0001289308-14-000037.txt : 20140813 0001289308-14-000037.hdr.sgml : 20140813 20140813111829 ACCESSION NUMBER: 0001289308-14-000037 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20140813 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20140813 DATE AS OF CHANGE: 20140813 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EnerSys CENTRAL INDEX KEY: 0001289308 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-ELECTRICAL APPARATUS & EQUIPMENT, WIRING SUPPLIES [5063] IRS NUMBER: 233058564 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-32253 FILM NUMBER: 141036295 BUSINESS ADDRESS: STREET 1: 2366 BERNVILLE ROAD CITY: READING STATE: PA ZIP: 19605 BUSINESS PHONE: (610) 208-1600 MAIL ADDRESS: STREET 1: 2366 BERNVILLE ROAD CITY: READING STATE: PA ZIP: 19605 8-K 1 altergysettlement.htm 8-K Altergy Settlement
                                       



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549  
 
 
 
 
FORM 8-K   
 
 
 

Current Report
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 13, 2014
 
 
 
 
 
EnerSys
(Exact name of registrant as specified in its charter)  
 
 
 
 

Commission File Number: 1-32253
 
 
 
 
Delaware
 
23-3058564
(State or other jurisdiction
of incorporation)
 
(IRS Employer
Identification No.)
2366 Bernville Road, Reading, Pennsylvania 19605
(Address of principal executive offices, including zip code)
(610) 208-1991
(Registrant’s telephone number, including area code)
 
(Former name or former address, if changed since last report)
 
 
 
 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))



                                       



Item 8.01. Other Events

On August 13, 2014, EnerSys issued a press release announcing that its wholly-owned subsidiary, EnerSys Delaware Inc., on behalf of itself and its affiliates, has entered into a binding term sheet with Altergy Systems, on behalf of itself and its affiliates. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. Pursuant to the term sheet, on August 13, 2014, the parties will advise the U.S. District Court for the Northern District of California (the “District Court”) that all pending motions from the calendar relating to the proceeding pending in the District Court relating to the arbitration be removed and that further briefing pending preparation and execution of settlement documents be suspended. The parties anticipate executing settlement documents, which will include mutual releases, no later than September 12, 2014.

Caution Concerning Forward-Looking Statements
This Current Report on Form 8-K, and oral statements made regarding the subjects of this release, contains forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, or the Reform Act, which may include, but are not limited to, statements regarding EnerSys’ earnings estimates, ability to negotiate and finalize settlement discussions with Altergy, plans, objectives, expectations and intentions and other statements contained in this Current Report on Form 8-K that are not historical facts, including statements identified by words such as “believe,” “plan,” “seek,” “expect,” “intend,” “estimate,” “anticipate,” “will,” and similar expressions. All statements addressing operating performance, events, or developments that EnerSys expects or anticipates will occur in the future, including statements relating to sales growth, earnings or earnings per share growth, ability to negotiate and finalize settlement discussions with Altergy, and market share, as well as statements expressing optimism or pessimism about future operating results or benefits from settlement discussions with Altergy, are forward-looking statements within the meaning of the Reform Act. The forward-looking statements are based on management's current views and assumptions regarding future events and operating performance, and are inherently subject to significant business, economic, and competitive uncertainties and contingencies and changes in circumstances, many of which are beyond EnerSys’ control. The statements in this Current Report on Form 8-K are made as of the date of this Current Report on Form 8-K, even if subsequently made available by EnerSys on its website or otherwise. EnerSys does not undertake any obligation to update or revise these statements to reflect events or circumstances occurring after the date of this Current Report on Form 8-K.
Although EnerSys does not make forward-looking statements unless it believes it has a reasonable basis for doing so, EnerSys cannot guarantee their accuracy. The foregoing factors, among others, could cause actual results to differ materially from those described in these forward-looking statements. For a list of other factors which could affect EnerSys’ results, including earnings estimates, see EnerSys’ filings with the Securities and Exchange Commission, including "Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations," including "Forward-Looking Statements," set forth in EnerSys’ Quarterly Report on Form 10-Q for the period ended June 29, 2014. No undue reliance should be placed on any forward-looking statements.
Item 9.01. Financial Statements and Exhibits

(d) Exhibits

99.1 Press Release, dated August 13, 2014, of EnerSys.

          



                                       




Signature(s)

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
 
 
 
 
 
EnerSys
 
 
 
 
 
Date: August 13, 2014
By:
  /s/ Richard W. Zuidema
 
 
 
Richard W. Zuidema
 
 
 
Executive Vice President
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 







                                       




Exhibit Index

Exhibit No. 

