov. 4, 2002

Alliance Laundry Systems LLC (Logical Link Control) See "LANs" under data link protocol.

LLC - Logical Link Control
 (the "Company") and Alliance Laundry Corporation ("ALC (Assembly Language Coding) A generic term for IBM mainframe assembly languages.

1. ALC - Assembly Language Compiler.
2. ALC - Airline Line Control.
") commenced today an offer to purchase for cash and solicitation of consents relating to relating to relate prepconcernant

relating to relate prepbezüglich +gen, mit Bezug auf +acc 
 their $110,000,000 outstanding principal amount of 9 5/8% Senior Subordinated Notes due 2008 (the "Notes").

The total consideration to be paid for each validly tendered Note, which includes a purchase price of $990.00 and a consent payment of $30.00, will be equal to $1,020.00 (or 102.00%) per $1,000 principal amount of the Notes tendered, plus accrued and unpaid interest on the Notes up to, but not including, the date of payment. Only holders who tender their Notes prior to the consent date will receive the total consideration. Holders who tender their Notes after the consent date and before the expiration date Expiration Date

The day on which an options or futures contract is no longer valid and, therefore, ceases to exist.

Notes:
The expiration date for all listed stock options in the U.S.
 will receive the total consideration less the consent payment of $30.00, or $990.00 per $1,000 principal amount of the Notes.

The offer to purchase is conditioned upon, among other things, the receipt of sufficient consents to amend the Indenture governing the Notes and completion of the initial public offering by Alliance Laundry Systems Income Fund (the "Fund"). The Company and ALC reserve the right to waive any of the conditions to the offer to purchase.

On October 1, 2002, the Fund and the Company announced that the Fund filed 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 securities regulators across Canada Across Canada was an afternoon program that formerly aired on The Weather Network. The segment ran from early 1999 until mid 2002. The show ran from 3:00PM ET until 7:00 PM ET.  for the initial public offering of trust units of the Fund. The Fund was created to acquire an indirect ownership interest in the Company and will make monthly distributions of its available cash to the holder of its units. The Company expects to use the proceeds from the sale of such ownership interest to reduce existing debt and retire other securities and to ultimately provide it with the flexibility to fund future acquisitions and product development. Specifically, the Company currently intends to use a portion of the proceeds from such sale to consummate the offer to purchase its outstanding Notes. The closing of the public offering is subject to the receipt of required regulatory approvals and other customary conditions. The parties expect the initial public offering to close on or about December 2, 2002.

In conjunction with the offer to purchase, consents to a proposed waiver and proposed amendments to the Indenture governing the Notes are being solicited. The proposed waiver would waive certain requirements of the Company and ALC upon a change of control as set forth in the Indenture and the proposed amendments would eliminate substantially all of the Indenture's restrictive covenants Restrictive covenants

Provisions that place constraints on the operations of borrowers, such as restrictions on working capital, fixed assets, future borrowing, and payment of dividends.
 and would amend event of default provisions contained in the Indenture. Adoption of most of the proposed amendments requires the consent of the holders of at least a majority of the principal amount of the outstanding Notes. Adoption of the proposed waiver and certain of the proposed amendments requires the consent of the holders of at least 75% of the principal amount of the outstanding Notes. Holders who tender their Notes will be required to consent to the proposed waiver and the proposed amendments and holders may not deliver consents to the proposed waiver and the proposed amendments without tendering their Notes in the offer to purchase.

The solicitation of consents will expire at 5:00 p.m., New York City New York City: see New York, city.
New York City

City (pop., 2000: 8,008,278), southeastern New York, at the mouth of the Hudson River. The largest city in the U.S.
 time, on November 15, 2002, unless terminated or extended. The offer to purchase will expire at 5:00 p.m., New York City time, on December 4, 2002, unless terminated or extended. Notes tendered and consents delivered before the consent date may not be withdrawn or revoked, respectively, after the consent date.

Lehman Brothers Lehman Brothers Holdings Inc. (NYSE: LEH), founded in 1850, is a diversified, global financial services firm. It is a participant in investment banking, equity and fixed income sales, research and trading, investment management, private equity, and private banking.  Inc. is acting as the dealer manager for the offer to purchase and the solicitation agent for the solicitation of consents. The depositary DEPOSITARY, contracts. He with whom a deposit is confided or made.
     2. It is, the essence of the contract of deposits that it should be gratuitous on the part 'of the depositary. 9 M. R. 470.
 for the offer to purchase is The Bank of New York The Bank of New York, abbrieviated to BNY, was a global financial services company that existed until its merger with the Mellon Financial Corporation on July 2, 2007.[1] The bank now continues under the new name of The Bank of New York Mellon Corporation. . The offer to purchase and solicitation of consents are being made pursuant to an Offer to Purchase and Consent Solicitation Consent Solicitation

A solicitation by one party to the stakeholders of a particular security for the consent of a material change.

