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EXHIBIT 99.6
RIGHTS EXERCISE AGREEMENT NUMBER OF RIGHTS:
ALPHA TECHNOLOGIES GROUP, INC.
EXERCISABLE ON OR BEFORE JANUARY 5, 2001
THE TERMS AND CONDITIONS OF THE OFFERING ARE SET FORTH IN THE ALPHA TECHNOLOGIES
GROUP, INC. PROSPECTUS DATED NOVEMBER 30, 2000 (THE "PROSPECTUS") AND ARE
INCORPORATED HEREIN BY REFERENCE. COPIES OF THE PROSPECTUS ARE AVAILABLE UPON
REQUEST FROM ALPHA TECHNOLOGIES GROUP, INC., THE SUBSCRIPTION AGENT AND THE
INFORMATION AGENT.
SUBSCRIPTION PRICE $7.25 PER SHARE
RECORD HOLDER:
THIS RIGHTS EXERCISE AGREEMENT OR A NOTICE OF GUARANTEED DELIVERY MUST BE
RECEIVED BY THE SUBSCRIPTION AGENT WITH PAYMENT IN FULL BY 5:00 P.M., NEW YORK
TIME, ON JANUARY 5, 2001 (SUCH DATE, SUBJECT TO EXTENSION AS PROVIDED IN THE
PROSPECTUS, IS REFERRED TO IN THIS RIGHTS EXERCISE AGREEMENT AS THE "EXPIRATION
DATE").
The Rights represented by this Rights Exercise Agreement may be exercised by
duly completing Form 1; and may be exercised through a bank or broker by duly
completing Form 2; Rights holders are advised to review the Prospectus and
instructions (copies of which are available from Alpha Technologies Group, Inc.,
the Subscription Agent and the Information Agent) before exercising their
Rights.
IMPORTANT: Complete the appropriate FORM and SIGN on reverse side.
The registered owner, whose name is inscribed hereon is entitled to subscribe
for shares of Common Stock upon the terms and subject to the conditions set
forth in the Prospectus and instructions relating thereto.
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THIS RIGHTS EXERCISE AGREEMENT IS NONTRANSFERABLE.
/s/ Lawrence Butler AN EXERCISE OF RIGHTS EVIDENCED HEREBY IS IRREVOCABLE.
By:____________________________________________
Lawrence Butler,
Chairman of the Board and Chief Executive Officer
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Dated: November 30, 2000
Delivery:
American Stock Transfer & Trust Company
59 Maiden Lane
New York, NY 10038
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FORM 1 - EXERCISE AND SUBSCRIPTION: The undersigned hereby irrevocably
exercises Rights evidenced by this Rights Exercise Agreement to subscribe for
shares of Common Stock as indicated below, on the terms and subject to the
conditions specified in the Prospectus, receipt of which is hereby
acknowledged.
(a) Number of shares subscribed for pursuant to the Basic Subscription
Privilege. (One Right needed for each full share.)
____________ X $7.25 per share = $_________________
(Number of shares - whole number only)
(b) Number of shares subscribed for pursuant to the Oversubscription Privilege.
(No shares may be subscribed for pursuant to the Oversubscription Privilege
unless all of the Rights represented by this Rights Exercise Agreement are
fully exercised pursuant to the Basic Subscription Privilege)*
____________ X $7.25 per share = $_________________
(Number of shares - whole number only)
(c) Total Subscription Price. (Add a and b.) $___________________
METHOD OF PAYMENT (CHECK ONE)
_____ CHECK, BANK DRAFT OR MONEY ORDER PAYABLE TO AMERICAN STOCK TRANSFER &
TRUST COMPANY, AS SUBSCRIPTION AGENT
_____ WIRE TRANSFER DIRECTLY TO CHASE MANHATTAN BANK, ACCOUNT NO. ###-##-####,
ABA NO. 021-000021
(d) ______ Check here if rights are being exercised pursuant to a notice of
guaranteed delivery delivered to the subscription agent prior to
the expiration date and complete the following:
Name(s) of Registered Owner(s): __________________________________________
Window Ticket Number (if any) ____________________________________________
Date of Execution of Notice of Guaranteed Delivery _______________________
Name of Institution which guaranteed delivery ____________________________
_________________________________________ ___________________________________
Signature of Registered Holder Date
_________________________________________ ___________________________________
Signature of Registered Holder Date
FORM 2 - FOR BENEFICIAL HOLDERS OF SHARES IN STREET NAME ONLY. TO EXERCISE
RIGHTS THROUGH YOUR BANK OR BROKER: Please print name and address of your Bank
or Broker as the Registered Holder of your shares in full below, sign and date
as indicated and make arrangements with your bank or broker for payment of the
shares.
Name _____________________________________________________________________
(Name of Bank or Broker)
Address __________________________________________________________________
__________________________________________________________________________
__________________________________________________________________________
DTC Participant Number (if applicable) ___________________________________
_________________________________________ ___________________________________
Signature of Beneficial Holder(s) Date
_________________________________________ ___________________________________
Signature of Beneficial Holder(s) Date
*The number of Underlying Shares available to Holders pursuant to the
Oversubscription Privilege may be limited as set forth in the Prospectus. If
the number of Underlying Shares subscribed for exceeds the number of shares
actually tendered to the subscriber, the portion of the Subscription Price
tendered corresponding to those excess shares shall be returned to the
subscriber, without interest, as soon as practicable after the Expiration Date.
