Exide Technologies (XIDE)

Item 1.01 Entry into a Material Definitive Agreement.

On December 26, 2007, Exide Technologies and Gordon Ulsh executed amendments to Mr. Ulsh's employment agreement (the "Amended and Restated Employment Agreement"). The Amended and Restated Employment Agreement addresses provisions of Section 409A of the Internal Revenue Code of 1986 and reduces the notice period for non-renewal to 30 days from 90 days, in order to provide additional time for the Company and Mr. Ulsh to negotiate modifications to the terms of the Amended and Restated Employment Agreement prior to the April 2, 2008 renewal.

The foregoing summary is qualified in its entirety to the Amended and Restated Employment Agreement, a copy of which is attached hereto as Exhibit 10.1.

Item 1.01 Entry into a Material Definitive Agreement.

On August 28, 2007, Exide Technologies, a Delaware corporation (the "Company"), entered into a standby purchase agreement (the "Standby Agreement") with Tontine Capital Partners, L.P. ("Tontine") and Legg Mason Investment Trust, Inc. ("Legg Mason" and together with Tontine, the "Standby Purchasers"), under which the Standby Purchasers have agreed to certain standby commitments in connection with the Company's proposed offering of subscription rights to purchase up to approximately 14 million shares to holders of its common stock (the "Rights Offering"). The record date and the commencement of the Rights Offering will be August 30, 2007 ("Record Date"), and the Rights Offering will expire on September 28, 2007.

Under the Rights Offering, each subscription right will entitle the holder to a basic subscription privilege and an over-subscription privilege. The basic subscription privilege of each subscription right gives the Company’s stockholders the opportunity to purchase 0.22851 shares of the Company’s common stock at a per full share price equal to $6.55. In the event that a stockholder purchases all of the shares of common stock available to it pursuant to its basic subscription privilege, the stockholder may also choose to purchase a portion of any shares of the Company’s common stock that are not purchased by its stockholders through the exercise of their basic subscription privileges.

Subject to certain conditions, the Standby Agreement obligates the Company to sell, and requires the Standby Purchasers to purchase from the Company, all of the shares purchasable with their basic subscription privileges. Each of the Standby Purchasers has agreed not to exercise its over-subscription privilege in any amount. In addition, the Standby Agreement obligates the Company to sell, and requires the Standby Purchasers to purchase from the Company, any and all shares of the Company’s common stock issuable upon the deemed exercise by the standby purchasers immediately prior to the expiration of the Rights Offering of any subscription rights that were not exercised by other stockholders prior to the expiration of the Rights Offering. The price per full share paid by the Standby Purchasers for such common stock will be equal to the subscription price offered in the Rights Offering. The Standby Purchasers may elect to assign some or all of their subscription rights to purchase shares of the Company’s common stock under the Standby Agreement to certain of their affiliates.

Tontine and Legg Mason, or their affiliates, currently own approximately 28.0% and 13.8%, respectively, of the Company’s outstanding common stock. Under the terms of the Standby Agreement, the Standby Purchasers have agreed to a maximum ownership limitation that restricts them from owning in aggregate shares of the Company’s common stock on the closing date of the transactions contemplated by the Standby Agreement in an amount that exceeds 49.9% of the total outstanding shares of the Company’s common stock on that date. As a result, if no other stockholders exercise their subscription rights, based on the amount of the Company’s outstanding common stock collectively owned by the standby purchasers as of August 28, 2007, this contractual 49.9% ownership limitation would limit the amount of common stock that would be issued to the Standby Purchasers pursuant to the Standby Agreement. Under the Standby Agreement, two-thirds of the unsubscribed shares will be allocated to Tontine and one-third of the unsubscribed shares will be allocated to Legg Mason.

