Industry Press Releases

Steel Partners Holdings L.P. and CoSine Communications, Inc. announce The Close Of The Tender Offer Of Cedar 2015 Limited For The Shares Of API Group plc

Thursday, Mar 26, 2015

Steel Partners Holdings L.P. and CoSine Communications today announced that the cash tender offer by Cedar 2015 Limited ("Cedar"), an indirect United Kingdom ("UK") subsidiary of SPLP and a wholly-owned subsidiary of CoSine, to acquire all of the issued and to be issued ordinary shares of API Group plc (LN:API) not already owned by Cedar for 60 pence per share (the "Offer") closed at 1:00 pm London time on March 19, 2015.  

The terms of the Offer were initially announced by Cedar on January 22, 2015.  As of the close of the Offer on March 19, 2015, Cedar's own holdings of shares of API, when combined with tendered API shares, exceeded a total of over 97% of the entire existing issued share capital in API.  As Cedar has received acceptances of the Offer in excess of 90% of the API shares to which the Offer related, including the respective voting rights thereof, Cedar intends to exercise its rights in accordance with applicable UK law to acquire compulsorily any remaining API shares to which the Offer relates on the same terms as the Offer. Cedar expects this compulsory acquisition process to be completed about mid-May 2015.

On March 16, 2015, Cedar, having then received sufficient acceptances under the Offer when combined with Cedar's own holdings of shares of API to assure that Cedar would hold at least in excess of 75% of the voting rights of API, had formally requested that API cancel its admission to trading on the AiM market of the London Stock Exchange. In accordance with the AiM rules, it is anticipated that such cancellation will take effect no earlier than 20 business days from the date of such request.

About Steel Partners Holdings L.P.

SPLP is a global diversified holding company that engages in multiple businesses through consolidated subsidiaries, associated companies and other interests. It owns and operates businesses and has significant interests in leading companies in various industries, including diversified industrial products, energy, defense, supply chain management and logistics, banking, food products and services, oilfield services, sports, training, education, and the entertainment and lifestyle industries.

About CoSine Communications, Inc.

CoSine's Certificate of Incorporation limits the ability of any group or person to acquire 5% or more of CoSine's common stock (subject to certain exceptions as provided in the Certificate of Incorporation).

CoSine's common stock is currently traded in the OTC Pink marketplace under the symbol COSN.PK and its website is

About API Group plc

API is a manufacturer and distributor of foils, films and laminates used to enhance the visual appeal of products and packaging, serving industrial markets in Europe, North America and Australasia from production operations in the UK and US. Head-quartered in Poynton, North West England, API's global operations employ more than 550 people in 15 locations.

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