PPG Receives Favorable IRS Private Letter Ruling

  PPG Receives Favorable IRS Private Letter Ruling

Company announces intent to split off commodity chemicals business

Business Wire

PITTSBURGH -- December 21, 2012

PPG Industries (NYSE:PPG) today announced that it has receiveda favorable
private letter ruling from the U.S. Internal Revenue Service regarding the
previously announced separation of its commodity chemicals business and
subsequent merger of a newly formed company owning the commodity chemicals
business (“Splitco”) with a subsidiary of Georgia Gulf Corporation. The
receipt of the ruling is a closing condition of the transaction with Georgia
Gulf and an important milestone in the completion of the transaction. As a
result, PPG now intends to commence its exchange offer to split off its
commodity chemicals business in the near term with the closing of the exchange
offer and merger expected to occur in late January 2013. The terms of the
exchange offer will be released upon commencement of the offer.

On July 19, 2012, PPG announced that it would form a new company by separating
its commodity chemicals business through a spinoff or split-off, and then
immediately merging the business with Georgia Gulf or a Georgia Gulf
subsidiary in a Reverse Morris Trust transaction. Immediately following the
merger, Splitco shareholders will own approximately 50.5 percent of Georgia
Gulf, with existing Georgia Gulf shareholders owning approximately 49.5
percent of Georgia Gulf.

PPG: BRINGING INNOVATION TO THE SURFACE.(TM)

PPG Industries' vision is to continue to be the world’s leading coatings and
specialty products company. Through leadership in innovation, sustainability
and color, PPG helps customers in industrial, transportation, consumer
products, and construction markets and aftermarkets to enhance more surfaces
in more ways than does any other company. Founded in 1883, PPG has global
headquarters in Pittsburgh and operates in more than 60 countries around the
world. Sales in 2011 were $14.9 billion. PPG shares are traded on the New York
Stock Exchange (symbol:PPG). For more information, visit www.ppg.com.

Forward-Looking Statements

This news release contains and incorporates by reference certain statements
relating to future events and PPG’s intentions, beliefs, expectations and
predictions for the future. Any such statements other than statements of
historical fact are forward-looking statements within the meaning of the
Securities Act and the Securities Exchange Act. Words or phrases such as “will
likely result,” “are expected to,” “will continue,” “is anticipated,” “we
believe,” “we expect,” “estimate,” “project,” “may,” “will,” “intend,” “plan,”
“believe,” “target,” “forecast,” “would” or “could” (including the negative
variations thereof) or similar terminology used in connection with any
discussion of future plans, actions or events, including with respect to the
proposed separation of PPG’s commodity chemicals business (the “Business”) and
merger of the PPG subsidiary formed to hold the Business with a subsidiary of
Georgia Gulf (the “Transaction”), generally identify forward-looking
statements. These forward-looking statements include, but are not limited to,
statements regarding expected benefits of the Transaction, integration plans
and expected synergies therefrom, the expected timing of the exchange offer
and completion of the Transaction, and PPG’s anticipated future financial and
operating performance and results, including its estimates for growth. These
statements are based on the current expectations of management of PPG. There
are a number of risks and uncertainties that could cause PPG’s actual results
to differ materially from the forward-looking statements included in this
communication. These risks and uncertainties include risks relating to (i)
Georgia Gulf’s ability to obtain requisite stockholder approval to complete
the Transaction, (ii) the parties being unable to obtain the necessary
regulatory approvals required to complete the Transaction, or such required
approvals delaying the Transaction or resulting in the imposition of
conditions that could have a material adverse effect on the combined company
or causing the companies to abandon the Transaction, (iii) other conditions to
the closing of the Transaction not being satisfied, (iv) a material adverse
change, event or occurrence affecting PPG or the Business prior to the closing
of the Transaction delaying the Transaction or causing the companies to
abandon the Transaction, (v) problems arising in successfully integrating the
Business, which may result in the combined company not operating as
effectively and efficiently as expected, (vi) the possibility that the
Transaction may involve other unexpected costs, liabilities or delays, (vii)
the businesses of each respective company being negatively impacted as a
result of uncertainty surrounding the Transaction, (viii) disruptions from the
Transaction harming relationships with customers, employees or suppliers, and
(ix) uncertainties regarding future prices, industry capacity levels and
demand for PPG’s products, raw materials and energy costs and availability,
feedstock availability and prices, changes in governmental and environmental
regulations, the adoption of new laws or regulations that may make it more
difficult or expensive to operate PPG’s businesses or manufacture its products
before or after the Transaction, PPG’s ability to generate sufficient cash
flows from its businesses before and after the Transaction, future economic
conditions in the specific industries to which its products are sold, and
global economic conditions.