The obligations of the Standby Purchasers to fulfill the standby commitments under the Standby Agreement and purchase the additional shares of common stock are subject to the following conditions:

• the Company's representations and warranties under the Standby Agreement are true and correct in all material respects as of the date of the Standby Agreement and the date of the closing of the transactions contemplated thereunder;

• Any applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, shall have expired or been terminated thereunder with respect to any of the Standby Purchasers commitments;

• there having been no material adverse effect on the Company's financial condition or earnings, financial position, operations, assets, results of operations, business or prospects and there having occurred no event or circumstance which would reasonably likely result in such a material adverse effect;

• none of the following events having occurred: (i) a suspension of trading of the Company's common stock or a suspension of trading or the establishment of limited or minimum prices on securities generally on the New York Stock Exchange or The NASDAQ Global Market; (ii) a banking moratorium having been declared either by U.S. or New York State authorities; or (iii) there having occurred any material outbreak or material escalation of hostilities, declaration by the United States of a national emergency or war or other calamity or crisis which has a material adverse effect on the U.S. financial markets.

The foregoing description of the Standby Agreement is qualified in its entirety by reference to the Standby Agreement which is attached hereto as Exhibit 10.1, and is incorporated by reference into this Item 1.01.

Item 1.01 Entry into a Material Definitive Agreement.

On May 15, 2007, Exide Technologies (the "Company"), certain of the Company’s domestic subsidiaries (the "Exide U.S. Subsidiaries"), Exide Global Holding Netherlands C.V. ("Exide C.V." and, together with the Company and the Exide U.S. Subsidiaries, the "Borrowers"), various lending institutions described in the Credit Agreement and Deutsche Bank AG New York Branch , as administrative agent ("DB" and, together with such other lending institutions, the "Lenders"), entered into a $495 million credit agreement (the "Credit Agreement"). The Credit Agreement consists of a $200 million asset based revolving credit facility (the "Revolving Loan Facility") and a $295 million term loan facility (the "Term Loan").

1. The Revolving Loan

Borrowings under the Revolving Loan Facility bear interest at a rate equal to LIBOR plus 1.75%. The applicable spread on the Revolving Loan Facility will be subject to change and may move up or down in accordance with a leverage-based pricing grid. The Revolving Loan Facility includes a letter of credit sub-facility of $75 million and an accordion feature that allows the Company to increase the facility size up to $250 million if it can obtain commitments from existing or new lenders for the incremental amount. The Revolving Loan Facility will mature in five years, but is prepayable at any time at par.

Availability under the Revolving Loan Facility is subject to a borrowing base comprised of up to 85% of the Company’s and certain of its subsidiaries’ combined eligible accounts receivable plus 85% of the net orderly liquidation value of eligible North American inventory less, in each case, certain limitations and reserves. Revolving loans made to the Company and other domestic borrowers under the Revolving Credit Facility are guaranteed by substantially all domestic subsidiaries of the Company, and revolving loans made to Exide C.V. under the Revolving Credit Facility are guaranteed by the Company, substantially all domestic subsidiaries of the Company and certain foreign subsidiaries. These guarantee obligations are secured by a lien on substantially all of the assets of such respective Borrowers and guarantors, including, subject to certain exceptions, in the case of security provided by the domestic subsidiaries, a first priority lien in current assets and a second priority lien in fixed assets.

The Revolving Loan Facility contains customary terms and conditions, including, without limitation, limitations on liens, indebtedness, implementation of cash dominion and control agreements, and other typical covenants. A springing fixed charge financial covenant of 1.0:1.0 will be triggered if the excess availability under the Revolving Loan Facility falls below $40 million. The Company will also be required to pay an unused line fee that varies based on usage of the Revolving Loan Facility.

2. The Term Loan

Borrowings under the Term Loan in U.S. dollars will bear interest at a rate equal to LIBOR plus 3.25%, and borrowings under the Term Loan in Euros will bear interest at a rate equal to LIBOR plus 3.50%; provided that such rates may decrease by 0.25% after December 31, 2007 if the Company achieves certain corporate ratings. The Term Loan will mature in five years, but is prepayable at any time at par value, provided that if a change in control or similar event occurs within the first year, the Company must offer to prepay the Term Loan at a price equal to 101% of par.

