Exide Technologies (XIDE)

On August 28, 2007, the Company issued a press release announcing the Rights Offering. A copy of this press release is attached hereto as Exhibit 99.1.

On August 23, 2007, the Company issued a press release, attached hereto as Exhibit 99.1, announcing the appointments of Mr. O’Leary and Mr. Cole.

On April 23, 2007, Exide Technologies (the "Company") executed a commitment letter with Deutsche Bank AG New York Branch, Deutsche Bank Securities, Inc., Credit Suisse Cayman Islands Branch, Credit Suisse Securities (USA) LLC, Wachovia Bank, National Association and Wachovia Capital Markets, LLC (the "Agents"). Subject to the terms and conditions of the commitment letter, the Agents agree to provide senior credit facilities aggregating $495 million, consisting of a $295 million secured term loan facility, and up to a $200 million asset-based revolving credit facility, subject to availability. These facilities would replace the Company's existing senior credit agreement. The Company currently anticipates the facilities will close and fund in May 2007.

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.

In connection with the filing of a registration statement on Form S-3 with the Securities and Exchange Commission (the "SEC") on the date of this current report on Form 8-K, Exide Technologies (the "Company") is providing the information set forth in Exhibit 99.1 hereto and incorporated herein by reference to provide certain historical earnings per share data to give effect to the Company's $75.0 million rights offering and $50.0 million private placement of common stock, both consummated on September 18, 2006, to comply with the SEC guidance applicable to registration statements filed under the Securities Act of 1933.

As previously reported, on May 31, 2006, the U.S. District Court for the Southern District of Illinois issued an order modifying the payment schedule for the prior fine imposed in February 2002 against Exide Illinois, Inc., a subsidiary of Exide Technologies (collectively "Exide"). On January 25, 2007, the U.S. District Court for the Southern District of Illinois entered an order which provides, in part, that Exide is excused from the requirement to provide adequate security to the United States before the expiration of its term of probation for the remaining unpaid fine amount. All other aspects of the Court's May 31, 2006 Order remain in full force and effect. A copy of the January 25, 2007 Order and Joint Status Report are attached hereto as Exhibits 99.1 and 99.2 respectively.

On November 30, 2006, Exide Technologies (the "Company") closed the exchange offer for the Company’s outstanding 101/2% senior secured notes due 2013. The exchange offer expired at 5:00 p.m., New York City time, on November 27, 2006. A copy of the press release is attached hereto as Exhibit 99.1 and is hereby incorporated by reference.

On November 8, 2006, the Company's Board of Directors appointed Paul W. Jennings to the Nominating and Corporate Governance Committee of the Board.

As a result of the private placement of $50 million of common stock referenced in the Company's Report on Form 8-K filed on September 19, 2006, the exercise price of the Company's warrants will be reduced to $30.31 per share of common stock, the number of shares issuable upon the exercise of each warrant will increase by approximately 1.25%. This adjustment will be confirmed in a notice sent in accordance with the warrant agreement.

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.

The Company disclosed the following matters under Item 8.01 of a Report on Form 8-K filed on August 23, 2006, and have included herein additional information regarding a shareholder derivative complaint filed in the U.S. District Court for the District of New Jersey on August 18, 2006.

On August 18, 2006 a shareholder derivative complaint was filed in the District Court for the District of New Jersey against certain current and former officers and directors. The suit alleges that named parties breached their fiduciary duties to the Company by, among other things, making statements between November, 2004 and July, 2005 which plaintiffs claim were false and misleading and by allegedly failing to implement adequate internal controls and means of supervision at the Company. The suit seeks an unspecified amount of damages from the named parties and modifications to the Company's corporate governance policies.

