EXIDE ELECTRONICS GROUP INC 3
3 · EXIDE ELECTRONICS GROUP INC · Filed Oct 27, 1997
Insider Transaction Report
Form 3
No transactions or holdings reported in this filing.
Footnotes (2)
- [1]On October 16, 1997, BTR plc (the "Parent"), BTR Acquisition Corporation (the "Purchaser"), an indirect wholly owned subsidiary of the Parent, entered into a Stockholder Agreement (the "Stockholder Agreement") with certain shareholders (the "Four Shareholders") of Exide Electronics Group, Inc. (the "Company"). Pursuant to the Stockholder Agreememt and upon the terms set forth therein, the Four Shareholders have agreed to tender, in accordance with the terms of the tender offer set forth in Purchaser's Schedule 14D-1 dated as of October 20, 1997 (the "Offer"), 2,273,033 shares (the "Specified Shares") of Common Stock, par value $.01 per Share (the "Common Stock"), of the Company (including 1,066,667 shares of Common Stock issuable upon conversion of Series G Convertible Preferred Stock, par value $.01, of the Company) owned beneficially (or of record) by such Four Shareholders. Pursuant to the Stockholder Agreement, the Four Shareholders granted the Purchaser an irrevocable option (the "Option") to purchase the Specified Shares at the offer price set forth in the Offer, which becomes exercisable upon certain terminations of the Agreement and Plan of Merger between the Parent, the Purchaser and the Company dated October 16, 1997 (the "Merger Agreement"). Pursuant to the Stockholder Agreement, the Four Shareholders granted the Parent and the Purchaser an irrevocable proxy for the Specified Shares.
- [2]The Option will expire 90 days after certain events that terminate the Merger Agreement, subject to certain conditions.