The Term Loan will amortize as follows - 0.25% of the initial principal balance of the Term Loan will be due and payable on a quarterly basis for the first 4 3/4 years, with a balloon payment due at maturity. Mandatory prepayment by the Company may be required under the Term Loan as a result of excess cash flow, asset sales and casualty events, in each case, subject to certain exceptions.
The portion of the Term Loan made to the Company is guaranteed by substantially all domestic subsidiaries of the Company, and the portion of the Term Loan made to Exide C.V. is guaranteed by the Company, substantially all domestic subsidiaries of the Company and certain foreign subsidiaries. These obligations are secured by a lien on substantially all of the assets of such respective Borrowers and guarantors, including, subject to certain exceptions, in the case of security provided by the domestic subsidiaries, a first priority lien in fixed assets and a second priority lien in current assets.

The Term Loan contains customary terms and conditions, including, without limitation, (1) limitations on debt (including a leverage or coverage based incurrence test), (2) limitations on mergers and acquisitions, (3) limitations on restricted payments, (4) limitations on investments, (5) limitations on capital expenditures, (6) limitations on asset sales with limited exceptions, (7) limitations on liens and (8) limitations on transactions with affiliates. The Term Loan has no financial maintenance covenants.

The foregoing description of the Revolving Loan Facility and the Term Loan does not purport to be complete and is qualified in its entirety by reference to the full text of the Credit Agreement, which is filed as Exhibit 10.1 to this report and incorporated by reference herein. In the ordinary course of their respective businesses, the Lenders and their affiliates have engaged, and may in the future engage, in commercial banking, investment banking, financial services and other services to the Company and its affiliates. In addition, the Company and some of its subsidiaries have entered into foreign exchange and other derivative arrangements with certain of the lenders and their affiliates.

Item 1.01 Entry into a Material Definitive Agreement.

On March 21, 2007, the Compensation Committee of the Board of Directors adopted a form of Restricted Stock Unit Award Agreement in conjunction with the fiscal 2008 grants pursuant to the Company's 2004 Stock Incentive Plan. A copy of the form of agreement is attached hereto as Exhibit 10.1.

On March 21, 2007, the Compensation Committee also approved the fiscal 2008 Economic Profit ("EP") incentive plan. EP is defined as the difference between Adjusted EBITDA less cash taxes and a capital charge of 2% per month on capital employed (defined as the sum of trade accounts receivable, inventory and fixed assets less trade accounts payable to generate such Adjusted EBITDA). A division employees’ award will be weighted 75% based on the division’s EP and 25% for consolidated corporate EP. A corporate employees’ award will be weighted 100% on consolidated Company EP results.

Depending on fiscal 2007 performance of the Company’s divisions, eligible employees will begin earning first dollar award credit once his or her division reaches a minimum threshold of 80% of actual fiscal 2007 EP or 120% of negative EP. Employees will achieve an award of 100% of an individual's targeted bonus level upon the division and the Company achieving an EP level at defined improvement factors above the average of the actual and target fiscal 2007 EP levels. Named Executive Officers' EP targets, if achieved, would result in a payout to Gordon A. Ulsh and Francis M. Corby, Jr., of an amount equal to each of their respective annual base salaries; Mitchell S. Bregman, Barbara Hatcher and E.J. O’Leary would receive an amount equal to fifty percent of their base salary, and Phillip A. Damaska would receive an amount equal to thirty percent of his base salary. Performance above or below EP target will result in a proportional payment above or below the Named Executive Officer's target payout. All other salaried global employees, excluding those who participate in a management incentive plan or who are covered by a collective agreement, will participate in the EP Plan with the target payout at 3% of their base salaries.

