Masonite International Corporation files amended circular; mails supplemental materials to shareholders

Masonite International Corporation files amended circular; mails
supplemental materials to shareholders 


TORONTO, Feb. 10  /PRNewswire-FirstCall/ -- Masonite International Corporation
(TSX and NYSE: MHM) announced today that it has filed with Canadian and United
States securities regulators an amended management information circular
relating to its special meeting of shareholders to be held on February 18,
2005. Certain sections of Masonite's circular dated January 18, 2005 have been
revised in response to comments received from staff of the U.S. Securities and
Exchange Commission (the "SEC"). The circular seeks Masonite shareholder
approval for a plan of arrangement pursuant to which all outstanding common
shares of Masonite would be exchanged with Stile Acquisition Corp., an
affiliate of Kohlberg Kravis Roberts & Co. L.P., for consideration of C$40.20
per common share.

The amended circular does not contain any changes to the terms of the
transaction. A copy of the amended circular which incorporates all changes made
as a result of comments received from staff of the SEC can be found at
http://www.sec.gov/ and http://www.sedar.com/. Masonite will also be mailing to
shareholders of record on January 17, 2005 a supplement to the circular which
will contain a copy of the sections of the circular describing the background
to, reasons for and particulars concerning the proposed transaction marked to
show changes made as a result of SEC comments.

The special meeting of shareholders will be held on February 18, 2005 and the
record date for voting will remain January 17, 2005, as previously announced.
Any Masonite shareholder who has already deposited a valid proxy or provided
voting instructions to his or her broker or other intermediary for use at the
special meeting and who does not wish to change his or her proxy need not take
any further action.

Masonite is a unique, integrated, global building products company with its
corporate headquarters in Mississauga, Ontario and its international
administrative offices in Tampa, Florida. It operates over 75 facilities in 16
countries in North America, South America, Europe, Asia and Africa and has
approximately 14,000 employees. The company sells its products to customers in
over 50 countries. For more information, visit http://www.masonite.com/. 

DATASOURCE: Masonite International Corporation



CONTACT: Alan Miller, Innisfree M&A Incorporated, Telephone:

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