NEWS RELEASE
1200 Wall Street West, Lyndhurst, NJ 07071
(201) 896-8400 o FAX (201) 438-5680
www.curtisswright.com
CONTACT: Gary Benschip FOR IMMEDIATE RELEASE
(201) 896-8520
gbenschip@cwcorp.curtisswright.com
Curtiss-Wright Effects Recapitalization to Facilitate Tax-Free Distribution
by Unitrin
Lyndhurst, New Jersey - November 30, 2001 - Curtiss-Wright Corporation (NYSE:
CW) announced today the completion of a recapitalization of its common stock.
The recapitalization was implemented to facilitate a tax-free distribution by
Unitrin, Inc. to its shareholders of its 44% equity position in Curtiss-Wright.
The recapitalization was approved at a special meeting of the stockholders of
Curtiss-Wright on October 26, 2001.
Pursuant to the recapitalization plan and in order to meet certain tax
requirements, Unitrin's shares have been exchanged for an equivalent number of
shares of a new Class B Common Stock of Curtiss-Wright that are entitled to
elect at least 80% of Curtiss-Wright's Board of Directors. Other than the right
to elect Directors, the two classes of stock vote as a class (except as required
by law) and are equal in all other respects. In connection with the transactions
completed today, Unitrin completed the tax-free distribution of the Class B
shares to its approximately 8,000 registered stockholders. The new Class B
Common Stock is listed on the New York Stock Exchange under the symbol "CW.B".
"We are very pleased to have concluded this process and believe it will be
beneficial in creating long-term shareholder value," stated Martin R. Benante,
Curtiss-Wright's Chairman and Chief Executive Officer. "This transaction
represents a major step in our efforts to improve our stock's liquidity, broaden
our shareholder base, and attract additional institutional investors. We welcome
our new shareholders and firmly believe that their direct ownership of
Curtiss-Wright common shares will prove to be rewarding."
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Curtiss-Wright Corporation is a diversified provider of highly engineered
products and services to the Motion Control, Flow Control and Metal Treatment
industries. The firm employs approximately 2,600 people. More information on
Curtiss-Wright can be found on the Internet at www.curtisswright.com.
Forward-looking statements in this release related to expectations of continued
high revenues related to new commercial aircraft and continued sales and income
growth, and 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 the need for
additional machinery and equipment and/or in the cost for the expansion of the
Corporation's operations; changes in the competitive marketplace and/or customer
requirements; an inability to perform customer contracts at anticipated cost
levels; and other factors that generally affect the business of aerospace,
defense, marine, and industrial companies. Please refer to the Company's SEC
filings under the Securities and Exchange Act of 1934, as amended, for further
information.