If any division's results fall below the minimum threshold of 80% of the division's actual fiscal 2007 EP or 120% of negative EP, payout to such division's employees will be limited to the corporate portion of the EP Plan, assuming the consolidated corporate results reach 80% of actual fiscal 2007 EP. The payouts above target are uncapped. No payments will be made until fiscal 2009.

Due to the sensitive nature of the components in the Company’s EP calculation, the Company believes disclosure of EP targets would cause it undue harm.

Item 1.01 Entry into a Material Definitive Agreement.

Pursuant to a letter agreement dated January 8, 2007, the Company has agreed to provide Tontine Capital Partners, L.P. until March 31, 2007 to nominate a second director candidate. A copy of the letter agreement is attached hereto as Exhibit 99.1.

Item 1.01 Entry into a Material Definitive Agreement.

On December 19, 2006, the Company's Board of Directors approved amendments to the Company's 2004 Stock Incentive Plan (the "Plan"), including provisions permitting the Company to issue restricted share units as part of any future awards under the Plan.

Item 1.01 Entry into a Material Definitive Agreement.

On November 9, 2006, the Company executed an indemnification agreement with Joel M. Campbell, President--Industrial Energy Europe. The form of indemnification agreement was attached to the Company's Report on Form 8-K filed on March 2, 2006.

Item 1.01 Entry into a Material Definitive Agreement.

On October 31, 2006, the Company entered into a compromise agreement ("Agreement") with Neil S. Bright. The Agreement, effective as of October 20, 2006, provides for Mr. Bright to receive a payment of $382,144 in lieu of 12 months' salary and car allowance, $15,243 for accrued but untaken vacation days, $59,698 in lieu of any potential bonus payable under the Company's 2007 short term incentive plan and an additional lump sum payment of $156,803. Subject to the approval of the pension trustees, the Company will make an additional payment to the pension fund totaling $75,312 to provide the equivalent of cumulative contributions through October 2007. Mr. Bright will retain any vested portion of stock options (with a 90-day period for exercise) and vested restricted shares. The Agreement also provides for continuation of private health and life insurance for a period of 12 months, as well as reimbursement of legal services incurred in connection with the negotiation of this Agreement not to exceed $5,178 and outplacement services not to exceed $18,828.

Item 1.01 Entry into a Material Definitive Agreement.

As part of their annual compensation, each non-employee member of Exide Technologies' (the "Company") Board of Directors receives annual equity awards of options and restricted stock. On September 21, 2006, the Board approved an increase in annual equity compensation to directors, increasing the value of annual options from $20,000 to $40,000, but maintaing the value of granted restricted stock of $20,000.

Item 1.01 Entry into a Material Definitive Agreement.

As previously described in a Report on Form 8-K filed on June 29, 2006, the Company entered into a Standby Purchase Agreement dated June 28, 2006, as amended, with Tontine Capital Partners, L.P. ("Tontine"), Legg Mason Investment Trust, Inc. ("Legg Mason") and Arklow Capital, LLC ("Arklow"). The Standby Purchase Agreement sets forth the terms and conditions of a $50 million private placement of newly issued Company common stock and a standby purchase commitment for newly issued shares not purchased by shareholders in the Company's $75 million rights offering. A condition required in order to finalize the transactions contemplated in the Standby Purchase Agreement was the Company having appointed as directors two individuals nominated by Tontine, subject to such nominees being reasonably acceptable to the Company's Board. Tontine nominated, and the Board has appointed, one individual, Paul W. Jennings, as a director, effective September 18, 2006. Tontine has waived the closing condition requiring the appointment of two directors. To permit Tontine additional time to nominate a second director candidate, the Company and Tontine executed a letter agreement dated September 18, 2006, allowing Tontine to nominate a second director candidate by December 31, 2006. A copy of the letter agreement is attached hereto as Exhibit 99.1.

In addition, a registration rights agreement dated September 18, 2006, was entered among the Company, Tontine, Legg Mason and Arklow, a copy of which is attached hereto as Exhibit 10.1.

Item 1.01 Entry into a Material Definitive Agreement.

