JOHNSTOWN AMERICA INDUSTRIES, INC.'S SUBSIDIARY, JTN ACQUISITION CORP., INCREASES THE TOTAL PRICE OFFERED IN ITS CASH TENDER OFFER AND CONSENT SOLICITATION FOR SERIES B 12-1/4% SENIOR NOTES OF TRUCK COMPONENTS INC. TO $1,145 PER $1,000 PRINCIPAL AMOUNT AND EXTENDS THE EXPIRATION DATE TO 11:59 P.M. E.D.T. ON AUGUST 14, 1995.CHICAGO--(BUSINESS WIRE)--August 1, 1995--Johnstown America Industries, Inc. (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on :JAII) today announced that its wholly-owned subsidiary, JTN JTN Justice (Department) Telecommunication Network JTN Joint Targeting Network Acquisition Corp., has increased the price it is offering in its cash tender offer 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 for the Series B 12-1/4% Senior Notes due June 30, 2001 of Truck Components Inc. from $1,080 per $1,000 principal amount to $1,125 per $1,000 principal amount and has extended the expiration date Expiration Date The day on which an options or futures contract is no longer valid and, therefore, ceases to exist.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. for the tender offer and consent solicitation from 11:59 p.m. E.D.T. on August 3, 1995 to 11:59 p.m. E.D.T. on August 14, 1995. The tender offer and the consent solicitation are being made in connection with the previously announced merger agreement pursuant to which Johnstown America Industries, Inc. will acquire all of the outstanding shares of common stock of Truck Components Inc. (NASDAQ:TRCK) at a price of $16.00 per share in cash. In connection with the tender offer, JTN Acquisition Corp. also is soliciting consents to amend certain provisions of the indenture governing the Notes and offering a cash payment to each consenting holder of $20 for each $1,000 principal amount of Notes with respect to which valid consents are delivered. The $20 cash payment now will be paid to consenting holders regardless of whether JTN Acquisition Corp. has already received consents from other holders sufficient to allow such amendment of the indenture. Tenders of Notes will not be accepted unless the tendering holder also consents to the proposed amendments to the indenture. The tender offer and the consent solicitation remain conditioned upon, among other things, (i) there having been validly tendered and not withdrawn prior to the expiration date a majority of the aggregate outstanding principal amount of the Notes, (ii) receipt by JTN Acquisition Corp. of consents from holders of a majority of the aggregate outstanding principal amount of the Notes and (iii) the consummation of the proposed merger between Truck Components Inc. and JTN Acquisition Corp. pursuant to which Truck Components Inc. will become a wholly-owned subsidiary of Johnstown America Industries, Inc. The tender offer and the consent solicitation are not conditioned upon the consummation by Johnstown America Industries, Inc. of its proposed public offering of $100 million aggregate principal amount of senior subordinated notes. The tender offer and the consent solicitation will expire at 11:59 p.m. E.D.T. on August 14, 1995, unless further extended. According to according to prep. 1. As stated or indicated by; on the authority of: according to historians. 2. In keeping with: according to instructions. 3. a preliminary count by Chemical Mellon Shareholder Services, 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. , as of the close of business on July 31, 1995, approximately $11.3 million principal amount of the Notes had been tendered by noteholders. Chemical Securities Inc. is acting as dealer manager and solicitation agent for the tender offer and consent solicitation. Questions and requests for assistance should be directed to Chemical Mellon Shareholder Services, which also is acting as information agent, at 800-648-8169. Johnstown America Industries, Inc., headquartered in Chicago, Illinois, has four operating units operating unit A type of operating company that engages in transactions with outsiders and that is owned by another business. For example, in 1995 the stockholders of Capital Cities/ABC approved a $19 billion merger with the Walt Disney Company, whereupon : Johnstown America Corporation, Johnstown, Pennsylvania Johnstown is a city in Cambria County, Pennsylvania, United States, 60 miles east of Pittsburgh and 46 miles (76.6 km) west-south west of Altoona, Pennsylvania. The population was 27,906 at the 2000 census. , a leading manufacturer of railroad freight cars that are used principally for hauling coal, intermodal containers, highway trailers and agricultural and mining products; Freight Car Services, Inc., Danville, Illinois  Editing of this page by unregistered or newly registered users is currently disabled to prevent sock puppets of currently blocked or banned users from editing it. , a rebuilder and repairer of freight cars; JAIX Leasing Company, a lessor of new and used freight cars; and Bostrom Seating, Inc., Piedmont, Alabama Piedmont is a small, rural town in Calhoun County, Alabama, United States. At the 2000 census the population was 5,120. It is included in the Anniston-Oxford, Alabama Metropolitan Statistical Area. , the leading manufacturer of suspension and static seating for the heavy-duty truck market. CONTACT: Andrew M. Weller Executive Vice President and Chief Financial Officer 312-280-8844 or Chemical Mellon Shareholder Services 800-648-8169 |
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