Actuant Announces Pricing of Equity Offering

Business Wire, Dec 22, 2004

MILWAUKEE -- Actuant Corporation (NYSE:ATU) announced today the pricing of a public offering of 2,500,000 shares of its Class A common stock at a price of $49.50 per share. The offered shares will be issued pursuant to an effective shelf registration statement. The Company has also granted the Underwriters an option to purchase up to 375,000 additional shares to cover over-allotments, if any. Wachovia Securities serves as sole book runner, JPMorgan and UBS Investment Bank serve as joint lead managers, and Robert W. Baird & Co. and Bear, Stearns & Co. Inc. serve as co-managers for this offering. The offering is conditioned upon the closing of the Company's acquisition of Key Components, Inc., the Company's amended senior credit agreement and other customary closing conditions, and is expected to close on December 28, 2004.

This announcement shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of these securities in any State in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state.

A copy of the final prospectus supplement and prospectus relating to the offering may be obtained, when available, from Wachovia Securities, 7 St. Paul Street, First Floor, Baltimore, Maryland 21202 (Attention: Equity Syndicate Desk). These documents may also be obtained from the Securities and Exchange Commission, when available, and over the Internet at the SEC's web site at http://www.sec.gov. Wachovia Securities is a trade name for Wachovia Capital Markets, LLC.

Actuant, headquartered in Milwaukee, Wisconsin, is a diversified industrial company with operations in over 20 countries. The Actuant businesses are market leaders in highly engineered position and motion control systems and branded hydraulic and electrical tools. Products are offered under such established brand names as A.W. Sperry, Dresco, Enerpac, Gardner Bender, Kopp, Kwikee, Milwaukee Cylinder, Nielsen Sessions, Power-Packer, Power Gear and Yvel. For further information on Actuant and its business units, visit the Company's website at www.actuant.com.

Safe Harbor

Certain of the above comments represent forward-looking statements made pursuant to the provisions of the Private Securities Litigation Reform Act of 1995. Management cautions that these statements are based on current estimates of future performance (including, without limitation, the statements relating to the completion of the Key Components acquisition) and are highly dependent upon a variety of factors, which could cause actual results to differ from these estimates. Actuant's results are also subject to general economic conditions, variation in demand from customers, the impact of geopolitical activity on the economy, continued market acceptance of the Company's new product introductions, the successful integration of acquisitions and related restructuring, operating margin risk due to competitive pricing and operating efficiencies, supply chain risk, material and labor cost increases, foreign currency fluctuations and interest rate risk. See the prospectus and the Company's annual, quarterly, and current reports filed with the Securities and Exchange Commission for further information regarding risk factors.