On August 22, 2006, the Compensation Committee (the "Committee") of the Board of Directors approved an increase in the base salary for Rodolphe Reverchon, President, Transportation Europe and Rest of World to $275,000. The Committee also approved a reimbursement for the loss of value of the residence sold by Phillip A. Damaska, Senior Vice President & Corporate Controller, as part of his relocation to Alpharetta, Georgia. The reimbursement, inclusive of a W-2 gross-up to cover federal and state taxes, is $70,232.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Item 1.01 Entry into a Material Definitive Agreement.

On August 22, 2006, the Company's Board of Directors (the "Board") approved changes to its director compensation program set in 2004: increased the annual cash retainer for the Chair of the Compensation Committee from $10,000 to $15,000; increased the annual cash retainer for the Chair of the Nominating and Corporate Governance Committee from $3,000 to $10,000 and increased the annual cash retainer for the non-executive Chairman of the Board from $50,000 to $90,000. Annual cash retainers for the directors and the cash retainer for the Chair of the Audit Committee remain unchanged.

On August 22, 2006, the Board approved amendments to the October 13, 2005 Stock Option and Restricted Shares Award Agreements for Mark C. Demetree and Phillip M. Martineau. The amendments provide for acceleration of vesting of each of their respective 4,036 restricted shares and 5,673 stock options. Under the revisions, the shares vested upon the date their term as directors expired, August 22, 2006.

Item 1.01 Entry into a Material Definitive Agreement.

On August 1, 2006, the Company, Tontine Capital Partners, L.P., Legg Mason Investment Trust, Inc., and Arklow Capital, LLC, executed the First Amendment to the Standby Purchase Agreement dated June 28, 2006. The amendment permits the Company to issue up to 428,182 shares of restricted stock previously granted under the Company's 2004 Stock Incentive Plan, but which were not issued due to a clerical error, prior to the closing of the rights offering.

Item 1.01 Entry into a Material Definitive Agreement.

On June 28, 2006, the Company’s Board adopted a short-term incentive plan for fiscal 2007 (the "Plan") that is based on economic profit, or the difference between EBITDA as adjusted for cash taxes and the cost of the capital employed to produce EBITDA ("Economic Profit," or "EP"). The budgeted EP for fiscal 2007 includes stretch goals for EBITDA and working capital reductions. A division employees’ award will be weighted 75% based on the division’s EP and 25% for consolidated corporate EP. A corporate employees’ award will be weighted 100% on consolidated Company EP results.

As the Company opted to forego merit increases during fiscal 2007, the Plan for fiscal 2007 will provide the opportunity for all salaried North American employees to earn an incentive equal to 3% of an individual’s base salary upon the achievement of a midpoint between the actual fiscal 2006 and the stretch fiscal 2007 EP. A payment of 6% could be achieved if the stretch budget EP for fiscal 2007 is achieved. Any payment would be received during fiscal 2008.

Employees otherwise eligible to receive incentive compensation under the Plan (in addition to the 3% payment noted above) will begin accruing first dollar award credit once a certain threshold level above the actual fiscal 2006 EP is reached, with an award up to 100% of the individual’s targeted bonus level upon the Company achieving an EP level at the midpoint between actual fiscal 2006 EP and stretch budget EP for fiscal 2007 and up to 200% of his or her targeted bonus level upon achievement of the stretch EP budget for 2007. For Named Executive Officers, the stretch budget 2007 EP target, if achieved, could result in a payout to Gordon A. Ulsh of up to twice his annual base salary; Mitchell S. Bregman, Neil S. Bright, Francis M. Corby, Jr. and E.J. O’Leary could receive an amount up to their base salary, and Phillip A. Damaska could receive an amount up to sixty percent of his base salary.

No payments will be made until fiscal 2008. A liquidity level as of March 31, 2007, net of potential payouts under the Plan, has been established, below which no payments under this Plan will be made.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Item 1.01 Entry into a Material Definitive Agreement.

