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Total transaction valued at around $108.6 million

Officials with specialty aluminum trailer and luxury motorcoach manufacturer Featherlite, Inc., announced Thursday the company has signed a definitive agreement to merge with a subsidiary of Universal Trailer Holdings Corp.

Based in Cincinnati, Ohio, Universal Trailer is primarily owned by Dubin Clark and Co., a private equity investment firm.

Under the terms of the agreement, a subsidiary of Universal Trailer will merge with Featherlite and it will become a wholly-owned subsidiary of Universal Trailer. Featherlite shareholders will receive $6.50 in cash for each outstanding share of common stock. This price represents a 52.9% premium over the closing price of Featherlite stock on July 26, 2006.

The aggregate consideration to be paid to Featherlite shareholders and option and warrant holders is approximately $79.5 million, and Universal Trailer will assume approximately $29.1 million in debt obligations.

"We are very pleased to announce that Featherlite will be teaming with Universal Trailer to form the nation's premiere trailer company," says Featherlite president and CEO Conrad Clement. "We have been exploring alternatives to enhance shareholder value and build the strategic strength of the Company since January of this year. We believe this merger offers an excellent value for our shareholders and great new opportunities for Featherlite employees and dealers."

Universal Trailer expects to retain the Featherlite trailer manufacturing locations and dealer network.

"Universal Trailer has become the largest specialty trailer company through building a family of brands offering great value across a broad range of price points." says Tom Frey, CEO of Universal Trailer. "We're excited about the addition of the excellent Featherlite brand to that family."

Officials with specialty aluminum trailer and luxury motorcoach manufacturer Featherlite, Inc., announced Thursday the company has signed a definitive agreement to merge with a subsidiary of Universal Trailer Holdings Corp.

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