EX-99.4 10 c05620exv99w4.txt RESPONSE LETTER EXHIBIT 99.4 ACP HOLDING COMPANY 2121 BROOKS AVENUE NEENAH, WISCONSIN 54956 May 22, 2006 MacKay Shields LLC Citicorp Mezzanine III, L.P. 9 West 57th Street, 33rd Floor Citicorp Capital Investors, Ltd. New York, NY 10019 CVC Capital Funding, LP 399 Park Avenue Attention: Lucille Protas New York, NY 10043 Chief Administrative Officer Attention: Richard E. Mayberry, Jr. Managing Director Re: Transfer Notice and First Option Ladies and Gentlemen: We have received your letter dated May 19, 2006, and the Securities Purchase Agreement attached thereto as Exhibit A, constituting the Transfer Notice and First Option with respect to the proposed Transfers described therein as required by the Stockholders Agreement dated as of October 8, 2003 (the "Stockholders Agreement"). Capitalized terms used in this letter and not otherwise defined herein have the meanings ascribed to those terms in the Stockholders Agreement. The Board of Directors of ACP Holding Company ("ACP") has determined not to accept either First Option. As you requested, notwithstanding anything to the contrary in the Stockholders Agreement, ACP hereby waives any right to receive from a Tag-Along Participating Stockholder a First Option prior to consummating any Tag-Along Transaction offered by MacKay or the Citicorp Stockholders in connection with the transactions described in the Transfer Notice and First Option. As you requested, ACP agrees to extend the Observation Rights described in Section 3(g) of the Securities Purchase Agreement to any Continuing Major Seller as defined therein. In response to your request regarding 5% Stockholders, attached is a list, as of May 15, 2006, of the record holders of ACP common stock, along with securities position reports for the common stock and the warrants. The information known to ACP with respect to known 5% beneficial owners is included in Item 12 of Neenah Foundry Company's Annual Report on Form 10-K for the fiscal year ended September 30, 2005. ACP has previously provided information known to it regarding the ownership of ACP common stock and warrants, and will be happy to reasonably cooperate with any inquiries you may wish to pursue. Sincerely, ACP HOLDING COMPANY /s/ William M. Barrett ---------------------------------------- William M. Barrett President and Chief Executive Officer Enclosures cc: Geoffrey W. Levin (Kirkland & Ellis LLP) Ronald R. Jewell (Dechert LLP) Michael Walsh (Weil, Gotshal & Manges LLP)