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AFG Holdings, Inc. Announces Commencement of Initial Public Offering

July 9, 2018

HOUSTON--(BUSINESS WIRE)--Jul 9, 2018--AFG Holdings, Inc. (NYSE: AFGL) (“AFG” or “AFGlobal”) announced today that it has commenced an initial public offering of 18,200,000 shares of its common stock at an anticipated initial offering price between $15.00 and $18.00 per share pursuant to a registration statement on Form S-1 (the “Registration Statement”) filed with the U.S. Securities and Exchange Commission (the “SEC”). Of the 18,200,000 shares of AFG’s common stock being sold in the offering, AFG is offering 5,600,000 shares and the selling stockholders named in the Registration Statement (the “Selling Stockholders”) are offering 12,600,000 shares. In connection with the offering, the Selling Stockholders intend to grant the underwriters a 30-day option to purchase up to an additional 2,730,000 shares of common stock. The shares have been authorized for listing on the New York Stock Exchange under the ticker symbol “AFGL,” subject to official notice of issuance.

AFG expects to use the net proceeds from the offering to repay in full and terminate its term loan and the remaining net proceeds for general corporate purposes.

Goldman Sachs & Co. LLC, Credit Suisse Securities (USA) LLC and Piper Jaffray & Co. are acting as joint book-running managers and as representatives of the underwriters for the offering. Barclays, Evercore ISI, UBS Investment Bank and Wells Fargo Securities are also acting as joint book-running managers for the offering. The offering of these securities will be made only by means of a prospectus that meets the requirements of Section 10 of the Securities Act of 1933. A copy of the preliminary prospectus may be obtained from:

Goldman Sachs & Co. LLC Attention: Prospectus Department 200 West Street New York, NY 10282 Telephone: 1 (866) 471-2526 prospectus-ny@ny.email.gs.com

Credit Suisse Securities (USA) LLC Attention: Prospectus Department Eleven Madison Avenue, Level 1B New York, NY 10010 Telephone: 1 (800) 221-1037 newyork.prospectus@credit-suisse.com

Piper Jaffray & Co. Attention: Prospectus Department 800 Nicollet Mall, J12S03 Minneapolis, MN 55402 Telephone: 1 (800) 503-4611 prospectus@pjc.com

About AFGlobal

AFGlobal is an original equipment manufacturer that designs and manufactures highly-engineered, mission critical equipment and provides complementary consumable products, parts and aftermarket services to a diverse range of customers in the global oil and gas and general industrial end markets. AFGlobal was founded in 1996 and is headquartered in Houston, Texas.

Important Information

A registration statement relating to these securities has been filed with the SEC but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. The registration statement may be obtained free of charge at the SEC’s website at   under “AFG Holdings, Inc.” This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

Cautionary Statement Concerning Forward-Looking Statements

Certain statements contained in this press release constitute “forward-looking statements” within the meaning of federal securities laws. These forward-looking statements, including statements regarding the size, timing or results of the initial public offering, represent AFGlobal’s expectations or beliefs concerning future events, and it is possible that the results described in this press release will not be achieved. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of AFGlobal’s control that could cause actual results to differ materially from the results discussed in the forward-looking statements.

Any forward-looking statement speaks only as of the date on which it is made, and, except as required by law, AFGlobal does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in the prospectus filed with the SEC in connection with AFGlobal’s initial public offering. New risk factors emerge from time to time, and it is not possible for AFG to predict all such factors. The risk factors and other factors noted in AFGlobal’s prospectus could cause its actual results to differ materially from those contained in any forward-looking statement.

View source version on businesswire.com:https://www.businesswire.com/news/home/20180709005407/en/

CONTACT: AFGlobal Corporation

Richard Bajenski, 713-293-1266

Vice President, Investor Relations

rbajenski@afglobalcorp.com

or

AFGlobal Corporation

Christine Mathers, 713-393-4361

Director, Marketing and Communications

cmathers@afglobalcorp.com

KEYWORD: UNITED STATES NORTH AMERICA TEXAS

INDUSTRY KEYWORD: ENERGY OIL/GAS MANUFACTURING ENGINEERING

SOURCE: AFGlobal

Copyright Business Wire 2018.

PUB: 07/09/2018 07:11 AM/DISC: 07/09/2018 07:11 AM

http://www.businesswire.com/news/home/20180709005407/en

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