The suit further alleges that the defendants gave false or misleading statements and assurances to the public and shareholders between November 2004 and the present ("Relevant Period") when they knew or should have known that material facts were improperly concealed from shareholders and the public including the alleged facts that: information presented in financial statements and related press releases during the Relevant Period was inaccurate; that there were no (or insufficient) internal controls with the result that actual and forecasted inventories, sales, and related financial results were not accurately reported; that from November 2004 forward, the defendants knew or should have known that the Company would violate the Leveraged Ratio and earnings before interest, taxes, depreciation and amortization ("EBITDA") Covenants of its senior secured credit facility for fiscal year 2005; the Company presented its financial results and statements in a manner that violated generally accepted accounting principles ("GAAP"); the Company’s restructuring had not reduced costs; the Company did not adequately hedge against the sharp price increases in lead and other commodities and falsely assured investors otherwise; the Company was not able to properly forecast its inventory requirements and failed to timely write down the value of obsolete inventory thereby overstating net income; and that the Company violated the terms of a contract with a large customer. The allegations in the complaint are similar to the previously filed and disclosed shareholder class action suit described in Note 13 to the financial statements contained in the Company's Form 10-Q filed on August 8, 2006. The individual defendants intend to vigorously defend the suit.


Additionally, on August 21, 2006, the U.S. District Court for the Southern District of New York held a hearing on the Company's Motion to Dismiss the complaint filed in 2005 by Murray Capital Management, Inc., as previously described in the Company's most recent Form 10-Q. The Court granted the Company's Motion to Dismiss without prejudice, and permitted the plaintiff 45 days to file an amended complaint.

On August 23, 2006, the Company issued a press release, attached hereto as Exhibit 99.1 hereto, announcing the election of directors and results of voting on other matters at the Company's Annual Meeting of Shareholders.

On August 23, 2006, the Company also issued a press release, attached hereto as Exhibit 99.2, announcing August 23, 2006 as the record date and September 14, 2006 as the expiration date for the $75 million rights offering.

As a result of the rights offering referred to in such press release, the exercise price of the Company's warrants will be reduced to $30.69 per share of common stock, the number of shares issuable upon the exercise of each warrant will increase by approximately 4.63% and the conversion price of the Company's convertible senior subordinated notes will be reduced to $16.42 per share. These adjustments will be confirmed in notices sent in accordance with the warrant agreement and the indenture for the convertible notes.

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.

On August 18, 2006 a shareholder derivative complaint was filed in the District Court for the District of New Jersey against certain current and former officers and directors. The suit alleges that named parties breached their fiduciary duties to the Company by, among other things, making statements between November, 2004 and July, 2005 which plaintiffs claim were false and misleading and by allegedly failing to implement adequate internal controls and means of supervision at the Company. The suit seeks an unspecified amount of damages from the named parties and modifications to the Company's corporate governance policies.

Additionally, on August 21, 2006, the U.S. District Court for the Southern District of New York held a hearing on the Company's Motion to Dismiss the complaint filed in 2005 by Murray Capital Management, Inc., as previously described in the Company's most recent Form 10-Q. The Court granted the Company's Motion to Dismiss without prejudice, and permitted the plaintiff 45 days to file an amended complaint.

On August 23, 2006, the Company issued a press release, attached hereto as Exhibit 99.1 hereto, announcing the election of directors and results of voting on other matters at the Company's Annual Meeting of Shareholders.

On August 23, 2006, the Company also issued a press release, attached hereto as Exhibit 99.2, announcing August 23, 2006 as the record date and September 14, 2006 as the expiration date for the $75 million rights offering.

As a result of the rights offering referred to in such press release, the exercise price of the Company's warrants will be reduced to $30.69 per share of common stock, the number of shares issuable upon the exercise of each warrant will increase by approximately 4.63% and the conversion price of the Company's convertible senior subordinated notes will be reduced to $16.42 per share. These adjustments will be confirmed in notices sent in accordance with the warrant agreement and the indenture for the convertible notes.