On March 27, 2006, the Company's Compensation Committee approved the following compensation actions for two senior corporate officers: Mitchell S. Bregman, President--Industrial Energy Americas received an increase to his annual base salary from $288,000 to $320,000; and Phillip A. Damaska was promoted to Senior Vice President, Corporate Controller, received an increase in annual base salary from $255,000 to $280,000 and will receive a discretionary bonus of $75,000 payable on April 1, 2007. Mr. Damaska will participate in the Company's Income Protection Plan and receive six months of unmitigated severance in the event of termination of employment without cause or resignation under certain adverse circumstances, as well as severance up to an additional six months that would be reduced or terminated to the extent he obtains compensation from new employment during such additional six month period ("mitigated"). Alternatively, Mr. Damaska will receive six months mitigated severance in the event he is not named the Company's Chief Financial Officer by June 30, 2008 and provides notice within 30 days thereafter of his voluntary resignation.

Item 1.01 Entry into a Material Definitive Agreement.

On March 15, 2006, the Company obtained an amendment to its senior credit facility, a copy of which is attached hereto as Exhibit 10.1. The amendment provides, among other things, modified covenants relating to trailing twelve month Consolidated EBITDA, as such term is defined in its senior credit facility, as of the fiscal quarters ending March 31, 2006, June 30, 2006 and September 30, 2006, elimination of the "going concern" covenant for fiscal year 2006, increased call protection in the event the Company refinances the senior credit facility, a 100 basis point increase in the applicable margin for the outstanding loans, an agreement to pay fees for a financial advisor for the lenders capped at $75,000 per month and an amendment fee of 0.50% of the aggregate amount of outstanding loans and commitments of lenders consenting to the amendment.

The Company is completing certain post-effective items required under the amendment, including modifications to existing mortgage documents and certain of the foreign security documents.

Item 1.01 Entry into a Material Definitive Agreement.

On February 27, 2006, the Board of Directors authorized the Company to execute indemnification agreements with all the members of its Board as well as 12 officers, including the following named executive officers: Gordon Ulsh, Mitchell Bregman, Neil Bright, Francis Corby and Stuart Kupinsky. The form of indemnification agreement is attached hereto as Exhibit 10.1.

Item 1.01 Entry into a Material Definitive Agreement.

On February 16, 2006, the Company entered into an employment agreement (the "Agreement") with Francis M. Corby Jr., and appointed Mr. Corby as Executive Vice President and Chief Financial Officer. The term of the Agreement will begin on March 1, 2006 and continue through the second anniversary thereof.

Pursuant to the terms of the Agreement, Mr. Corby will receive annual base compensation of $400,000 for the first year and $450,000 for the second year. Mr. Corby will have a target bonus of 50% of base salary for the first year, of which $92,000 will be guaranteed, and target bonus of 100% of base salary for the second year. Mr. Corby will also receive a bonus of $150,000 payable on his first day of employment with the Company and $150,000 at the conclusion of the second year. Mr. Corby has been approved to receive options valued at $200,000 and shares of restricted stock valued at $150,000, both of which have a two-year vesting period. The exercise price of the options shall equal the Fair Market Value, as of March 1, 2006, calculated as a ten-day trailing average, and as further defined in the Company's 2004 Stock Incentive Plan.

Mr. Corby will receive, in accordance with the Company's relocation policy, reimbursement for all reasonable expenses incurred in relocating himself to Atlanta, Georgia and from Atlanta, Georgia to any U.S. city at the conclusion of the two-year term.

A copy of the Agreement is attached as Exhibit 10.1.

Item 1.01 Entry into a Material Definitive Agreement.

