<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
------------------------------
SCHEDULE 13D
Under the Securities Exchange of 1934
Amendment No. 5
Ultralife Batteries, Inc.
------------------------------
(Name of Issuer)
Common Stock
------------------------------
(Title of Class of Securities)
903899102
------------------------------
(CUSIP Number)
Glenn H. Epstein, President
Intermagnetics General Corporation
450 Old Niskayuna Road
Latham, New York 121
(518)782-1122
------------------------------
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
February 8, 2000
------------------------------
(Date of Event that Requires
Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of sections 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check
the following box [ ].
NOTE: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 240.13d-7 for other
parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class of
securities, and for any subsequent amendment containing information which would
alter disclosures provided in a prior covering page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Page 1 of 6 Pages
<PAGE>
- -------------------------------------------------------------------------------
CUSIP No. 903899102 13D
- -------------------------------------------------------------------------------
1 NAME OF REPORTING PERSONS,
S.S OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
Intermagnetics General Corporation
14-1537454
- ------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(See Instructions) (b) [X]
- ------------------------------------------------------------------------------
3 SEC USE ONLY
- ------------------------------------------------------------------------------
4 SOURCE OF FUNDS (See Instructions)
- ------------------------------------------------------------------------------
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) OR 2(e) [ ]
- ------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
State of New York
- ------------------------------------------------------------------------------
NUMBER OF | 7 | SOLE VOTING POWER 875,753
SHARES | |
BENEFICIALLY | |
OWNED BY | 8 | SHARED VOTING POWER 0
EACH | |
REPORTING | 9 | SOLE DISPOSITIVE POWER 875,753
PERSON WITH | |
| |
| 10 | SHARED DISPOSITIVE POWER 0
- ------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
875,753
- ------------------------------------------------------------------------------
12 CHECK THE BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES [X]
- ------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.1%
- ------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON (See Instructions)
CO
- ------------------------------------------------------------------------------
SEE INSTRUCTIONS BEFORE FILLING OUT!
Page 2 of 6 Pages
<PAGE>
This Amendment No. 5 to Schedule 13D ("Amendment No. 3") amends and
supplements the prior statement on Schedule 13D (the "Statement") as filed by
Intermagnetics General Corporation (the "Reporting Person") dated December 31,
1992, as amended by Amendment No. 1 to Schedule 13D, dated May 28, 1993,
Amendment No. 2 to Schedule 13D, dated December 1, 1994, Amendment No.3 to
Schedule 13D, dated September 28, 1995 and Amendment No. 4 dated March 1, 1996,
each of which relate to the Common Stock, $.10 par value per share, of Ultralife
Batteries, Inc., a Delaware corporation (the "Issuer"). In the event that any
disclosure contained in this Amendment No. 5 is inconsistent with the disclosure
contained in the Statement, the disclosures contained herein shall supersede
such inconsistent disclosure from the date of this Amendment No. 5.
Item 1. Security and Issuer
No change.
Item 2. Identity and Background
Schedule I to the Statement, which contains background information
regarding each executive officer and director of the Reporting Person and is
incorporated by reference into Item 2 of the Statement, is hereby amended and
restated to read in its entirety as set forth in Schedule I attached hereto.
Item 3. Source and Amount of Funds or Other Consideration
No change.
Item 4. Purpose of Transaction
No change.
Item 5. Interest in Securities of the Issuer
(a) Item 5.a. of the Statement is hereby amended and restated to read
in its entirety as follows:
The Reporting Person currently owns 875,753 shares of the Common Stock of the
Issuer (the "Shares") corresponding to approximately 8.1% of the outstanding
shares of Common Stock of the Issuer.
Carl H. Rosner, Chairman of the Reporting Person, owns 833 shares of the Common
Stock of the Issuer. Mr. Rosner also serves as a director of the Issuer. As a
director of the Issuer, Mr. Rosner has received, and currently holds, options to
purchase shares of Common Stock of the Issuer as follows:
Page 3 of 6 Pages
<PAGE>
Shares Subject
to Purchase Exercise Price Expiration Date
-----------------------------------------------------------
1,500 $18.250 June 30, 2000
1,500 $24.500 September 30, 2000
1,500 $24.000 December 31, 2000
1,500 $14.750 March 31, 2001
1,500 $14.250 June 30, 2001
1,500 $11.625 September 30, 2001
1,500 $ 8.625 December 31, 2001
1,500 $ 9.750 March 31, 2002
1,500 $11.625 June 30, 2002
1,500 $17.875 September 30, 2002
1,500 $17.000 December 31, 2002
1,500 $14.875 March 31, 2003
1,500 $ 8.500 June 30, 2003
12,000 $ 8.250 June 25, 2003
1,500 $ 6.000 March 30, 2003
1,500 $ 5.1875 December 31, 2003
1,500 $ 5.0625 March 31, 2004
1,500 $ 5.500 June 30, 2004
1,500 $ 4.000 September 30, 2004
1,500 $ 6.125 December 31, 2004
The shares and options to purchase shares owned by Mr. Rosner represent
approximately 0.4% of the outstanding shares of Common Stock of the Issuer.
The Reporting Person disclaims beneficial ownership of such shares and options
to acquire such shares.
Joseph C. Abeles, a director of the Reporting Person, owns 199,000 shares of the
Common Stock of the Issuer. Mr. Abeles also serves as a director of the Issuer.