In light of these risks, uncertainties, assumptions and other factors, the
forward-looking statements discussed in this communication may not occur.
Other unknown or unpredictable factors could also have a material adverse
effect on the Company’s actual future results, performance or achievements.
For a further discussion of these and other risks and uncertainties applicable
to the Company and its business, see the Company’s Annual Report on Form 10-K
for the fiscal year ended Dec. 31, 2011, and subsequent filings with the
Securities and Exchange Commission (the “SEC”). As a result of the foregoing,
readers are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date of this communication. The Company
does not undertake, and expressly disclaims, any duty to update any
forward-looking statement whether as a result of new information, future
events or changes in its expectations, except as required by law.

Additional Information and Where to Find It

This communication does not constitute an offer to buy, or solicitation of an
offer to sell, any securities of Georgia Gulf, Eagle Spinco Inc., or PPG. In
connection with the Transaction, Georgia Gulf has filed with the SEC a proxy
statement and will file with the SEC a registration statement on Form S-4 that
will include a prospectus of Georgia Gulf relating to the Transaction and
Eagle Spinco will file with the SEC a registration statement on Form S-4 and
S-1 that will include a prospectus of Eagle Spinco relating to the
Transaction. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION
STATEMENTS AND PROXY STATEMENT/PROSPECTUS, AND ANY OTHER RELEVANT DOCUMENTS,
WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION
ABOUT GEORGIA GULF, THE BUSINESS AND THE TRANSACTION. Investors and security
holders will be able to obtain these materials (when they are available) and
other documents filed with the SEC free of charge at the SEC’s website,
www.sec.gov. In addition, copies of the registration statements and proxy
statement/prospectus (when they become available) may be obtained free of
charge by accessing Georgia Gulf’s website at www.ggc.com and then clicking on
the “Investors” link and then on the “SEC Filings” link, or upon written
request to Georgia Gulf at Georgia Gulf Corporation, 115 Perimeter Center
Place, Suite 460, Atlanta, GA 30346, Attention: Investor Relations, or from
PPG upon written request to PPG, PPG Industries, Inc., One PPG Place,
Pittsburgh, PA 15272, Attention: Investor Relations. Shareholders may also
read and copy any reports, statements and other information filed by Georgia
Gulf or PPG with the SEC at the SEC public reference room at 100 F Street,
N.E., Washington, DC 20549. Please call the SEC at 1-800-SEC-0330 or visit the
SEC’s website for further information on its public reference room.

Participants in the Solicitation

Georgia Gulf, PPG and certain of their respective directors, executive
officers and other members of management and employees may be deemed to be
participants in the solicitation of proxies from shareholders in respect of
the Transaction under the rules of the SEC. Information regarding Georgia
Gulf’s directors and executive officers is available in its 2011 Annual Report
on Form 10-K filed with the SEC on Feb. 24, 2012, and in its definitive proxy
statement filed with the SEC on April 16, 2012, in connection with its 2012
annual meeting of stockholders. Information regarding PPG’s directors and
executive officers is available in its 2011 Annual Report on Form 10-K filed
with the SEC on Feb. 16, 2012, and in its definitive proxy statement filed
with the SEC on March 8, 2012, in connection with its 2012 annual meeting of
stockholders. Other information regarding the participants in the proxy
solicitation and a description of their direct and indirect interests, by
security holdings or otherwise, will be contained in the registration
statements and proxy statement/prospectus and other relevant materials to be
filed with the SEC when they become available.

Bringing innovation to the surface is a trademark of PPG Industries Ohio, Inc.

Contact:

PPG Industries, Inc.
Jeremy Neuhart, PPG Corporate Communications, 412-434-3046
neuhart@ppg.com
or
Investors:
Vince Morales, PPG Investor Relations, 412-434-3740
vmorales@ppg.com
 
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