PGT Announces Increase In Size And Pricing Of Secondary Offering

NORTH VENICE, Fla., May 21, 2013 (GLOBE NEWSWIRE) -- PGT, Inc. (Nasdaq:PGTI) ("PGT") announced today that JLL Partners Fund IV, L.P. (the "Selling Stockholder") has increased the size of the previously announced underwritten secondary offering (the "Offering") of 10,000,000 shares of its common stock by the Selling Stockholder, pursuant to PGT's shelf registration statement filed with the Securities and Exchange Commission (the "SEC"), to 11,000,000 shares and priced the Offering at $7.75 per share. The underwriters of the Offering have an option to purchase up to 1,650,000 additional shares from the Selling Stockholder. The Selling Stockholder will receive all of the proceeds from the Offering. No shares are being sold by PGT. The Offering is expected to close on May 28, 2013.

PGT will repurchase 6,791,171 shares of its common stock from the Selling Stockholder concurrently with the closing of the Offering. PGT will purchase these shares from the Selling Stockholder at a price per share equal to $7.3625, which represents the offering price to the public less the underwriting discounts and commissions. PGT expects to fund the share repurchase and refinance its existing senior secured credit facilities with borrowings of approximately $80 million under new senior secured credit facilities, which it expects to enter into concurrently with the closing of the Offering and the share repurchase (the "Debt Refinancing"). As of May 3, 2013 after giving effect to the share repurchase, PGT would have had 45,384,740 shares of common stock outstanding. Upon consummation of the Offering and the share repurchase, the Selling Stockholder will own approximately 31.5% of our outstanding common stock (27.9% if the underwriters' option is exercised in full). The share repurchase is subject to a number of conditions, and there can be no assurance that such conditions will be satisfied or that the share repurchase will be completed on the contemplated terms or at all. The consummation of the share repurchase, the Debt Refinancing and the Offering are all contingent on each other.

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