On May 31, 2006, the U.S. District Court for the Southern District of Illinois issued an order modifying the payment schedule for the prior fine imposed in February 2002 against Exide Illinois, Inc., a subsidiary of Exide Technologies, and adopting an agreement and joint resolution extending and modifying payments under Exide Illinois, Inc.'s pre-existing $27.5 million fine. Exide Technologies is ultimately responsible for payment of the fine. The Court's order resolves all issues raised in the government's motion filed in November 2005. Attached hereto as Exhibit 99.1 is a copy of the Court's order. A copy of the agreement and joint resolution incorporated by reference in the Court's order is attached hereto as Exhibit 99.2.

As previously disclosed, the Company continues to explore certain strategic and financial alternatives, which now includes the potential sale of its Industrial Europe and Rest of World division ("Industrial Europe"). The Company has not received any specific proposals with respect to the potential sale and does not currently intend to make any further statements on its pursuit of these alternatives until such time as a definitive agreement is reached.

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.

On March 9, 2006, the Company reached an agreement in principle with the requisite percentage of the lenders under its senior credit agreement on a form of seventh amendment thereto. The proposed form of such amendment being distributed to the lenders for their review and approval is attached to this Report as Exhibit 99.1.

Effectiveness of such amendment is conditioned upon, among other things, execution of the definitive agreement for such amendment by the requisite percentage of the lenders.

Based upon the Company's current forecasts, the Company believes as of the date hereof that its Consolidated EBITDA, as such term is defined in its senior credit facility for the fiscal quarter ending March 31, 2006, will be between $105 million and $110 million, rather than at least $123 million as previously contemplated. The decrease in anticipated Consolidated EBITDA relates primarily to a decline in sales in North America of transportation batteries following an unusually warm January and a reduction in sales in the Industrial Energy Europe divsion following recently implemented price increases. Because the Company would be in default of its senior credit facility if the Consilidated EBITDA as of the fiscal quarter ending March 31, 2006 were less than $123 million, the Company has commenced discussions with the administrative agent and certain of its lenders to amend or waive the Consolidated EBITDA covenant. If an amendment or waiver to the senior credit facility cannot be obtained or cannot be obtained on a timely basis, the Company's business would be signficantly and adversely impacted.

The above remarks about future expectations, plans and prospects for the Company are forward-looking statements for purposes of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those suggested by such statements. For further information regarding cautionary statements and factors affecting future operating results, please refer to the Company’s quarterly report on Form 10-Q for the quarter ended December 31, 2005 and other documents previously filed with the Securities and Exchange Commission. The Company undertakes no obligation to publicly update or revise any forward-looking statement whether as a result of new information, future developments or otherwise.

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.

The Company is in discussions with the lenders under its senior credit agreement regarding obtaining a sixth amendment thereto. The proposed form of amendment being distributed to the lenders is attached to this Report as Exhibit 99.1.

As previously reported, in 2001 the Company reached a plea agreement with the U.S. Attorney for the Southern District of Illinois resolving an investigation into a scheme by former officers and certain corporate entities involving fraudulent representations and promises in connection with the distribution, sale and marketing of automotive batteries between 1994 and 1997. The Company agreed to pay a fine of $27.5 million over five years, to five years’ probation and to cooperate with the U.S. Attorney in her prosecution of the former officers. Generally, failure to comply with the provisions of the plea agreement, including the obligation to pay the fine, would permit the U.S. Government to reopen the case against the Company. In 2002, the United States Attorney’s Office for the Southern District of Illinois filed a claim as a general unsecured creditor for $27.9 million. Also, if the U.S. Government were to assert that the obligation to pay the fine was not discharged under the Plan of Reorganization, the Company could be required to pay it. In January 2005, the U.S. Attorney’s Office requested additional information regarding whether the Company adequately disclosed its financial condition at the time the plea agreement and the associated fine were approved by the U.S. District Court. The Company supplied correspondence and other materials responsive to this request.

