Sherwin Williams And Valspar Merger Agreement

Investor and Media Contact: Bill Seymour Vice President, Investor Relations, Communications and Finance (612) 656-1328 william.seymour@valspar.com The FTC, which valued the deal at $11.3 billion, said the sale of assets was necessary, since only three companies currently manufacture wood stains and sealants. A merger of two of them, Sherwin-Williams and Valspar, could lead to higher product prices. CLEVELAND, June 1, 2017 /PRNewswire/ — Sherwin-Williams Company (NYSE: SHW) today announced that it has completed its acquisition of Valspar Corporation (NYSE: VAL). Under the terms of the merger agreement, Valspar shareholders will receive $US 113 per share in cash. As part of the closing of the transaction, trading in Valspar`s common shares ceased prior to the opening of the market today and is being described by the New York Stock Exchange. CLEVELAND, OH – 1. June 2017 – The Sherwin-Williams Company (NYSE: SHW) announced today that it has completed the acquisition of Valspar Corporation (NYSE: VAL). As part of the merger agreement About Sherwin-Williams The Sherwin-Williams Company, founded in 1866, it is a world leader in the manufacture, development, distribution and sale of paints, coatings and related products to professionals, industrial, commercial and retail. The company manufactures products under well-known brands like Sherwin-Williams®, Valspar®, HGTV HOME® sherwin-Williams, Dutch Boy®, Krylon®, Minwax®, Thompson`s® Water Seal®, Cabot® and many more. Based in Cleveland, Ohio, Sherwin-Williams® branded products are sold exclusively through a chain of more than 4,100 company-run stores and establishments, while the company`s other brands are sold through large mass distributors, visitor centers, independent retailers, hardware stores, automotive retailers and industrial distributors. The Sherwin-Williams Performance Coatings Group offers a wide range of advanced solutions for the construction, industrial, packaging and transportation markets in more than 120 countries around the world. Sherwin Williams shares are traded on the New York Stock Exchange (symbol SHW). For more information, see www.sherwin.com.

Sherwin-Williams no longer believes the divestiture will be completed and the valspar acquisition was completed before the end of April and expects it to provide a more definitive date for the disposal and closing of the Valspar acquisition during the first quarter earnings conference call on April 20, 2017. The extension of the merger agreement until June 21, 2017 is expected to provide sufficient time to complete the acquisition of Valspar. As stated in Valspar`s quarterly dividend announcement of May 19, 2017, Valspar`s quarterly dividend, payable on June 8, 2017, is not paid, as the merger was completed before the close on June 1, 2017. On May 27, 2017, Sherwin-William was granted approval to purchase Valspar by the Federal Trade Commission and the Canadian Competition Bureau. . . .

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