 
Description 

EX-99.1 
 
Press Release, dated August 13, 2014, of EnerSys.










































EX-99.1 2 altergysettlement-ex991.htm PRESS RELEASE REGARDING ALTERGY Altergy Settlement - Ex 99.1

Exhibit 99.1 PRESS RELEASE, DATED AUGUST 13, 2014, OF ENERSYS REGARDING SETTLEMENT OF
ALTERGY DISPUTES

EnerSys Announces Settlement of Altergy Disputes
Settlement Resolves Legal Challenges relating to May 2014 Arbitration Award

READING, Pa., Aug. 13, 2014 /PRNewswire/ -- EnerSys (NYSE: ENS), the global leader in stored energy solutions for industrial applications, announced today that its wholly-owned subsidiary, EnerSys Delaware Inc. ("EDI"), has entered into a binding term sheet with Altergy Systems ("Altergy") that resolves the outstanding legal challenges related to the May 2014 arbitrational panel award issued in favor of Altergy.

Under the terms of the term sheet, EDI will pay Altergy $40.0 million in settlement of the May 2014 arbitration panel award, and Altergy will pay EDI $2.0 million to repurchase EDI's entire interest in Altergy. The parties anticipate executing agreements documents these transactions no later than September 12, 2014. Within ten days of receipt of the foregoing payments, the parties will move to end all ongoing litigation between them in connection with the arbitration panel award.

EnerSys intends to fund the net amount to be paid by EDI from immediately available cash on hand and funds available under its existing credit facilities. Based upon the binding term sheet, EnerSys anticipates reversing approximately $0.25 per diluted share in the second quarter of fiscal 2015 for the after-tax impact from the legal proceedings charge.

For more information, contact Thomas O'Neill, Vice President and Treasurer, EnerSys, P.O. Box 14145, Reading, PA 19612-4145, USA. Tel: 800-538-3627; Web site: www.enersys.com.

Caution Concerning Forward-Looking Statements

This press release, and oral statements made regarding the subjects of this release, contains forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, or the Reform Act, which may include, but are not limited to, statements regarding EnerSys' earnings estimates, ability to negotiate and finalize settlement discussions with Altergy, plans, objectives, expectations and intentions and other statements contained in this press release that are not historical facts, including statements identified by words such as "believe," "plan," "seek," "expect," "intend," "estimate," "anticipate," "will," and similar expressions. All statements addressing operating performance, events, or developments that EnerSys expects or anticipates will occur in the future, including statements relating to sales growth, earnings or earnings per share growth, ability to negotiate and finalize settlement discussions with Altergy, and market share, as well as statements expressing optimism or pessimism about future operating results or benefits from settlement discussions with Altergy, are forward-looking statements within the meaning of the Reform Act. The forward-looking statements are based on management's current views and assumptions regarding future events and operating performance, and are inherently subject to significant business, economic, and competitive uncertainties and contingencies and changes in circumstances, many of which are beyond EnerSys' control. The statements in this press release are made as of the date of this press release, even if subsequently made available by EnerSys on its website or otherwise. EnerSys does not undertake any obligation to update or revise these statements to reflect events or circumstances occurring after the date of this press release.

Although EnerSys does not make forward-looking statements unless it believes it has a reasonable basis for doing so, EnerSys cannot guarantee their accuracy. The foregoing factors, among others, could cause actual results to differ materially from those described in these forward-looking statements. For a list of other factors which could affect EnerSys' results, including earnings estimates, see EnerSys' filings with the Securities and Exchange Commission, including "Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations," including "Forward-Looking Statements," set forth in EnerSys' Quarterly Report on Form 10-Q for the period ended June 29, 2014. No undue reliance should be placed on any forward-looking statements.