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Owens Corning and Saint-Gobain withdraw merger filing

Owens Corning, Toledo, Ohio-based producer of residential and commercial building materials and glass fiber reinforcements, and France-based building materials conglomerate Saint-Gobain announced the voluntary withdrawal of the merger filing to the European Commission in connection with the creation of a joint venture merging Owens Corning's Reinforcements Business and Saint-Gobain's Reinforcements and Composites Business.

The withdrawal in Europe will allow the two companies additional time to better align calendars for the antitrust approvals of the transaction with the two main agencies: the Federal Trade Commission (FTC) in the United States and the European Commission.

On July 27, 2006, Owens Corning and Saint-Gobain first jointly announced that they were in discussions to merge their respective reinforcements and composites businesses, thereby creating a global company in reinforcements and composite fabrics products, with worldwide revenues of approximately $1.8 billion (euro 1.5 billion) and 10,000 employees.

Owens Corning and Saint-Gobain representatives jointly announced on February 20, 2007 that they had signed a joint-venture agreement to merge Owens Corning's Reinforcements Business and Saint-Gobain's Reinforcements and Composites Business into a new company that will be named "OCV Reinforcements".

This agreement contemplates that the joint venture will be owned 60 percent by Owens Corning and 40 percent by Saint-Gobain. After a minimum of four years, Saint-Gobain will have the option to sell its 40 percent stake to Owens Corning, and Owens Corning will have the option to buy Saint-Gobain's stake in the joint venture.



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