CGW Southeast Partners IV Agrees to Buy Johnston Industries, Inc.; Plans $3 a Share Cash Tender Offer

CGW Southeast Partners IV and Johnston Industries, Inc. today jointly announced the signing of a definitive purchase agreement whereby CGW will acquire up to 100 percent of the outstanding shares of Johnston common stock. The transaction will be structured as a cash tender offer. Pursuant to the agreement, CGW will pay $3.00 per share for each of the approximately 10.7 million outstanding shares of Johnston common stock. At the time the tender offer closes, CGW will also invest approximately $27.0 million in the company as a purchase of common and preferred stock.

CGW expects to commence its cash tender offer for the Johnston shares on or about April 7, 2000. The transaction is expected to be completed within 90 days. The transaction is subject to receipt by CGW of at least a majority of Johnston common stock, which will include the direct purchase of shares by CGW, as well as customary regulatory approvals.

As a result of the transaction, Johnston will become a subsidiary of CGW. Clark Ogle will remain as president and CEO of Johnston Industries. CGW will maintain the corporate headquarters of Johnston in Columbus, Georgia, and intends to maintain and operate substantially all of Johnston's current manufacturing facilities.

CGW, headquartered in Atlanta, Georgia, is a Delaware limited partnership organized to make strategic investments in distribution and manufacturing businesses throughout the United States.

Johnston Industries, Inc. manufactures and markets engineered textile products primarily for industrial and home furnishings end uses. One of its subsidiaries, Johnston Industries Composite Reinforcements Inc., makes Vectorply and other sophisticated non-crimp multiaxial reinforcing fabrics from fiberglass, carbon and aramid fibers used in a wide variety of applications.