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121409
News Release from Titan International, Inc. December 14, 2009
Titan International Inc. to Offer $75 Million Convertible Senior Subordinated Notes
QUINCY, Ill.-Titan International, Inc. (NYSE: TWI) ("Titan"
or the "Company") today announced its intention to offer, subject to market and
other conditions, $75 million aggregate principal amount of its Convertible
Senior Subordinated Notes due 2017 (the "Notes") in a private offering to
qualified institutional buyers pursuant to Rule 144A under the Securities Act
of 1933, as amended. Titan expects to grant the initial purchasers of its Notes
an option to purchase up to $11.25 million principal amount of additional
Notes, solely to cover over-allotments.
The Notes will bear cash interest at a fixed rate, to be
payable semiannually and will be convertible at the option of the holders into
shares of Titan common stock. Titan will have the right to redeem the Notes in
whole or in part at a specified redemption price on or after January 20, 2014, if
the closing sale price of its common stock exceeds 130% of the conversion price
then in effect for 20 or more trading days in a period of 30 consecutive
trading days ending on the trading day immediately prior to the date of the
redemption notice. The interest rate, conversion rate and other terms of the
Notes will be determined by negotiations between Titan and the initial
purchasers. The Notes will be subordinated in right of payment to Titan's
existing 8% senior notes due 2012.
Titan intends to use the proceeds from the offering for
general corporate purposes, including financing potential future acquisitions
and repayment of existing debt obligations.
This press release does not constitute an offer to sell, or
the solicitation of an offer to buy, the Notes. Any offers of the Notes will be
made only by means of a private offering circular. The Notes and the shares of
common stock of Titan, if any, issuable upon conversion of the Notes have not
been registered under the Securities Act and may not be offered or sold in the
United States without registration or an applicable exemption from registration
requirements.
Safe harbor
statement:
This press
release includes forward-looking statements that involve risks and
uncertainties, including risks as detailed in Titan International, Inc.'s
periodic filings with the Securities and Exchange Commission, including the
annual report on Form 10-K for the year ended December 31, 2008. The company
cautions that any forward-looking statements included in this press release are
subject to a number of risks and uncertainties and the company undertakes no
obligation to publicly update or revise any forward-looking statements.
Titan International, Inc. (NYSE: TWI), a holding company,
owns subsidiaries that supply wheels, tires and assemblies for off-highway
equipment used in agricultural, earthmoving/construction and consumer
(including all terrain vehicles) applications. For more information, visit www.titan-intl.com.