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Noble Intl. Announces Discounted Prepayment Of Series Subordinated Notes

23 December 1998

Noble International Announces Discounted Prepayment Of Series Subordinated Notes

    BLOOMFIELD HILLS, Mich., Dec. 23 -- Noble International, Ltd.
("Noble") (Amex: NIL) announced today that it has entered into an agreement
with DCT, Inc. and John K. Baysore for the discounted prepayment of the series
subordinated notes (the "Notes") delivered to them in connection with Noble's
acquisition of Noble Metal Processing, Inc. (formerly Utilase, Inc.).  The
Notes, which were due 2001 had an aggregate principal face amount of
$10,134,554.  Noble paid $9.125 million and $541,000 respectively to DCT, Inc.
and Mr. Baysore for the Notes, resulting in an immediate discount of
approximately $1.2 million, which included all principal and accrued interest.
    The Notes were prepaid through an offering of 7% Junior Subordinated Notes
due 2003 (the "Offering"), a loan to the company from Robert J. Skandalaris,
Noble's Chief Executive Officer, in the principal amount of $6.0 million (the
"Loan"), and Noble's line of credit.  The closing of the Offering was for an
aggregate of $3.5 million in principal amount of Notes.  The Offering is
comprised of junior subordinate notes bearing interest at seven percent, with
a minimum subscription of $250,000 and warrants to purchase 7,500 shares of
Noble's common stock.  The Offering requires quarterly payments of interest on
the Subordinated Notes.  In connection with the Loan, Noble delivered a junior
subordinated promissory note to Mr. Skandalaris due December 31, 2000, which
bears interest at the rate of twelve percent, with monthly payments of
interest and quarterly payments of principal.  The Loan is unsecured and does
not have any warrant provisions attached to it.  Noble has also agreed to
register approximately 2.3 million shares of Noble common stock currently held
by him.
    Prior to the closing of the prepayment of the Notes, James Bronce
Henderson, III, the Chief Executive Officer of DCT, Inc., resigned as Chairman
of Noble and as a member of the Board of Directors.  Mr. Skandalaris will take
over the position of Chairman of Noble.  Mr. Henderson, said that "My
departure from the Noble will allow me to focus my efforts on DCT, Inc.  I
have enjoyed being a part of the dynamic Noble team, and wish it much success
in the future."  Mr. Henderson holds approximately 134,000 shares of Noble
common stock as well as options to purchase 5,000 shares of Noble stock.
    "With the closing of this transaction we have taken advantage of financial
incentives and discounts to prepay the obligation to DCT, Inc. and Mr.
Baysore.  The result is that Noble and Noble Metal Processing can focus their
resources on growing their business." said Lloyd P. Jones, III, President and
Chief Operating Officer of Noble International.
    Noble International, Ltd.  is a leading full-service Tier II supplier of
automotive parts, component assemblies and value-added services to the
automotive industry.  As a Tier II supplier, Noble provides design,
engineering, manufacturing, complete program management and other services to
the automotive market.  Noble delivers integrated component solutions,
technological leadership and product innovation to original equipment
manufacturers (OEMs) and Tier I automotive parts suppliers thereby helping its
customers increase their productivity while controlling costs.
    Certain statements in this news release may be "forward-looking
statements" within the meaning of Section 27A of the Securities Act of 1933.
Statements regarding future prospects and developments are based upon current
expectations and involve certain risks and uncertainties that could cause
actual results and developments to differ materially from the forward-looking
statements.