Royal Group clarifies details surrounding process for potential sale of company

Royal Group clarifies details surrounding process for potential
sale of company 


TORONTO, May 26  /PRNewswire-FirstCall/ -- Royal Group Technologies Limited
(RYG.SV-TSX;   RYG-NYSE) today announced that, in light of certain confusing
reports in the financial media relating to its agreement with Cerberus, it
wished to provide clarification on the matter.

As announced yesterday, the company's agreement with Cerberus provides (among
other things) that, in order to ensure all parties are on a "level playing
field" in the context of the process to be undertaken by Royal Group:

  -  Cerberus will not, subject to certain limited exceptions, take up
     shares pursuant to a takeover bid until the expiry of 60 days from the
     time it has received access to the requested information, and

  -  if a transaction is proposed by another party as a result of the
     process that is superior to the offer from Cerberus, Cerberus will
     either (i) match or better the superior proposal, (ii) purchase and
     tender all of the shares of Vic De Zen, Domenic D'Amico and their
     affiliates to the superior proposal or (iii) release them from their
     obligations pursuant to the lock-up agreement - in other words,
     Cerberus will not use its agreement with those parties to frustrate a
     superior proposal.



Certain media reports could be read as suggesting that Cerberus had agreed to
match or better any superior proposal, which is not accurate.

Royal Group Technologies Limited is a manufacturer of innovative, polymer-based
home improvement, consumer and construction products. The company has extensive
vertical integration, with operations dedicated to provision of materials,
machinery, tooling, real estate and transportation services to its plants
producing finished products. Royal Group's manufacturing facilities are
primarily located throughout North America, with international operations in
South America, Europe and Asia. Additional investment information is available
on Royal Group's web site at http://www.royalgrouptech.com/ under the "Investor
Relations" section.

The information in this document contains certain forward-looking statements
with respect to Royal Group Technologies Limited, its subsidiaries and
affiliates. These statements are often, but not always made through the use of
words or phrases such as "expect", "should continue", "continue", "believe",
"anticipate", "estimate", "contemplate", "target", "plan", "budget", "may",
"will", "schedule" and "intend" or similar formulations. By their nature, these
forward-looking statements are necessarily based upon a number of estimates and
assumptions that, while considered reasonable by management, are inherently
subject to significant, known and unknown, business, economic, competitive and
other risks, uncertainties and other factors affecting Royal specifically or
its industry generally that could cause actual performance, achievements and
financial results to differ materially from those contemplated by the
forward-looking statements. These risks and uncertainties include the ongoing
shareholder value maximization process and its outcome; the outcome of the
ongoing internal review and investigations by the Special Committee of the
Board of Directors; fluctuations in the level of renovation, remodeling and
construction activity; changes in product costs and pricing; an inability to
achieve or delays in achieving savings related to the cost reductions or
increases in revenues related to sales price increases; the sufficiency of our
restructuring activities, including the potential for higher actual costs to be
incurred in connection with restructuring activities compared to the estimated
costs of such actions; the ability to recruit and retain qualified employees;
the level of outstanding debt and our current debt ratings; the ability to meet
the financial covenants in our credit facilities; changes in product mix; the
growth rate of the markets into which Royal's products are sold; market
acceptance and demand for Royal's products; changes in availability or prices
for raw materials; pricing pressures resulting from competition; difficulty in
developing and introducing new products; failure to penetrate new markets
effectively; the effect on foreign operations of currency fluctuations,
tariffs, nationalization, exchange controls, limitations on foreign investment
in local business and other political, economic and regulatory risks;
difficulty in preserving proprietary technology; adverse resolution of any
litigation, investigations, administrative and regulatory matters, intellectual
property disputes, or similar matters; changes in securities or environmental
laws, rules and regulations; currency risk exposure and other risks described
from time to time in publicly filed disclosure documents and securities
commission reports of Royal Group Technologies Limited and its subsidiaries and
affiliates. In view of these uncertainties we caution readers not to place
undue reliance on these forward-looking statements. Statements made in this
document are made as of May 26, 2005 and Royal disclaims any intention or
obligation to update or revise any statements made herein, whether as a result
of new information, future events or otherwise. 

DATASOURCE: Royal Group Technologies Limited



CONTACT: Robert Lamoureux, Lead Director and Interim

CFO, or Mark Badger, Vice President, Marketing and Corporate Communications,

Phone: [phone], Fax: [phone]

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