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EQT Infrastructure II Announces Results Of Westway Tender Offer

WHITE PLAINS, N.Y., Jan. 31, 2013 (GLOBE NEWSWIRE) -- EQT Infrastructure II ("EQT") announced today the results of the all-cash tender offer (the "Offer") by its wholly-owned subsidiary, Bishop Infrastructure III Acquisition Company, Inc. ("Purchaser"), to purchase all of the outstanding equity securities of Westway Group, Inc. ("Westway") (Nasdaq:WWAY), which expired at 12:00 (midnight), New York City time, on January 30, 2013 (the "Expiration Time").

As at the Expiration Time, based on the calculations of Continental Stock Transfer and Trust Company, the Depositary for the Offer:

  • 26,196,183 shares of Class A common stock and Class B common stock of Westway (together, the "Common Stock"), par value $0.0001 per share, representing approximately 93% of the shares of Common Stock currently outstanding;  
  • 33,321,892 shares of Series A perpetual convertible preferred stock (the "Preferred Stock"), par value $0.0001 per share, representing 100% of the shares of Preferred Stock currently outstanding; and  
  • 3,476,189 shares of Class A Common Stock subject to outstanding warrants (all of which have an exercise price of $5.00 per share of Class A Common Stock), representing 100% of such shares,

had been validly tendered pursuant to the Offer and not properly withdrawn. Purchaser has accepted for payment all such tendered securities. Immediately after consummation of the Offer, Purchaser held approximately 93% of the outstanding shares of Common Stock and 100% of the outstanding shares of Preferred Stock. Purchaser has instructed the Depositary to promptly issue payment for the securities validly tendered and accepted for payment pursuant to the terms of the Offer.

As a result of the purchase of shares pursuant to the Offer, Purchaser has sufficient voting power to approve the merger of the Purchaser with and into Westway under applicable Delaware law without the affirmative vote of any other stockholder of Westway.

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