As a director of the Issuer, Mr. Abeles has received, and currently holds,
options to purchase shares of the Issuer as follows:
Shares Subject
to Purchase Exercise Price Expiration Date
-----------------------------------------------------------
1,500 $18.250 June 30, 2000
1,500 $24.500 September 30, 2000
1,500 $24.000 December 31, 2000
1,500 $14.750 March 31, 2001
1,500 $14.250 June 30, 2001
1,500 $11.625 September 30, 2001
1,500 $ 8.625 December 31, 2001
1,500 $ 9.750 March 31, 2002
1,500 $11.625 June 30, 2002
1,500 $17.875 September 30, 2002
1,500 $17.000 December 31, 2002
1,500 $14.875 March 31, 2003
1,500 $ 8.500 June 30, 2003
9,000 $ 8.250 June 25, 2003
1,500 $ 6.000 March 30, 2003
1,500 $ 5.1875 December 31, 2003
1,500 $ 5.0625 March 31, 2004
1,500 $ 5.500 June 30, 2004
1,500 $ 4.000 September 30, 2004
1,500 $ 6.125 December 31, 2004
Page 4 of 6 Pages
<PAGE>
The shares and options to purchase shares owned by Mr. Abeles represent
approximately 2.2% of the outstanding shares of Common Stock of the Issuer. In
addition, Mr. Abeles's spouse owns 25,000 shares of the Common Stock of the
Issuer, and Mr. Abeles disclaims beneficial ownership of such shares. Abeles
Associates, Inc., a company of which Mr. Abeles is Chairman, owns 12,000 shares
of the Common Stock of the Issuer, and Mr. Abeles disclaims beneficial ownership
of such shares.
The Reporting Person disclaims beneficial ownership of the shares beneficially
owned by Mr. Abeles.
Thomas L. Kempner, a director of the Reporting Person, owns 14,000 shares of the
Common Stock of the Issuer, corresponding to approximately 0.1% of the
outstanding shares of Common Stock of the Issuer. The Reporting Person disclaims
beneficial ownership of the shares beneficially owned by Mr. Kempner.
Stuart A. Shikiar, a director of the Reporting Person, owns 87,500 shares of the
Common Stock of the Issuer, corresponding to approximately 0.8% of the
outstanding shares of Common Stock of the Issuer. The Reporting Person disclaims
beneficial ownership of the shares beneficially owned by Mr. Kempner.
(b) No change
(c) Item 5.(c) of the Statement is amended by adding to the end thereof
the following:
On February 8, 2000, the Reporting Person sold 100,000 shares of the Issuer's
Common Stock at a price of $10.00 per share in a brokerage transaction reported
on NASDAQ.
(d) No change.
(e) No Change.
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to
Securities of the Issuer
No change.
Item 7. Material to Be Filed as Exhibits
No change.
Page 5 of 6 Pages
<PAGE>
Signature
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
INTERMAGNETICS GENERAL CORPORATION
February 15, 2000 By: /s/ Michael C. Zeigler
-----------------------------------
Michael C. Zeigler
Senior Vice President - Finance,
and Chief Financial Officer
Page 6 of 6 Pages
<PAGE>
Schedule I
----------
The names, addresses and principal occupations of each of the executive
officers and directors of Intermagnetics General Corporation (the "Reporting
Person") are listed below. Except as noted, all such persons are U.S. citizens.
The business address of each of the persons listed below is c/o Intermagnetics
General Corporation, 450 Old Niskayuna Road, Latham, New York 12110.
Name Positions and Principal Occupation
- ---- and Principal Address of Organization in
which such Employment is Conducted
-----------------------------------------------------
Glenn H. Epstein President and Chief Executive Officer of the
Reporting Person
Michael C. Zeigler Senior Vice-President - Finance & Chief
Financial Officer of the Reporting Person
Ian L. Pykett Chief Technical Officer of the Reporting
Person (citizen of Great Britain)
Leo Blecher Vice President and General manager of IGC-Magnet
Business Group, a division of the Reporting Person
Barry Gawthrope Vice President and General Manager of IGC-Advanced
Superconductors, a division of the Reporting Person
David E. Dedman Vice President and General Manager of IGC-APD
Cryogenics Inc. and IGC-Polycold Systems Inc., two
wholly-owned subsidiaries of the Reporting Person
Richard Stevens Vice President and General Manager of IGC-Medical
Advances Inc., a wholly-owned subsidiary of the
Reporting Person
Carl H. Rosner Chairman of the Board of Directors of the
Reporting Person
Joseph C. Abeles Director of the Reporting Person; private investor;
Suite 505, 220 East 42nd Street, New York, NY 10017
John M. Albertine Director of the Reporting Person; Chairman and CEO of
Albertine Enterprises, Inc., 1156 Fifteenth Street,
NW, Suite 505, Washington, DC 20005
Edward E. David, Jr. Director of the Reporting Person; President, EED
Inc.; P.O. Box 435, Bedminster, NY 07921
Schedule I - Page 1 of 2 Pages
<PAGE>
Name and Address Positions and Principal Occupation
- ---------------- and Principal Address of Organization in
which such Employment is Conducted
----------------------------------------------------
James S. Hyde Director of the Reporting Person; Professor of
Biophysics at the Medical College of Wisconsin since
1975; 8701 Watertown Plan Road, P.O. Box 26509,
Milwaukee, WI 53226-0509
Thomas L. Kempner Director of the Reporting Person; Chairman and Chief
Executive Officer, Loeb Partners Corporation; Room
2450, 61 Broadway, New York, NY 10006
Stuart A. Shikiar Director of the Reporting Person; President,
Shikiar Asset Management, Inc.; 399 Park Avenue,
New York, NY 10022
Sheldon Weinig Director of the Reporting Person, Adjunct Professor,
Columbia University and State University of New York
at Stony Brook
Schedule I - Page 2 of 2 Pages
