UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
Under the Securities Exchange Act of 1934
(Amendment No. 3)
Exide Electronics Group, Inc.
(Name of Issuer)
Common Stock, $.01 Par Value
(Title of Class of Securities)
302052
(CUSIP NUMBER)
Diane S. Eismont
Secretary
DQE, Inc.
301 Grant Street
Pittsburgh, PA 15279
(412) 393-6080
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
with a copy to:
Victor A. Roque, Esq.
Vice President and General Counsel
DQE, Inc.
301 Grant Street
Pittsburgh, PA 15279
June 1, 1995
(Date of event which requires filing of this statement)
If the filing person has previously filed a statement on Schedule
13G to report the acquisition which is the subject of this
Schedule 13D, and is filing this schedule because of
Rule 13d-1(b)(3) or (4) check the following box [ ].
Check the following box if a fee is being paid with the statement
[ ].
The information required in the remainder of this cover page
shall not be deemed to be "filed" for the purpose of Section 18 o
f the Securities Exchange Act of 1934, as amended (the "Act"), or
otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act.
CUSIP NO. 302052 13D
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
DQE, INC.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
AF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) or 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Pennsylvania
NUMBER OF 7 SOLE VOTING POWER
SHARE
BENEFICIALLY 0
OWNED BY
EACH 8 SHARED VOTING POWER
REPORTING
PERSON WITH 933,750 shares (See Item 5)
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
933,750 shares (See Item 5)
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
933,750 shares (See Item 5)
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.02%
14 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT
CUSIP NO. 302052 13D
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
DUQUESNE ENTERPRISES, INC.
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
WC
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) or 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Pennsylvania
NUMBER OF 7 SOLE VOTING POWER
SHARE
BENEFICIALLY 0
OWNED BY
EACH 8 SHARED VOTING POWER
REPORTING
PERSON WITH 933,750 (See Item 5)
9 SOLE DISPOSITIVE POWER
0
10 SHARED DISPOSITIVE POWER
933,750 (See Item 5)
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
933,750 shares (See Item 5)
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
12.02%
14 TYPE OF REPORTING PERSON*
CO
*SEE INSTRUCTIONS BEFORE FILLING OUT
CUSIP NO. 302052 13D 13D
1 NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS
THOMAS A. HURKMANS
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)
(b) X
3 SEC USE ONLY
4 SOURCE OF FUNDS*
PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEM 2(d) or 2(e)
6 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.A.
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 2,526 shares (See Item 5)
OWNED BY
EACH 8 SHARED VOTING POWER
REPORTING
PERSON WITH 0
9 SOLE DISPOSITIVE POWER
2,526 shares (See Item 5)
10 SHARED DISPOSITIVE POWER
0
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
2,526 shares (See Item 5)
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
.03%
14 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT
This Amendment No. 3 amends the statement on Schedule
13D filed with the Commission on February 21, 1995 (the
"Statement") as amended by Amendment No. 1 to the Statement filed
with the Commission on April 14, 1995 and Amendment No. 2 to the
Statement filed with the Commission on April 27, 1995 ("Amendment
No. 2") with respect to the common stock, par value $.01 per
share (the "Common Stock"), of Exide Electronics Group, Inc., a
Delaware corporation (the "Issuer"). Terms used and not
otherwise defined herein shall have the respective meanings set
forth in the Statement.
Item 1. Security and Issuer
The information provided in Item 1 has not changed
since the filing of Amendment No. 2.
Item 2. Identity and Background
The information provided in Item 2 has not changed
since the filing of Amendment No. 2.
Item 3. Source and Amount of Funds
Except as otherwise expressly indicated below, the
information provided in Item 3 has not changed since the filing
of Amendment No. 2.
DQE does not own any shares of Common Stock directly.
Other than through its wholly-owned subsidiary, Duquesne
Enterprises, DQE does not beneficially own any shares of the
Common Stock.
Duquesne Enterprises is the record and beneficial owner
of 933,750 shares of the Common Stock. Of the 933,750 shares
beneficially owned by Duquesne Enterprises, 526,250 shares were
issued to Duquesne Enterprises upon conversion, pursuant to the
Reorganization Agreement attached hereto as Exhibit A, of 25,000
shares of Series B Cumulative Convertible Preferred Stock (the
"IPM Series B Preferred Shares") of International Power Machines
Corporation, a Delaware corporation ("IPM"), held by Duquesne
Enterprises. Duquesne Enterprises acquired the IPM Series B
Preferred Shares at an aggregate purchase price of $2,500,000.
The source of all the funds used by Duquesne Enterprises to
acquire the IPM Series B Preferred Shares was a contribution to
capital to Duquesne Enterprises by DQE. The funds contributed by
DQE to Duquesne Enterprises were obtained from the working
capital of DQE and were not the result of a loan or other
borrowing arrangement. Seventy thousand (70,000) of the shares
beneficially owned by Duquesne Enterprises were acquired by
Duquesne Enterprises through a contribution to capital from DQE.
