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Curtiss-Wright Corporation Announces Plan to Seek IRS Ruling
Permitting Recapitalization of Its Common Stock
ROSELAND, N.J., Nov. 16 /PRNewswire-FirstCall/ -- Curtiss-Wright Corporation
(NYSE: CW; CW.B) today announced that, in response to Curtiss- Wright's
request, Unitrin, Inc. has agreed to request a supplemental ruling from the
Internal Revenue Service that would permit Curtiss-Wright to submit to its
shareholders for approval a plan that would result in the combination of its
Common Stock and Class B Common Stock into a single class of common stock.
Unitrin is the former holder of approximately 44% of Curtiss-Wright's capital
stock, which was distributed to Unitrin's shareholders in 2001, following a
recapitalization approved by the Curtiss-Wright shareholders. The
recapitalization resulted in Curtiss-Wright's current dual-class structure.
Under the current structure, holders of Class B Common Stock elect at least 80%
of Curtiss-Wright's directors and holders of Common Stock elect the remaining
directors. In all other matters, the holders of Common Stock and Class B
Common Stock have equal rights. Under existing agreements with Unitrin, the
receipt of a ruling from the IRS is a condition to taking any action to
eliminate the special voting rights of the Class B Common Stock prior to
November 29, 2006. Curtiss-Wright expects to submit its plan, the form of
which is subject to approval by its Board of Directors, to its shareholders for
approval at its annual meeting scheduled for April 2005. Subject to shareholder
approval and the receipt of the supplemental IRS ruling, Curtiss-Wright expects
to complete the recapitalization in the second quarter of 2005.
About Curtiss-Wright
Curtiss-Wright Corporation is a diversified company headquartered in Roseland,
New Jersey. The company designs, manufactures and overhauls products for
motion control and flow control applications and is a provider of metal
treatment services. The firm employs approximately 5,500 people. More
information on Curtiss-Wright can be found on the Internet at
http://www.curtisswright.com/.
Forward-looking statements in this release are made pursuant to the Safe Harbor
provisions of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements are subject to certain risks and uncertainties that
could cause actual results to differ materially from those expressed or
implied. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date hereof. Such risks
and uncertainties include, but are not limited to: a reduction in anticipated
orders; an economic downturn; changes in competitive marketplace and/or
customer requirements; a change in government spending; an inability to perform
customer contracts at anticipated cost levels; and other factors that generally
affect the business of aerospace, defense contracting, marine, and industrial
companies. Please refer to the Company's current SEC filings under the
Securities and Exchange Act of 1934, as amended, for further information.
This press release and additional information is available at
http://www.curtisswright.com/.
DATASOURCE: Curtiss-Wright Corporation
CONTACT: Alexandra Deignan of Curtiss-Wright Corporation,
+1-973-597-4734
Web site: http://www.curtisswright.com/