MT. LAUREL, N.J., Dec. 23 /PRNewswire-FirstCall/ -- SL INDUSTRIES, INC.
(AMEX & PHLX: SLI) announced today that Lakers Acquisition Corp., its
wholly-owned subsidiary, has commenced a cash tender offer for all of the
outstanding shares of common stock of Ault Incorporated (Nasdaq: AULT)
(approximately 4,861,000 shares) for $2.90 per share in cash.
SL Industries and Ault announced on December 19, 2005 that they had signed
a definitive agreement for SL Industries to acquire Ault in an all cash tender
offer. The board of directors of Ault unanimously approved the acquisition
and voted to recommend that Ault's shareholders tender their shares in the
offer. In addition, the directors and certain officers of Ault and affiliates
thereof have agreed to tender shares representing in the aggregate
approximately 17% of the outstanding shares of Ault common stock in support of
Following completion of the tender offer, SL Industries intends to merge
Lakers Acquisition Corp. with and into Ault to acquire all Ault shares not
tendered in the offer. Pursuant to this merger, any remaining Ault
shareholders will receive the same price that is paid in the offer for each
share not tendered in the offer.
The tender offer is subject to certain conditions, including the valid
tender in the tender offer of at least a majority of the outstanding shares of
common stock of Ault excluding shares held by SL Industries.
Unless the offer is extended, the offer and withdrawal rights will expire
at 12:00 midnight, New York City time, on January 25, 2006. Questions and
requests for assistance may be directed to Morrow & Co., Inc., the Information
Agent for the tender offer, at (203) 658-9400.
NOTICE TO INVESTORS
This announcement is for informational purposes only and is neither an
offer to purchase nor a solicitation of an offer to sell securities. On
December 23, 2005, SL Industries and its acquisition subsidiary, Lakers
Acquisition Corp., commenced a cash tender offer for all of the outstanding
shares of common stock of Ault (including associated preferred stock rights)
for $2.90 net per share. The tender offer is scheduled to expire at 12:00
midnight, New York City time, on January 25, 2006, unless it is extended as
provided in the related offer to purchase. Lakers Acquisition Corp. will file
a tender offer statement with the Securities and Exchange Commission (SEC),
and Ault will file a solicitation and recommendation statement with respect to
the offer. The tender offer statement (including an offer to purchase, a
related letter of transmittal and other offer documents) and the
solicitation/recommendation statement will contain important information that
should be read carefully before any decision is made with respect to the
tender offer. Those materials will be made available to Ault's security
holders at no expense to them. By the close of the business day on December
23, 2005, all of those materials (and all other offer documents filed with the
SEC) will be 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
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.