EXHIBIT 99.2
FOR IMMEDIATE RELEASE
SL INDUSTRIES, INC. ANNOUNCES FILING OF A REGISTRATION
STATEMENT RELATING TO A RIGHTS OFFERING
MT. LAUREL, N.J., October 15, 2002 - - SL INDUSTRIES, INC. (NYSE and
PHLX:SL) announced today that it filed a registration statement with the
Securities and Exchange Commission on October 11, 2002 relating to an
anticipated distribution to its shareholders of subscription rights to purchase
additional shares of common stock of SL Industries. Upon the effectiveness of
the registration statement, the Company will distribute to its shareholders of
record as of the record date, which has not yet been determined, a fixed amount
of non-transferable rights to subscribe for shares of its common stock. It is
anticipated that each right will entitle the holder to purchase one share of the
Company's common stock at a subscription price to be determined. The number of
rights to be issued with respect to each outstanding share on the record date is
also to be determined. Steel Partners II, L.P., an entity controlled by Warren
Lichtenstein, SL Industries' Chairman and Chief Executive Officer, has agreed to
purchase any shares of common stock of the Company available under the rights
offering that are not purchased by the Company's shareholders, subject to a $5
million limit.
SL Industries anticipates that the rights offering will begin
promptly following the effectiveness of the registration statement filed with
the Securities and Exchange Commission, and will continue for thirty days
thereafter. The proceeds of the rights offering will be used to repay a $5
million subordinated loan from Steel Partners to the Company, which is
anticipated to be made in connection with the refinancing of the Company's
existing credit facility. The subordinated loan was needed to refinance the
Company's credit facility on or prior to October 31, 2002 to avoid paying a
$780,000 fee. Any additional proceeds will be used for working capital purposes.
Neither SL Industries, its board of directors, nor any committee of
the board of directors is making any recommendation to shareholders as to
whether to exercise their subscription rights. Further information regarding the
rights offering including pricing, record date, and process will be communicated
over the next several weeks.
When available, a written prospectus may be obtained by contacting
SL Industries, Inc., 520 Fellowship Road, Suite A-114, Mt. Laurel, NJ 08054,
Attention: Investor Relations.
(more)
A registration statement relating to these securities has been filed
with the Securities and Exchange Commission but has not yet become effective.
These securities may not be sold and offers may not be accepted prior to the
time the registration statement becomes effective. The rights offering will only
be made by means of a prospectus. This press release shall not constitute an
offer to sell or the solicitation of an offer to buy these securities, and there
shall not be any sale of these securities in any state in which such offer,
solicitation, or sale would be unlawful prior to registration or qualification
under the securities laws of any such state.
ABOUT SL INDUSTRIES
SL Industries, Inc. designs, manufactures and markets Power and Data
Quality (PDQ) equipment and systems for industrial, medical, aerospace,
telecommunications and consumer applications.
FORWARD-LOOKING STATEMENTS
This press release contains statements that are forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995. These statements are based on current expectations, estimates and
projections about the Company's business based, in part, on assumptions made by
management. These statements are not guarantees of future performance and
involve risks, uncertainties and assumptions that are difficult to predict.
Therefore, actual outcomes and results may differ materially from what is
expressed or forecasted in such forward-looking statements due to numerous
factors, including those described above and the following: the effectiveness of
the cost reduction initiatives undertaken by the Company, changes in demand for
the Company's products, product mix, the timing of customer orders and
deliveries, the impact of competitive products and pricing, constraints on
supplies of critical components, excess or shortage of production capacity,
difficulties encountered in the integration of acquired businesses and other
risks discussed from time to time in the Company's Securities and Exchange
Commission filings and reports. In addition, such statements could be affected
by general industry and market conditions and growth rates, and general domestic
and international economic conditions. Such forward-looking statements speak
only as of the date on which they are made, and the Company does not undertake
any obligation to update any forward-looking statement to reflect events or
circumstances after the date of this release.
Contact:
SL Industries, Inc.
David R. Nuzzo, 856/222-5515
