Bidding War for ElkCorp Continues
DALLAS - On Feb. 2, ElkCorp
announced that Building Materials Corporation of America (BMCA) had
agreed to extend the expiration date of its irrevocable and binding
offer to acquire ElkCorp from the previously agreed expiration date of
Feb. 6. to Feb. 12. BMCA agreed to the extension at the request of the
Dallas County Court pending a hearing on a shareholder plaintiff action
that will now be heard on Feb. 9.
DALLAS - On Feb. 2, ElkCorp announced that Building Materials Corporation of America (BMCA) had agreed to extend the expiration date of its irrevocable and binding offer to acquire ElkCorp from the previously agreed expiration date of Feb. 6. to Feb. 12. BMCA agreed to the extension at the request of the Dallas County Court pending a hearing on a shareholder plaintiff action that will now be heard on Feb. 9.
BMCA had offered to enter into an agreement with ElkCorp by which an affiliate of BMCA would acquire all of the outstanding common stock of ElkCorp at a price of $43.50 per share. The offer was conditional upon ElkCorp terminating its existing merger agreement with affiliates of The Carlyle Group. As a result of BMCA's offer, ElkCorp sent notice to Carlyle of ElkCorp's intention to terminate the Carlyle agreement. ElkCorp has the right to terminate that agreement upon payment of a $29 million termination fee to Carlyle, but in light of the shareholder plaintiff action, ElkCorp has agreed not to pay the termination fee or terminate its agreement with Carlyle pending the February 9, 2007 court hearing.
Prior to the shareholder action, ElkCorp had announced on Jan. 31 that it had received notification from Carlyle that the group would not submit a revised proposal in response to ElkCorp’s termination notice. ElkCorp is now unable to accept BMCA's offer until the matter is resolved. Thus ElkCorp's current merger agreement with Carlyle, for Carlyle to acquire all of the outstanding common stock of ElkCorp at a price of $42.00 per share in cash in a tender offer and second-step merger, remains in effect.
For more information, call BMCA at 973-317-5960 or visit For more information, call BMCA at 973-317-5960 or visit www.elkcorp.com.
DALLAS - On Feb. 2, ElkCorp announced that Building Materials Corporation of America (BMCA) had agreed to extend the expiration date of its irrevocable and binding offer to acquire ElkCorp from the previously agreed expiration date of Feb. 6. to Feb. 12. BMCA agreed to the extension at the request of the Dallas County Court pending a hearing on a shareholder plaintiff action that will now be heard on Feb. 9.
BMCA had offered to enter into an agreement with ElkCorp by which an affiliate of BMCA would acquire all of the outstanding common stock of ElkCorp at a price of $43.50 per share. The offer was conditional upon ElkCorp terminating its existing merger agreement with affiliates of The Carlyle Group. As a result of BMCA's offer, ElkCorp sent notice to Carlyle of ElkCorp's intention to terminate the Carlyle agreement. ElkCorp has the right to terminate that agreement upon payment of a $29 million termination fee to Carlyle, but in light of the shareholder plaintiff action, ElkCorp has agreed not to pay the termination fee or terminate its agreement with Carlyle pending the February 9, 2007 court hearing.
Prior to the shareholder action, ElkCorp had announced on Jan. 31 that it had received notification from Carlyle that the group would not submit a revised proposal in response to ElkCorp’s termination notice. ElkCorp is now unable to accept BMCA's offer until the matter is resolved. Thus ElkCorp's current merger agreement with Carlyle, for Carlyle to acquire all of the outstanding common stock of ElkCorp at a price of $42.00 per share in cash in a tender offer and second-step merger, remains in effect.
For more information, call BMCA at 973-317-5960 or visit For more information, call BMCA at 973-317-5960 or visit www.elkcorp.com.
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