MEASUREMENT SPECIALTIES, INC.
80 Little Falls Road, Fairfield, New Jersey 07004
(201) 808-1819
ITEM 5. OTHER EVENTS.
On May 21, 1998, Measurement Specialties, Inc. (the "Registrant") and AMP
Incorporated (AMP) announced that they had signed a nonbinding letter of intent
to acquire the Sensors Division of AMP. A copy of the press release announcing
the signing of the letter is attached as Exhibit 99.1
ITEM 7. FINANCIAL STATEEMNTS, PRO FORMA FINANCIAL INFORAMTION AND EXHIBITS.
(a)Financial Statements of Business Acquired.
Financial statements of business acquired are not required as per Rule 3-05(b)
of Regulation S-X.
(b)Pro Forma Financial Information.
Pro forma financial information is not required as per Rule 11-01 (c) of
Regulation S-X.
(c)Exhibits.
99.1 Press release regarding nonbinding letter of intent between Registrant and
AMP Incorporated, dated May 21, 1998
SIGNATURES
In accordance with the requirements of the Exchange Act, the registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.
MEASUREMENT SPECIALTIES, INC.
(Registrant)
Kirk J. Dischino
Date: May 26, 1998 Chief Financial Officer
KCSA W0RLDWIDE
Public & Investor Relations, Corporate & Marketing Communications
CONTACT:
Joseph Mallon, CEO. Kirk J. Dischino, CFO
Measurement Specialties, Inc.
973-808-1819
Or
Robert Giordano /Joseph A. Mansi
KCSA Worldwide
212-682-6300 ext. 289/205
FOR IMMEDIATE RELEASE
MEASUREMENT SPECIALTIES, INC. AGREES TO ACQUIRE SENSORS DIVISION OF AMP,
INCORPORATED
FAIRFIELD, NJ, May 21, 1998 -- Measurement Specialties, Inc. (AMEX: MSS)
announced today that it has signed a nonbinding letter of intent to acquire the
Sensors Division of AMP Incorporated.
The letter of intent is subject to final due diligence and execution of a
definitive contract. The transaction is expected to close during the second
fiscal quarter ending September 1998.
The Sensor Division, with calendar 1997 sales of approximately $8 million, is
the leader in designing, manufacturing and marketing piezoelectric polymer
sensors. These sensors are marketed for industrial, consumer and instrumentation
applications. The transaction is expected to be financed with debt raised as an
extension of the Company's existing banking relationship.
Joseph R. Mallon, Jr., CEO, commenting on the transaction, said, "This is a
significant step in the expansion of our industrial business unit. The
acquisition is an excellent fit. The technology complements ours and broadens
our OEM product offerings. Furthermore we will benefit from efficiencies in
manufacturing and distribution that will result from the combination.
The transaction furthers the Company's strategy of expanding its industrial
sales while continuing to grow its core consumer business."
Measurement Specialties, Inc. designs, develops, manufactures and markets low
cost, sensor-based electronic measurement devices for consumer and industrial
products.
# # #
The forward-looking statements above involve a number of risks and
uncertainties. Factors that might cause actual results to differ materially
include - conditions in the general economy and in the markets served by the
Company, competitive factors, such as price pressures and the potential
emergence of rival technologies. interruptions of suppliers' operations
affecting availability of component materials at reasonable prices,- timely
development and market acceptance of new products: success in identifying,
financing and integrating acquisition candidates, - changes in product mix,
costs and yields, fluctuations in foreign currency exchange rates; uncertainties
related to doing business in Hong Kong and China, and the risk factors listed
from time to time in the Company's SEC reports. The Company assumes no
obligation to update the information in this issue.
This release is available on the KCSA Worldwide website at www.kcsa.com