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Titan explains the numbers behind its offer

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As Titan International Inc.'s purchase of Titan Europe Plc comes closer to its conclusion, the company is releasing more detailed information about its proposal.

On Sept. 14, the company announced the proposed issue of up to 6,240,833 new Titan International common shares to Titan Europe shareholders (see "Titan's offer for Titan Europe is defined"). Three days later, Titan released more detailed information.

Based on the closing price on the New York Stock Exchange of a Titan International share of $22.03 and an exchange rate of $1.5638 to £1 (1 pound) on Aug. 9, 2012, Titan's offer valued:

* each ordinary share of Titan Europe at approximately 128.1 pence ($2.00) per share, and

* Titan Europe’s fully diluted share capital at approximately £118.4 million ($185.1 million).

Titan says the offer represents a premium of approximately:

*  13.3% to the closing price of 113 pence per Titan Europe share on July 16, 2012 (being the last business day before the commencement of the offer period);

*  2.1% to the closing price of 125.5 pence per Titan Europe share on Aug. 9, 2012 (being the last business day before the date of the Rule 2.7 Announcement); and

*  15.1% to the closing price of 111.25 pence per Titan Europe share on Sept. 13, 2012 (being the last business day before the date of the publication of the offer document).
 
The complete terms and conditions of the offer are contained in the related prospectus and offer documents, which have been filed by Titan International with the Securities and Exchange Commission and are also available at www.titan-intl.com.

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