On February 1, 2006, the Company obtained amendments to its senior credit facility, a copy of which is attached hereto as Exhibit 99.1. The amendments provide, among other things, for approximately $46 million of additional borrowings, for the elimination of scheduled amortization payments during the term of the facility, elimination of most financial covenants, relaxation of the trailing twelve months Consolidated EBITDA covenant and modifications to covenants for the maximum capital expenditures and leverage ratios for permitted acquisitions, expansion of the amount of non-core asset sale proceeds to be retained by the Company and enhancement of existing call protection for the lenders as well as the extension of such call protection to include outstanding amounts of the Company’s revolving loan facility. A press release announcing the amendments, dated February 1, 2006, is attached hereto as Exhibit 99.2.

Item 1.01 Entry into a Material Definitive Agreement.

On November 29, 2005, the Company's Board of Directors created an ad-hoc Finance Committee, which will assist the Company in evaluating alternative financing for its current Senior Credit Facility. The Committee will also address other financially-related matters as they arise from time to time.

The Committee will be chaired by Carroll Wetzel, currently a member of the Audit and Nominating & Corporate Governance committees. Michael Ressner, Chair of the Audit Committee, and Michael D'Appolonia, Chair of the Compensation Committee, will also serve on the Finance Committee. The Committee Chair will receive a quarterly retainer of $2,500 and committee members will be compensated for attendance at meetings consistent with the Board's compensation schedule for other committee meetings.

The committee charter, and any amendments thereto, will be available on the Company’s web site and a printed copy will be made available to any shareholder of the Company who requests it.

Item 1.01 Entry into a Material Definitive Agreement.

As previously disclosed in a Report on Form 8-K issued on November 14, 2005, on November 29, 2005, pursuant to its 2004 Stock Incentive Plan ("SIP"), the Company awarded options, shares of restricted stock and performance units payable in cash to the following executives: Gordon A. Ulsh, President and Chief Executive Officer, 198,925 options, 100,465 shares of restricted stock and a performance unit award of $1,200,000; Mitchell S. Bregman, President Industrial Energy Americas, 30,118 options, 12,108 shares of restricted stock and a performance unit award of $216,000; Neil S. Bright, President, Industrial Energy Europe, 36,529 options, 14,685 shares of restricted stock and a performance unit award of $261,977; E.J. O'Leary, President Transportation Americas, 1,785 options, 8,211 shares of restricted stock and a performance unit award of $247,750; and Stuart H. Kupinsky, Executive Vice President, General Counsel and Secretary, 36,602 options, 14,714 shares of restricted stock and a performance unit award of $262,500.

Under the SIP, options are subject to a three-year vesting schedule with one-third of the options vesting annually beginning on November 29, 2006. Shares of restricted stock are subject to a five-year vesting schedule with one-fifth of the shares vesting annually beginning November 29, 2006. The per share exercise price for the options is $4.46, which is calculated as a ten-day trailing average, and as further defined in the SIP. Performance unit awards will be payable in cash based on targets established by the Compensation Committee: 50% for achievement of an Adjusted EBITDA target and 50% for achievement of a return on net assets target. The performance period has been established by the Compensation Committee as December 1, 2005 through March 31, 2008. Payment will only be made after conclusion of the performance period and will paid as follows: 40% of the performance unit award upon achievement of 85% of the targets, 100% of the performance unit award upon achievement of 100% of the targets and up to 200% of the performance unit award upon achievement of 130% of the targets.

All awards will be governed by the terms of the SIP, the Performance Unit Award Agreement substantially in the form attached hereto as Exhibit 10.2 and the previously filed option and restricted stock award agreements.

Item 1.01 Entry into a Material Definitive Agreement.

On November 9, 2005, the Company issued the attached press release announcing J. Timothy Gargaro's intention to resign as the Company's Executive Vice President and Chief Financial Officer. Mr. Gargaro will remain with the Company during a transition period not to extend beyond December 31, 2005.