DQE had acquired the 70,000 shares through a dividend on April 4,
1995 from DQE's wholly-owned subsidiary, Montauk, Inc. Montauk,
Inc. acquired the 70,000 shares of Common Stock in an open market
transaction on March 7, 1995, at a purchase price of $16.50 per
share for an aggregate purchase price of $1,157,800 including
brokerage commissions. The funds used by Montauk, Inc. to
acquire the Common Stock were obtained from the working capital
of Montauk.
The following table shows Duquesne Enterprises'
acquisition, in open-market transactions, of the remainder of the
933,750 shares of the Common Stock.
Aggregate
Shares Purchase
Date Acquired Price/Share Price
April 10, 1995 15,000 $16.375 $ 245,625
April 18, 1995 64,000 16.500 1,056,600
April 19, 1995 21,000 16.375 343,875
April 26, 1995 10,000 16.250 162,500
May 3, 1995 27,500 14.875 409,063
May 3, 1995 7,500 14.750 110,625
May 5, 1995 7,500 15.875 119,063
May 9, 1995 25,000 16.125 403,125
June 1, 1995 10,000 17.875 178,750
June 2, 1995 10,000 18.250 182,500
June 6, 1995 15,000 21.000 315,000
June 7, 1995 45,000 21.000 945,000
June 7, 1995 15,000 20.875 313,125
June 8, 1995 35,000 20.875 730,625
June 8, 1995 15,000 20.750 311,250
June 8, 1995 15,000 20.500 307,500
The source of funds used for Duquesne Enterprises purchases of
the above common stock was the working capital of Duquesne
Enterprises, which consisted partly of contributions to capital
from DQE and funds from a revolving credit facility.
Item 4. Purpose of the Transaction
The information provided in Item 4 has not changed
since the filing of Amendment No. 2.
Item 5. Interest in Securities of the Issuer
Except as otherwise expressly indicated below, the
information provided in Item 5 has not changed since the filing
of Amendment No. 2.
(a) DQE owns no shares of Common Stock other than
through its wholly-owned subsidiary Duquesne Enterprises.
Through such subsidiary, DQE beneficially owns 933,750 shares of
Common Stock representing approximately 12.02% of the outstanding
shares of Common Stock. Duquesne Enterprises directly and
beneficially owns 933,750 shares of Common Stock representing
approximately 12.02% of the outstanding shares of Common Stock.
For detailed information on Duquesne Enterprises' acquisition of
these shares, see Item 3 above. Duquesne Enterprises shares the
power to vote or direct the vote and the power to dispose or
direct the disposition of such shares with DQE as a result of
DQE's status as the sole shareholder of Duquesne Enterprises.
Other than as described herein, to the knowledge of the Reporting
Persons, the executive officers and directors of each of DQE and
Duquesne Enterprises, other than in their respective capacities
as officers and/or directors of DQE and Duquesne Enterprises,
have no interest in, power to vote or direct the vote of, or
power to dispose or direct the disposition of any of such shares.
Hurkmans directly owns 2,526 shares of Common Stock representing
approximately .03% of the outstanding shares of Common Stock.
Hurkmans has the sole power to vote or direct the vote of such
shares and to dispose or direct the disposition of such shares.
Hurkmans does not share the power to vote or to direct the vote
or to dispose or direct the disposition of any of such shares.
The number of shares of Common Stock beneficially owned
by the Reporting Persons and the percentage of the outstanding
shares of Common Stock represented thereby have been computed in
accordance with Rule 13d-3 under the Exchange Act. The
percentages of ownership of DQE, Duquesne Enterprises and
Hurkmans, respectively, are based on 7,770,873 outstanding shares
of the Issuer's Common Stock as stated in the Issuer's Quarterly
Report on Form 10-Q for the quarter ended March 31, 1995.
(b) Given that DQE is the sole shareholder of Duquesne
Enterprises, DQE and Duquesne Enterprises share with each other
the power to vote and dispose of the Common Stock beneficially
owned by each of them. Hurkmans has the sole power to vote and
dispose of the shares of Common Stock beneficially owned by him.
(c) Other than the transactions described in Item 3
above, DQE, Duquesne Enterprises and Hurkmans have not entered
into any transactions regarding the securities of the Issuer
during the last sixty days.
(d) Not Applicable.
(e) Not Applicable.
Item 6. Contracts, Arrangements, Understandings or
Relationships with Respect to Securities of the Issuer
The information provided in Item 6 has not changed
since the filing of the Amendment No. 2.
Item 7. Material to be Filed as Exhibits
The information provided in Item 7 has not changed
since the filing of Amendment No. 2.
Signatures
After reasonable inquiry and to the best of its
knowledge and belief, the undersigned certify that the
information set forth in this statement is true, complete and
correct.
Dated: June 9, 1995
DQE, INC.
By: /s/ Gary L. Schwass
_____________________________________
Name: Gary L. Schwass
Title: Executive Vice President,
Chief Financial Officer and Treasurer
DUQUESNE ENTERPRISES, INC.
By: /s/ James D. Mitchell
_____________________________________
Name: James D. Mitchell
Title: President
THOMAS A. HURKMANS
/s/ Thomas A. Hurkmans
_________________________________________
