Breaking News

Tweet TWEET

Corning Announces Results to Date of Cash Tender Offer

  Corning Announces Results to Date of Cash Tender Offer

Business Wire

CORNING, N.Y. -- November 09, 2012

Corning Incorporated (NYSE: GLW) announced today that, pursuant to its
previously announced cash tender offer, $74,681,000 million in aggregate
principal amount of debentures subject to the cash tender offer were validly
tendered and not validly withdrawn before 5 p.m. New York City time on
Thursday, Nov. 8, 2012, the Early Tender Date for the tender offer, according
to information provided by D.F. King & Co., the depositary for the tender
offer, as more fully set forth below.

Title of        Acceptance   AggregatePrincipal   PrincipalAmount   Approximate Percentage of
Security       Priority    Amount Outstanding   Tendered          OutstandingAmountTendered
                Level
                                                                 
8.875%
Debentures      1            $ 75,000,000          $13,095,000        17.46%
due August
15, 2021
8.875%
Debentures      2            $ 75,000,000          $10,729,000        14.31%
due March 15,
2016
6.75%
Debentures      3            $100,000,000          $50,857,000        50.86%
due September
15, 2013
Aggregate
Total Tender                 $250,000,000          $74,681,000        29.87%
Offer
Securities(1)


(1) The maximum aggregate principal amount of debentures that will be
purchased by Corning is $75,000,000.

Corning will accept for payment only $75.0 million aggregate principal amount
of debentures. Tendered debentures will be accepted in the order of the
Acceptance Priority Levels set forth in the table above. Validly tendered
debentures remain subject to proration according to the terms set forth in the
Offer to Purchase, dated Oct. 26, 2012.

Holders of debentures subject to the tender offer who validly tendered and did
not validly withdraw their debentures before the Early Tender Date are
eligible to receive the total consideration, which includes an Early Tender
Premium of $30 per $1,000 principal amount of debentures tendered by such
holders that are accepted for purchase. Holders of debentures subject to the
tender offer who validly tender their debentures after the Early Tender Date
will receive the tender consideration, which is the total consideration minus
$30 per $1,000 principal amount of debentures tendered by such holders that
are accepted for purchase. In addition to the total consideration or the
tender consideration, as applicable, accrued interest up to, but not
including, the settlement date will be paid in cash on all validly tendered
notes accepted in the tender offer. The settlement will follow promptly after
the expiration date and currently is expected to be Tuesday, Nov. 27, 2012.
Debentures tendered pursuant to the tender offer may no longer be withdrawn,
unless otherwise required by law.

The tender offer is scheduled to expire at 11:59 p.m., New York City time, on
Nov. 26, 2012, unless extended. The terms and conditions of the tender offer,
including the conditions of Corning’s obligation to accept the debentures
tendered and to pay the total consideration or the tender offer consideration,
as applicable, plus accrued and unpaid interest, are set forth in the Offer to
Purchase dated Oct. 26, 2012 and the related Letter of Transmittal. The tender
offer is subject to the satisfaction or waiver of certain conditions set forth
in the Offer to Purchase. The condition that Corning consummate financing
arrangements prior to the expiration date as described in the Offer to
Purchase has been satisfied by Corning’s completion of its previously
announced note offering.

Corning has retained J.P. Morgan Securities LLC to serve as Dealer Manager for
the tender offer and has retained D.F. King & Co., Inc. to serve as
information agent and tender agent for the tender offer. The Colbent
Corporation is the Certificated Notes Depositary for debentures tendered by
physical delivery.

Requests for documents relating to the tender offer may be directed to D.F.
King & Co., Inc. by telephone at (212) 269-5550 or (800) 967-4607 or in
writing at 48 Wall St., 22nd Floor, New York, NY 10005. Questions regarding
the tender offer may be directed to J.P. Morgan Securities LLC at (866)
834-4666 (toll free) or (212) 834-4811 (collect).

This press release is not a tender offer to purchase or a solicitation of a
tender offer, which may be made only pursuant to the terms of the Offer to
Purchase. In any jurisdiction where the laws require the tender offer to be
made by a licensed broker or dealer, the tender offer will be deemed made on
behalf of Corning Incorporated by J.P. Morgan Securities LLC, or one or more
registered brokers or dealers under the laws of such jurisdiction.

Forward-Looking and Cautionary Statements

This press release contains “forward-looking statements” (within the meaning
of the Private Securities Litigation Reform Act of 1995), which are based on
current expectations and assumptions about Corning’s financial results and
business operations, that involve substantial risks and uncertainties that
could cause actual results to differ materially. These risks and uncertainties
include: the effect of global political, economic and business
conditions;conditions in thefinancial and credit markets;currency
fluctuations;tax rates; product demand and industry capacity; competition;
reliance on a concentrated customer base; manufacturing efficiencies; cost
reductions; availability of critical components and materials; new product
commercialization;pricing fluctuationsandchanges in the mix of sales
between premium and non-premium products;new plant start-upor
restructuringcosts; possible disruption in commercial activities due to
terrorist activity, armed conflict, political or financial instability,
natural disasters, adverse weather conditions, or major health concerns;
adequacy of insurance; equity company activities; acquisition and divestiture
activities; the level of excess or obsolete inventory; the rate of technology
change; the ability to enforce patents; product and components performance
issues; retention of key personnel; stock price fluctuations; and adverse
litigation or regulatory developments.These and otherrisk factors
aredetailedin Corning’s filings with the Securities and Exchange
Commission.Forward-looking statements speak only as of the day that they are
made, and Corning undertakes no obligation to update them in light of new
information or future events.

About Corning Incorporated

Corning Incorporated (www.corning.com) is the world leader in specialty glass
and ceramics. Drawing on more than 160 years of materials science and process
engineering knowledge, Corning creates and makes keystone components that
enable high-technology systems for consumer electronics, mobile emissions
control, telecommunications and life sciences. Our products include glass
substrates for LCD televisions, computer monitors and laptops; ceramic
substrates and filters for mobile emission control systems; optical fiber,
cable, hardware & equipment for telecommunications networks; optical
biosensors for drug discovery; and other advanced optics and specialty glass
solutions for a number of industries including semiconductor, aerospace,
defense, astronomy, and metrology.

Contact:

Corning Incorporated
Media Relations:
M. Elizabeth Dann, 607-974-4989
dannme@corning.com
or
Investor Relations Contact:
Ann H. S. Nicholson, 607-974-6716
nicholsoas@corning.com