The severance agreement, to be effective as of October 1, 2005, provides for Mr. Gargaro to receive base salary through the date of resignation, severance equal to one year of unmitigated base salary with up to an additional six months of unmitigated base salary conditioned on satisfactory performance and based upon the length of the transition period not to extend beyond December 31, 2005. Mr. Gargaro will retain any vested portion of stock options (with a 90-day period for exercise) and restricted shares and will be entitled to receive a pro-rata share of eligible bonus, to the extent pre-established corporate financial targets are met for fiscal 2006. Mr. Gargaro will also receive standard health benefits for up to 18 months, as well as reasonable reimbursement of outplacement services.

Item 1.01 Entry into a Material Definitive Agreement.

On October 13, 2005, the Company's Compensation Committee approved the following compensation actions for several senior corporate officers: the targeted bonus under Exide's Corporate Incentive Plan payable upon achievement of certain corporate goals for Mitchell S. Bregman, President--Industrial Energy Americas and Rodolphe Reverchon, President--Transportation Europe were increased from 40% to 50% of base salary; the salary for Phillip A. Damaska, Vice President, Corporate Controller was increased from $235,000 to $255,000; and the salary for Stuart H. Kupinsky, Executive Vice President, General Counsel and Secretary was increased from $283,250 to $350,000.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Item 1.01 Entry into a Material Definitive Agreement.

On June 29, 2005, the Company issued the press release attached hereto as Exhibit 99.1 announcing that it had obtained a waiver and amendment to its senior credit facility. The amendment provides a waiver for fiscal year 2005 only of the requirement in Section 8.01(c) of the senior credit facility that the Company’s audited financial statements contain no "going-concern qualification," and the amendment further prohibits the Company from borrowing from any facility if the Company’s unrestricted cash or cash equivalents after application of the proceeds of such borrowing would exceed $40,000,000 (exclusive of up to $10 million cash and cash equivalents in Asia, Australia and New Zealand). The waiver and amendment are contained in the document filed with this report as Exhibit 99.2.

Item 1.01 Entry into a Material Definitive Agreement.

On June 13, 2005, the Company issued the press release attached hereto as Exhibit 99.5 announcing that it had obtained amendments to its senior credit facility. The amendments provide, among other things, for waivers of existing covenant defaults, relaxed EBITDA and leverage ratio covenants for fiscal 2006, an increase in the interest rate under the facility and an extension for three years of the Company's obligation to pay fees to the lenders upon a refinancing of the credit facility debt, as well as an expansion of the circumstances in which such fees are payable upon asset sales. The amendments are contained in the document filed with this report as Exhibit 99.1.

In a separate press release issued on June 13, 2005, attached hereto as Exhibit 99.6, the Company announced that it had reached agreement with the Pension Benefit Guaranty Corporation ("PBGC") regarding security acceptable to the PBGC for the temporary waiver of approximately $50 million in unfunded pension liabilities for plan years 2003 and 2004. The security arrangement was a condition of the November 17, 2004 letters from the Internal Revenue Service granting the Company's requests for temporary waivers for the affected plan years.

Under the terms of the agreement, the approximately $50 million of unfunded liabilities are secured by a second lien on the Company's domestic personal property, including stock of its U.S. and direct foreign subsidiaries. The security and pledge agreements with the PBGC and the intercreditor agreement among the Company, the administrative agent under the senior credit facility, the trustee for the Company's two series of notes and the PBGC are attached as Exhibits 99.2, 99.3 and 99.4.

Item 1.01. Entry into a Material Definitive Agreement

On March 18, 2005, Exide Technologies issued 10¹/₂% Senior Secured Notes due 2013 and Floating Rate Convertible Senior Subordinated Notes due 2013. In connection with the offering of the 10¹/₂% Senior Secured Notes due 2013, on March 15, 2005, Exide Technologies entered into a purchase agreement and on March 18, 2005, Exide Technologies entered into a registration rights agreement and an indenture. In connection with the Floating Rate Convertible Senior Secured Notes due 2013, on March 15, 2005, Exide Technologies entered into a purchase agreement and on March 18, 2005, Exide Technologies entered into a registration rights agreement and an indenture. These agreements have been filed as exhibits to this report and are incorporated herein by reference.