Owens Corning in Creation of Joint Venture with Saint-Gobain

February 20, 2007

Cleary Gottlieb is representing long-time client Owens Corning in the formation of a worldwide joint venture with Compagnie de Saint-Gobain in the area of glass fiber reinforcement and composites products. The joint venture will be established as a global company, to be named OCV Reinforcements SPRL, with worldwide annual revenues of approximately $1.8 billion and 10,000 employees. The agreements were signed on February 20, 2007, and closing is expected in the second quarter of 2007, once regulatory approvals and consents have been obtained.

Initial shareholdings will be allocated 60% to Owens Corning and 40% to Saint-Gobain. The contracts contain put and call arrangements pursuant to which Owens Corning can purchase, and Saint-Gobain can sell its interest in the joint venture at any time after the 48th month anniversary of the closing.