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Published on 1/22/2007 in the Prospect News Special Situations Daily.

Carlyle increases tender offer to $42.00 per share for ElkCorp

By Lisa Kerner

Charlotte, N.C., Jan. 22 - ElkCorp said The Carlyle Group agreed to increase its tender offer to $42.00 from $40.50 per share to acquire all of the outstanding shares of ElkCorp common stock in a deal now worth $1.1 billion, including $173 million of debt assumption.

The Carlyle Group made its previous offer on Jan. 16. The latest tender offer expires at midnight ET on Feb. 14, according to a company news release.

Equity and debt financing for the transaction is committed by Bank of America, NA, Merrill Lynch Capital Corp., Inc. and General Electric Capital Corp.

ElkCorp's board has approved the revised merger agreement and recommends that shareholders tender their shares into the Carlyle offer. On Jan. 18, ElkCorp said a Building Materials Corp. of America affiliate had started a cash tender offer to purchase all of ElkCorp's shares at $42.00 per share.

Dallas-based ElkCorp, through its subsidiaries, manufactures Elk brand roofing and building products.

The Carlyle Group is a private equity firm located in New York.

Acquirer:The Carlyle Group
Target:ElkCorp
Payment per share:$42.00
Announcement date:Jan. 22
Tender deadline:Feb. 14
Stock price for target:NYSE: ELK; $42.68 on Jan. 19

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