Griffon Corporation Withdraws Offering of Senior Notes and Terminates Tender Offer

NEW YORK–(BUSINESS WIRE)–Griffon Corporation (NYSE: GFF) (“Griffon”) announced today that it
withdrew its previously announced offering of up to $500 million of
senior notes due 2027 (the “Notes”). The proceeds of that offering were
to be used to refinance a portion of Griffon’s current outstanding 5.25%
Senior Notes due 2022 (the “2022 Notes”). “This offering was
opportunistic and a potentially attractive early refinancing of a
portion of our existing senior notes. We decided not to move forward at
this time with the pricing offered,” said Ronald J. Kramer, Griffon’s
Chief Executive Officer. Because the tender offer for existing 2022
Notes was conditioned on the proposed offering of the Notes, the tender
offer has also been withdrawn.

This notice does not constitute an offer to sell the Notes, nor will any
such offer be made, or a solicitation for an offer to purchase the Notes
or any other securities, in each case in any jurisdiction in which such
offer or solicitation would be unlawful. Any offer of the Notes will be
made only by means of a private offering memorandum. This notice does
not constitute an offer to purchase or redeem any of the 2022 Notes.
This press release is being issued pursuant to and in accordance with
Rule 135c under the Securities Act.

Forward-Looking Statements

This communication contains forward-looking statements that may state
Griffon’s or its management’s intentions, beliefs, expectations or
predictions for the future. Such forward-looking statements are subject
to certain risks, uncertainties and assumptions, and typically can be
identified by the use of words such as “intend,” “will,” “expect,”
“estimate,” “anticipate,” “forecast,” “plan,” “believe” and similar
terms. Although Griffon believes that its expectations are reasonable,
it can give no assurance that these expectations will prove to have been
correct, and actual results may vary materially. Factors that could
cause actual results to differ materially from those contemplated above
include, among others, risks and uncertainties related to the capital
markets generally, whether Griffon will consummate the offering of the
Notes, the anticipated use of proceeds, and other factors detailed in
filings made by Griffon with the Securities and Exchange Commission.
Investors are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date hereof.
Griffon does not undertake to update any of these statements in light of
new information or future events.

Contacts

Company Contact:
Brian G. Harris
Chief Financial Officer
Griffon
Corporation
(212) 957-5000

Investor Relations Contact:
Michael Callahan
Managing Director
ICR
Inc.
(203) 682-8311