April 2007

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ElkCorp merges with GAF

Dallas-based ElkCorp has entered a definitive merger agreement with Building Materials Corp. of America, Wayne, N.J., parent company of GAF Materials Corp., Wayne.

ElkCorp announced Feb. 9 that GAF Materials will amend its existing offer to acquire all of ElkCorp's outstanding common stock for $43.50 per share in cash. This represents a premium of almost 73 percent more than ElkCorp's closing share price Nov. 30, 2006, the last trading day before ElkCorp announced it was reviewing its strategic alternatives.

Following the purchase of outstanding shares of ElkCorp stock, the stock will be cancelled and converted into $43.50 per share without interest. The offer values ElkCorp at about $1.12 billion, including the assumption of $173 million of net debt. Building Materials Corp. of America has received financing commitments from Deutsche Bank AG, Frankfurt, Germany; Bear, Stearns & Co. Inc., New York; and J.P. Morgan Chase...

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