Notes:
Should the majority of stakeholders provide valid consent prior to the consent expiry date, the issuer may then follow through with
 Statement dated November 4, 2002, and related Letter of Transmittal Letter of Transmittal

A document used by security holder to accompany certificates surrendered in an exchange or other corporate action.
 and Consent, which more fully set forth the terms of the offer to purchase and solicitation of consents.

Questions regarding the offer to purchase and solicitation of consents may be directed to Lehman Brothers Inc., the dealer manager and solicitation agent, at 800/438-3242 (toll free) or 212/528-7581. Copies of the Offer to Purchase and Consent Solicitation Statement and related documents may be obtained from D. F. King & Co., Inc., the information agent, at 800/431-9642 (toll free) or 212/269-5550.

This announcement is not an offer to purchase, a solicitation of an offer to purchase, or a solicitation of consents with respect to the Notes. The offer to purchase and solicitation of consents are made solely by the Offer to Purchase and Consent Solicitation Statement.

About Alliance Laundry Systems LLC and Alliance Laundry

Corporation

Alliance Laundry Systems LLC is a leading designer, manufacturer and marketer of commercial laundry equipment in North America North America, third largest continent (1990 est. pop. 365,000,000), c.9,400,000 sq mi (24,346,000 sq km), the northern of the two continents of the Western Hemisphere.  and worldwide. The Company's equipment is used in laundromats and multi-housing laundries, universities, military installations and on-premise laundries under the brands of Ajax, Huebsch, Speed Queen and UniMac. Alliance Laundry Corporation is a wholly-owned subsidiary of the Company that was incorporated for the sole purpose of serving as co-issuer of the Notes in order to facilitate the offering of the Notes. ALC does not have any business operations Business operations are those activities involved in the running of a business for the purpose of producing value for the stakeholders. Compare business processes. The outcome of business operations is the harvesting of value from assets  or assets and does not have any revenues.

About Alliance Laundry Systems Income Fund

Alliance Laundry Systems Income Fund is an open-ended, limited purpose trust established under the laws of the Province of Ontario. The Fund was created to consummate an initial public offering of its trust units in Canada and will acquire an indirect ownership interest in Alliance Laundry Systems LLC. The Fund will make monthly distributions of its available cash to the holders of its units.

Forward Looking Statements

Certain statements in this press release may constitute "forward-looking" statements which involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or achievements of Alliance Laundry Systems Income Fund or Alliance Laundry Systems LLC, to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements forward-looking statement

A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections.
. When used in this press release, such statements use words such as "may," "will," "expect," "anticipate," "project," "believe," "plan" and other similar terminology. The risks and uncertainties with respect to the Fund are detailed from time to time in reports filed with the securities regulatory authorities in all of the provinces and territories of Canada. The risks and uncertainties with respect to the Company are detailed from time to time in reports filed with the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area.  Securities and Exchange Commission. New risk factors may arise from time to time and it is not possible for management to predict all of those risks factors or the extent to which any factor or combination of factors may cause actual results, performance or achievements of the Fund or Company to be materially different from those contained in forward-looking statements. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual results.

More information about potential factors which could affect the Company's business and financial results is included in the Company's Annual Report on Form 10-K Form 10-K

A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information.


Form 10-K

See 10-K.
 for the fiscal year ended December 31, 2001, Quarterly Reports on Form 10-Q Form 10-Q

See 10-Q.
 and other periodic filings. More detailed information regarding the initial public offering and the other transactions related thereto is set forth in each of the Company's Current Report on Form 8-K Form 8-K

The form required by the SEC when a publicly held company incurs any event that might affect its financial situation or the share value of its stock.


Form 8-K

See 8-K.
 filed on October 1, 2002 and Current Report on Form 8-K filed on October 9, 2002. All forward-looking statements are based on information available to the Company and the Fund on the date hereof, and neither company assumes any obligation to update such statements. Investors and security holders may obtain a free copy of the Annual and Quarterly Reports and other documents filed by the Company with the Securities and Exchange Commission at the Commission's web site at http://www.sec.gov.
COPYRIGHT 2002 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2002, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Date:Nov 4, 2002
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