On November 18, 2005 the U.S. Attorney's Office filed a motion in the District Court for a hearing to make inquiry of the Company's failure to comply with the Court's judgment and terms of probation, principally through failure to pay the fine, and a motion to show cause why the Company should not be held in contempt. In such motion, the U.S. Attorney's Office asserts that bankruptcy does not discharge criminal fines and that the Company did not adequately disclose its financial condition at the time the plea agreement and associated fine were approved by the District Court. It is possible that the Court could hold the Company in contempt and order it to pay the original fine, as well as an additional amount up to approximately 115% of the original fine. No date has been set for a hearing on such motions.

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.

Pursuant to the Company’s 2004 Stock Incentive Plan (the "Plan"), the Company, on November 29, 2005, intends to grant restricted shares, stock options and performance unit awards to its executive officers and certain other employees. The exercise price of the options shall equal the Fair Market Value, as of November 29, 2005, calculated as a ten-day trailing average, and as further defined in the Plan. The performance units to be granted are expected to be payable in cash after three years, subject to achievement of certain financial performance targets, which targets remain subject to approval by the Board.

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.

On October 6, 2005, the Company learned that Murray Capital Management, Inc., filed suit against the Company, certain of its current and former officers and Deutsche Bank Securities, Inc. The Company previously disclosed the possibility of this lawsuit and the general allegations being asserted by the plaintiff in Amendment No. 1 to the Company's Registration Statement on Form S-3/A, filed with the Securities and Exchange Commission on September 14, 2005. The Company denies the allegations in the complaint and intends to vigorously pursue its defense.

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.

On August 30, 2005, the Company issued the press released attached as Exhibit 99.1 announcing the election of nine directors and approval of all other matters submitted for shareholder vote at the Company's annual meeting of shareholders.

Exide Technologies (the "Company") has been advised by the Enforcement Division of the Securities and Exchange Commission ("SEC") that it has commenced a preliminary inquiry regarding the Company’s prior statements that it expected to be able to comply with its fiscal 2005 loan covenants and the going concern qualification in the audit report included in the Company’s Form 10-K filed in June 2005. The SEC noted that the inquiry should not be construed as an indication by the SEC or its staff that any violations of law have occurred. The Company intends to fully cooperate with the inquiry.

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.

On June 29, 2005, the administrative agent for the Company's senior credit facility circulated proposed terms of a fifth amendment to the Company's senior credit facility. A copy of the proposed amendment is attached as Exhibit 99.1.

In a press release dated June 27, 2005, the Company announced that it was advised by its independent auditor, PricewaterhouseCoopers LLC, that its report on the Company's consolidated financial statements as of and for the fiscal year ended March 31, 2005 will contain a going-concern qualification. The going-concern qualification in the Company’s audit report will result in a default under the Company’s Credit Agreement, and the Company is working with the agent for its bank group to obtain a waiver of this default, but there can be no assurance that it will be able to obtain such a waiver. The Company will not be able to make further borrowings under its Credit Agreement until such a waiver is obtained.


The press release further stated that the Company's annual report on Form 10-K will report that the Company has concluded that as a result of its review of internal controls under Section 404 of the Sarbanes-Oxley Act as of fiscal year-end that there were two material weaknesses in the controls relating to the period-end financial reporting processes and the period-end accounting for income taxes.

On June 6, 2005, the administrative agent for the Company's senior credit facility circulated proposed terms of a fourth amendment to the Company's senior credit facility. A copy of the proposed amendment is attached as Exhibit 99.1.

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.

Exhibit Index

In a press release dated May 16, 2005, the Company announced it expects it will be in violation of its minimum consolidated EBITDA and leverage ratio financial covenants in its $365 million senior credit facility as of and for the fiscal year ended March 31, 2005, and that the Company is working with the administrative agent for the senior credit facility to secure amendments to such covenants.

The Company estimates that its consolidated adjusted EBITDA for the fiscal year ended March 31, 2005 will be in the range of $100-107 million.

The Company further announced that it would be conducting a conference call at 4 p.m., Eastern Daylight Saving Time, on Tuesday, May 17, 2005, to discuss business operations and expectations for the quarter.