PDF《PRESS RELEASE》

s web site at http://www.sec.gov. Free copies of the proxy statement, once available, and of Quaker'

s other filings with the Commission may also be obtained from the Company by directing a request to: Victoria K. Gehris, Investor Relations, +1.610.832.4246. Quaker and its directors, executive officers and other members of its management may solicit proxies from its shareholders in favor of the transaction. Information concerning such persons who Quaker Chemical Corporation One Quaker Park,

901 E. Hector Street, Conshohocken, PA 19428-2380 USA P: 610.832.4000 F: 610.832.8682 quakerchem.com may be considered participants in the solicitation of Quaker'

s shareholders under the rules of the Commission will be set forth in the definitive proxy statement to be filed by Quaker with the Commission in connection with the transaction. CAUTIONARY NOTE ON FORWARD-LOOKING STATEMENTS This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of

1933 and Section 21E of the Securities Exchange Act of 1934. These forward- looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those projected in such statements. A major risk is that demand for the Company'

s products and services is largely derived from the demand for its customers'

products, which subjects the Company to uncertainties related to downturns in a customer'

s business and unanticipated customer production shutdowns. Other major risks and uncertainties include, but are not limited to, significant increases in raw material costs, customer financial stability, worldwide economic and political conditions, foreign currency fluctuations, significant changes in applicable tax rates and regulations, future terrorist attacks and other acts of violence. Other factors, including those related to the transaction, could also adversely affect us including, but not limited to: ? the risk that Quaker shareholders may not approve the proposed transaction;

? the risk that a required regulatory approval will not be obtained or is subject to conditions that are not anticipated or acceptable to us;

? the potential for regulatory authorities to require divestitures in connection with the proposed transaction, which would result in a smaller than anticipated combined business;

? the risk that a closing condition to the proposed transaction may not be satisfied in a timely manner;

? risks associated with the financing of the transaction;

? the occurrence of any event, change or other circumstance that could give rise to the termination of the purchase agreement;

? potential adverse effects on Quaker'

s business, properties or operations caused by the implementation of the transaction;

? Quaker'

s ability to promptly, efficiently and effectively integrate Houghton'

s operations into those of Quaker;

? risks related to the disruption of each Company'

s time from ongoing business operations due to the proposed transaction;

and, ? the outcome of any legal proceedings that may be instituted against the companies following announcement of the merger agreement and transactions contemplated therein. Therefore, we caution you not to place undue reliance on our forward-looking statements. For more information regarding these risks and uncertainties as well as certain additional risks that we face, you should refer to the Risk Factors detailed in Ite........