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
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
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were validly tendered in the offer and not withdrawn, not including 14,591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 (www.sec.gov) or from Morrow
& Co., Inc. by calling 203-658-9400 or by email to Ault.email@example.com.
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.
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.
SOURCE SL Industries, Inc.