SPX Delivers to Echlin Demands for Special Shareholder Meeting From Owners of 46% of Echlin Shares
25 March 1998
SPX Delivers to Echlin Demands for Special Shareholder Meeting From Owners of 46% of Echlin SharesUnder Connecticut Law and Echlin By-Laws, Meeting Must Be Held By June 25 MUSKEGON, Mich., March 25 -- SPX Corporation today announced that it has delivered to Echlin Inc. demands from owners of approximately 29 million Echlin shares, representing approximately 46% of Echlin's outstanding shares, to hold a special shareholder meeting to vote on replacing the Echlin Board of Directors with SPX's nominees. Echlin is incorporated in Connecticut and, under that state's law and Echlin's own by-laws, must give notice of a special meeting within 30 days of receiving demands by holders of 35% of its outstanding shares, and must hold the meeting within 60 days of giving notice. Accordingly, the special meeting must be held by June 25, 1998. Under section 33-696 of the Connecticut Business Corporation Act, a corporation shall hold a special meeting of shareholders if holders of not less than 35% of the voting power deliver demands for the meeting. Accordingly, SPX expects that Echlin will notice and hold the special meeting in accordance with Connecticut law and Echlin's own by-laws. To the extent that SPX receives additional demands, SPX will forward them to Echlin, without any prejudice to SPX's position that no revocations of demands executed after today will be of any force and effect and the 30-day period for delivering notice of the special meeting of shareholders has begun to run as of today. At the special meeting, Echlin's existing Board would be removed if more shareholders vote in favor of removal than vote against removal; new directors would be elected by a simple majority of those voting. SPX Corporation is a global provider of Vehicle Service Solutions to franchised dealers and independent service locations, Service Support to Vehicle Manufacturers, and Vehicle Components to the worldwide motor vehicle industry. SPX's Internet address is http://www.spx.com. SOURCE SPX Corporation