SL Industries, Inc. Announces Successful Conclusion Of Ault Tender Offer
26 Gennaio 2006 - 2:59PM
PR Newswire (US)
MT. LAUREL, N.J., Jan. 26 /PRNewswire-FirstCall/ -- SL INDUSTRIES,
INC. (Amex & PHLX: SLI) today announced that it has
successfully completed its cash tender offer for the outstanding
shares of common stock of Ault Incorporated (NASDAQ:AULT). The
tender offer, previously announced on December 23, 2005, expired,
as scheduled, at 12:00 midnight, New York City time, on January 25,
2006. Approximately 86.9% of the outstanding Ault shares were
tendered in response to SL Industries' $2.90 per share cash offer.
In addition, SL holds approximately 4.8% of the outstanding Ault
shares so that an aggregate of approximately 91.7% of the
outstanding Ault shares have been tendered in the offer or are held
by SL. James Taylor, CEO of SL Industries, reiterated, "We are very
excited about Ault becoming part of the SL Industries family.
Ault's dedicated employees, broad customer base and new product and
service lines have tremendous strategic potential. Ault will
immediately expand our operational footprint; provide additional
marketing opportunities via cross-selling; and, most importantly,
provide our collective customers a stronger worldwide technical
services partner." Frederick Green, CEO of Ault, added, "The Ault
team is very excited that this combination with SL Industries
creates a growth platform with the required technical capabilities
to lead the markets we serve. As part of SL Industries, our primary
focus will be to market new high quality services and products
targeted to our new company's large installed base of customers and
future prospects." The Depositary for the offer, American Stock
Transfer & Trust Company, has advised SL Industries that a
total of 4,226,531 shares of Ault common stock were validly
tendered in the offer and not withdrawn, not including 14,591
shares tendered pursuant to guaranteed delivery procedures. Payment
for the tendered shares, at the purchase price of $2.90 per share,
net to the seller in cash and without interest, will be made
promptly. SL Industries expects to acquire additional Ault shares
from those that were tendered pursuant to guaranteed delivery
procedures. The remaining Ault shares not acquired in the tender
offer would be acquired through a short-form merger under Minnesota
law. In the merger, each share of Ault common stock that remains
outstanding (other than those owned by SL Industries or its
subsidiary) will be converted into the right to receive the same
consideration paid for shares in the tender offer. Under applicable
law, the merger is not subject to approval of the shareholders of
Ault. SL Industries expects to complete the merger promptly. NOTICE
TO INVESTORS The statements in this release regarding the merger
are forward-looking statements. Forward-looking statements are
inherently subject to a variety of risks and uncertainties that
could cause actual results to differ materially from those
projected. These risks include, in the case of the acquisition of
Ault, changes in the competitive landscape in the industry in which
Ault operates and the failure to successfully integrate Ault into
SL Industries and, in the case of the merger, the failure of any of
the conditions precedent to be satisfied or waived. Further
explanation of the terms and conditions of the merger is set forth
in the relevant tender offer documents that were filed with the
United States Securities and Exchange Commission ("SEC") on
December 23, 2005. These materials (and all other offer documents
filed with the SEC) are available at no charge on the SEC's web
site (http://www.sec.gov/) or from Morrow & Co., Inc. by
calling 203-658-9400 or by email to . ABOUT SL INDUSTRIES SL
Industries, Inc. designs, manufactures and markets power
electronics, power motion, power protection, teleprotection and
communications equipment and systems that is used in a variety of
medical, aerospace, computer, datacom, industrial, telecom,
transportation and electric power utility equipment applications.
For more information about SL Industries, Inc. and its products,
please visit SL Industries' web site at WWW.SLINDUSTRIES.COM. ABOUT
AULT Ault is a leading manufacturer of power conversion products
and is a major supplier to original equipment manufacturers of
wireless and wire line communications infrastructure, computer
peripherals and handheld devices, medical equipment, industrial
equipment and printing/scanning equipment. First Call Analyst: FCMN
Contact: mverrechia@morrowco.com DATASOURCE: SL Industries, Inc.
CONTACT: Mike Verrechia of Morrow & Co., Inc., +1-203-658-9400,
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