Steinway Receives Superior Proposal of $38.00 Per Share

           Steinway Receives Superior Proposal of $38.00 Per Share

PR Newswire

WALTHAM, Mass., Aug. 12, 2013

WALTHAM, Mass., Aug. 12, 2013 /PRNewswire/ --Steinway Musical Instruments,
Inc. (the "Company") (NYSE: LVB) today announced that it received a definitive
offer to acquire all of the outstanding shares of the Company's common stock
at a purchase price of $38.00 per share in cash from an affiliate of an
investment firm with over $15 billion under management. The definitive offer
includes a fully negotiated merger agreement and the related financing

After careful consideration and consultation with its financial advisors and
legal counsel, the Company's board of directors, consisting of all
disinterested directors, has determined that the offer constitutes a Superior
Proposal, as defined in the previously announced Agreement and Plan of Merger
dated June 30, 2013 (the "Kohlberg Merger Agreement") by and among the Company
and affiliates of Kohlberg & Company, L.L.C. ("Kohlberg"), pursuant to which
Kohlberg agreed to acquire all of the outstanding shares of the Company's
common stock at a purchase price of $35.00 per share in cash. In accordance
with the Kohlberg Merger Agreement, the Company provided notice to Kohlberg on
August 11, 2013 of the board of directors' determination that the offer from
the bidder constitutes a Superior Proposal, and that the Company is prepared
to negotiate in good faith with Kohlberg, if Kohlberg so desires, to adjust
the terms of the Kohlberg Merger Agreement such that the offer from the bidder
no longer constitutes a Superior Proposal.

Under the Kohlberg Merger Agreement, Kohlberg has certain matching rights,
including the right to make adjustments in the terms and conditions of the
Kohlberg Merger Agreement and related documents prior to the expiration of a
three-business-day period ending on August 14, 2013. If the Company's board of
directors determines that the offer continues to constitute a Superior
Proposal after the expiration of such period, the Company expects to terminate
the Kohlberg Merger Agreement and related documents and to enter into the
merger agreement relating to the Superior Proposal.

The Company's board of directors has not changed its recommendation with
respect to the pending transaction with Kohlberg.

About Steinway Musical Instruments, Inc.
Steinway Musical Instruments, Inc., through its Steinway and Conn-Selmer
divisions, is a global leader in the design, manufacture, marketing and
distribution of high quality musical instruments. These products include Bach
Stradivarius trumpets, Selmer Paris saxophones, C.G.Conn French horns,
Leblanc clarinets, King trombones, Ludwig snare drums and Steinway& Sons
pianos. Through its online music retailer, ArkivMusic, the Company also
produces and distributes classical music recordings. For more information
about Steinway Musical Instruments,Inc. please visit the Company's website at

Notice to Investors
This press release is neither an offer to purchase nor a solicitation of an
offer to sell any securities. The solicitation and the offer to buy shares of
the Company common stock have been made pursuant to a tender offer statement
on Schedule TO, containing an offer to purchase and related tender offer
documents, filed by Kohlberg and certain of its affiliates with the Securities
and Exchange Commission (the "SEC") on July 15, 2013. The Company filed a
solicitation/recommendation statement on Schedule 14D-9 with respect to the
tender offer with the SEC on July 15, 2013. The tender offer statement
(including an offer to purchase, a related letter of transmittal and other
tender offer documents) and the solicitation/recommendation statement, and any
amendments thereto, contain important information that should be read
carefully before any decision is made with respect to the tender offer. These
materials are available to the Company's stockholders at no expense to them
and may also be obtained by contacting the Company's Investor Relations
Department at 800 South Street, Suite 305, Waltham, Massachusetts 02453,
telephone number (781) 894-9770 or All of these
materials (and all other tender offer documents filed with the SEC) are
available at no charge at the SEC's website (

Cautionary Notice Regarding Forward-Looking Statements
This press release contains forward-looking statements with respect to the
tender offer and related transactions, including the benefits expected from
the acquisition and the expected timing of the completion of the transaction.
When used in this press release, the words "can," "will," "intends,"
"expects," "is expected," similar expressions and any other statements that
are not historical facts are intended to identify those assertions as
forward-looking statements. Such statements are based on a number of
assumptions that could ultimately prove inaccurate, and are subject to a
number of risk factors, including uncertainties regarding the timing of the
closing of the transaction, uncertainties as to the number of stockholders of
the Company who may tender their stock in the tender offer, the possibility
that a governmental entity may prohibit, delay or refuse to grant approval for
the consummation of the transaction, and general economic and business
conditions. The Company does not assume any obligation to update any
forward-looking statement, whether as a result of new information, future
events or otherwise. Factors that could cause actual results of the tender
offer to differ materially include the following: the risk of failing to
obtain any regulatory approvals or satisfy conditions to the transaction, the
risk that Kohlberg is unable to obtain adequate financing, the risk that the
transaction will not close or that the closing will be delayed, the risk that
the Company's businesses will suffer due to uncertainty related to the
transaction, the competitive environment in our industry and competitive
responses to the transaction as well as risk factors set forth above. Further
information on factors that could affect the Company's financial results is
provided in documents filed by the Company with the SEC, including the
Company's recent filings on Form 10-Q and Form 10-K.

Company Contact:                   Investor Relations Contact:
Julie A. Theriault                 Harriet Fried
Steinway Musical Instruments, Inc. LHA
(781) 894-9770                     (212) 838-3777   

SOURCE Steinway Musical Instruments, Inc.

Press spacebar to pause and continue. Press esc to stop.