Clark Equipment Announces Cash Tender Offer And Related Consent Solicitation for Its Notes.HAMILTON, Bermuda -- Clark Equipment Company ("Clark"), an indirect wholly owned subsidiary Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. of Ingersoll-Rand Company Limited, announced today the commencement of a cash tender offer to purchase any and all of its outstanding 8% Medium-Term Notes due May 1, 2023 (CUSIP CUSIP See: Committee on Uniform Securities Identification Procedures CUSIP See Committee on Uniform Securities Identification Procedures. No. 18139QAA QAA Quality Assurance Agency for Higher Education (UK) QAA Questions and Answers QAA Quality Assurance Assessment QAA Quality Assurance Audit QAA Quality Assurance Analyst QAA Quality Assessment Audit (USACE) 6), 8.15% Medium-Term Notes due May 15, 2023 (CUSIP No. 18139QAB QAB Quarterly Average Balance QAB Quality Assurance Branch (UK) QAB Queen Anne's Bounty 4) and 8.35% Medium-Term Notes due May 15, 2023 (CUSIP No. 18139QAC QAC Queen Anne's County (Maryland, USA) QAC Quality Assurance Committee QAC Quaternary Ammonium Compound QAC Quality Assurance Coordinator QAC Quinte Arts Council (Ontario, Canada) 2) (the "Notes"). The tender offer and the related 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 are being made pursuant to the Offer to Purchase and Consent Solicitation Statement dated September 17, 2007 (the "Offer to Purchase") and the 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. The tender offer and consent solicitation are being conducted in connection with the previously announced agreement of Ingersoll-Rand Company Limited and certain of its subsidiaries with Doosan Infracore Co., Ltd. and Doosan Engine Co., Ltd to purchase Clark and certain related assets from Ingersoll Rand (the "Sale"). Upon the completion of the Sale, Clark will become a wholly owned subsidiary of Doosan Infracore Co., Ltd. The Sale is subject to customary closing conditions, but the completion of the tender offer and consent solicitation is not a condition to completion of such Sale. The tender offer for the Notes 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 September 28, 2007, unless extended or earlier terminated by Clark in its sole discretion (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. "). This release is for informational purposes only and is neither an offer to purchase, nor a solicitation of an offer to sell, the Notes. The tender offer to buy the Notes is only being made pursuant to the tender offer and consent solicitation documents, including the Offer to Purchase that the Company has distributed to holders of Notes. The tender offer and consent solicitation are not being made to holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. This release includes "forward-looking statements" that involve risks, uncertainties and changes in circumstances, which may cause actual results, performance or achievements to differ materially from anticipated results, performance or achievements. Political, economic, climatic, currency, tax, regulatory, technological, competitive, and other factors could cause actual results to differ materially from those anticipated in the forward-looking statements. Additional information regarding these risk factors and uncertainties is detailed from time to time in the company's SEC filings, including but not limited to its report on Form 10-Q for the quarter ended June 30, 2007. Ingersoll Rand is a global diversified industrial firm providing products, services and solutions to transport and protect food and perishables, secure homes and commercial properties, and enhance industrial productivity and efficiency. Driven by a 100-year-old tradition of technological innovation, we enable companies and their customers to create progress. For more information, visit www.ingersollrand.com. |
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