L.B. Foster Completes Tender Offer for Portec Rail Shares

PITTSBURGH — L.B. Foster Co. announced the expiration of the subsequent offering period offered by its wholly-owned subsidiary, Foster Thomas Co., for its cash tender offer for all outstanding shares of common stock of Portec Rail Products Inc.

The subsequent offering period expired at 5:00 p.m., New York City time, on December 21, 2010.

As of the subsequent offering period’s expiration time, approximately 8,662,078 shares had been tendered and not properly withdrawn pursuant to the tender offer, which represented approximately 90.2 percent of the outstanding shares. L.B. Foster and Foster Thomas Co. accepted for payment all shares that were validly tendered and not properly withdrawn, and paid for these shares in accordance with the tender offer’s terms.

L.B. Foster intends to effect a “short form” merger of Foster Thomas Co. with and into Portec, with Portec being the surviving corporation, as soon as practicable. As a result of the merger, Portec will become a wholly owned subsidiary of L.B. Foster.

“I am very pleased that we are able to complete the Tender Offer and now begin the process of combining our two great companies,” Stan L. Hasselbusch, President and Chief Executive Officer of L.B. Foster, said. “As I look ahead I see a very bright future for the new L.B. Foster as we continue our path to enhancing our position as a leading supplier of products and services for the global rail industry.”