Congoleum Corporation Plans Note Offering

Business Wire, July 14, 1998

MERCERVILLE, N.J.--(BUSINESS WIRE)--July 14, 1998--Congoleum Corporation (NYSE: CGM) announced today that it plans to offer $100 million principal amount of new ten-year Senior Notes in a private placement limited to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended.

A portion of such new Senior Notes may also be offered outside the United States to non-U.S. persons in reliance on Regulation S under the Securities Act of 1933, as amended.

The proceeds of the new Senior Notes will be used to repay the Company's outstanding 9% Senior Notes due 2001 in the principal amount of $76.6 million, together with accrued interest and applicable prepayment premium, to pay certain fees and expenses in connection with the offering and for working capital and general corporate purposes.

The offering of such new Senior Notes will not be registered under the Securities Act of 1933, as amended, and such Senior Notes may not be offeredor sold in the United States absent registration or an applicable exemption from the registration requirements.

The Company expects to report an extraordinary after-tax charge of $2.3 million ($0.25 per share) for debt extinguishment costs in connection with this offering.

Information in this press release includes forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.

Such statements include, without limitation, the intention of Congoleum to consummate the refinancing and the offering of the Senior Notes. All such forward-looking statements involve risks and uncertainties.

The following factor, among others, could cause actual results to differ materially from those expressed in the forward looking statements: difficulties or delays in consummating the sales of the new Senior Notes, the proceeds from which will be used to fund the refinancing of the 9% Senior Notes.

Congoleum is a 49% owned subsidiary of American Biltrite, Inc. (AMEX: ABL).

   CONTACT:  Congoleum Corp., Mercerville
              Howard N. Feist, senior vice president, finance,
              609/584-3586