KARIYA, Japan--January 24, 2013: Toyota Industries Corporation (Tokyo Stock Exchange: 6201) ("TICO") today announced that Industrial Components and Attachments II, Inc. ("Purchaser"), an indirect wholly owned subsidiary of TICO, has extended its tender offer for all outstanding common shares of Cascade Corporation ("Cascade") for $65.00 per share (the "Offer"). The Offer was scheduled to expire at 12:00 midnight, New York City time, on Thursday, January 24, 2013. With the consent of Cascade, the Offer has been extended to expire at 12:00 midnight, New York City time, on Thursday, February 28, 2013, unless further extended. All other terms and conditions of the Offer remain unchanged.
As previously announced, TICO received a Request for Additional Information and Documentary Material (the "Second Request") from the Antitrust Division of the Department of Justice (the "Antitrust Division") with respect to the Offer and it is currently in the process of responding to the Second Request. Cascade informed TICO that it also received a Request for Additional Information and Documentary Material from the Antitrust Division and that it is currently in the process of responding to such request and intends to cooperate with the Antitrust Division with respect to such request. As a result of the Second Request, the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the "HSR Act") during which the Antitrust Division is permitted to review the proposed transaction has been extended until 11:59 p.m., New York City time, on the 10th calendar day after TICO's substantial compliance with the Second Request, unless such waiting period is earlier terminated. TICO expects to continue to work cooperatively with the Antitrust Division as it conducts its review of the proposed transaction in order to respond to and resolve expeditiously any questions the Antitrust Division may have. The Offer is now scheduled to expire at 12:00 midnight, New York City time, on Thursday, February 28, 2013. The transaction is expected to be completed immediately upon receiving regulatory approval from the Antitrust Division.
Computershare Trust Company, N.A., the depositary for the Offer, has advised TICO that, as of 5:00 p.m., New York City time, on January 24, 2013, 10,334,178 shares of common stock of Cascade had been validly tendered and not properly withdrawn in the Offer (including 333,400 shares tendered pursuant to notices of guaranteed delivery), representing approximately 92.3% of Cascade's outstanding shares. Shareholders who have already tendered their shares of common stock of Cascade do not have to re-tender their shares or take any other action as a result of the extension of the expiration date of the Offer.
Nomura Securities is serving as exclusive financial advisor to TICO and White & Case LLP is serving as TICO's legal advisor in connection with the transaction. BofA Merrill Lynch is serving as exclusive financial advisor to Cascade, and Miller Nash LLP is serving as Cascade's legal advisor.
