Details on Titan International’s offer for Titan Europe revealed

qiangzi

Tuesday, September 18, 2012

Quincy, IL - Titan International announced the proposed issue of up to 6,240,833 new Titan International common shares (each a “Titan International Share”) to Titan Europe shareholders in connection with Titan International’s offer to acquire the entire share capital of Titan Europe (other than those shares already owned by Titan Luxembourg S.a.r.l.). Based on the closing price on the New York Stock Exchange of a Titan International Share of $22.03 and an exchange rate of $1.5638 to £1 on 9 August 2012 (being the latest practicable date prior to the date of publication of the Rule 2.7 Announcement), the offer valued each ordinary share of Titan Europe at approximately 128.1 pence per share and Titan Europe’s fully diluted share capital at approximately £118.4 million (based on the closing exchange rate of £11.5638 and the closing price of $22.03 per Titan International Share on 9 August 2012). The offer values each Titan Europe Share at approximately 113.36 pence and Titan Europe’s fully diluted share capital at approximately £104.8 million (based on the closing exchange rate of £1: $1.6016 and the closing price of $20.03 per Titan International Share on 13 September 2012, being the last practicable date before the publication of the offer document). This assumes that all of the 4,842,500 options under the Titan Europe share option scheme are exercised or cancelled pursuant to the proposals that will be made and which are referred to in the offer document.