Bowmar and EDI Announce Amendment to Merger Agreement.PHOENIX and WESTBOROUGH, Mass.--(BUSINESS WIRE)--August 25, 1998--Bowmar Instrument Corporation (Bowmar)(AMEX AMEX See: American Stock Exchange :BOM) and Electronic Designs, Inc. (EDI (Electronic Data Interchange) The electronic communication of business transactions, such as orders, confirmations and invoices, between organizations. Third parties provide EDI services that enable organizations with different equipment to connect. ) (Nasdaq:EDIX EDIX Electronics Industry Data Exchange ) announced today that they have entered into an amendment to the Agreement and Plan of Merger originally executed on May 3, 1998, to provide that upon consummation of the Merger each share of common stock of Electronic Designs will be converted into 1.275 shares of common stock of Bowmar (the "Exchange Ratio"). The Exchange Ratio had originally been fixed at 1.375. Discussions between the parties concerning the Exchange Ratio followed EDI's recent announcement of third quarter results. In connection with the amendment, the parties also agreed to change the accounting treatment of the Merger from pooling accounting to purchase accounting. The parties expect to file an amended registration statement with the Securities and Exchange Commission shortly and anticipate that the Merger will close in late September or early October, subject toapproval by the stockholders of both companies. Bowmar, which is headquartered in Phoenix, Ariz., designs, manufactures and sells state-of-the-art microelectronic, semiconductor memory, and electromechanical The use of electricity to run moving parts. Disk drives, printers and motors are examples. Electromechanical systems must be designed for the eventual deterioration of moving components that wear over time. The first TVs were electromechanical systems (see video/TV history). products for a variety of commercial, industrial and military markets, particularly for telecommunications, data communications equipment See DCE. Data Communications Equipment - Data Communication Equipment and aerospace. The company's manufacturing facilities are located in Fort Wayne Fort Wayne, city (1990 pop. 173,072), seat of Allen co., NE Ind., where the St. Joseph and St. Marys rivers join to form the Maumee River; inc. 1840. It is the second largest city in the state, a major railroad and shipping point, a wholesale and distribution hub, , Ind. and Phoenix, Ariz. EDI designs, manufactures and markets semiconductor memory and flat panel display A thin display screen for computer and TV usage. The first flat panels appeared on laptop computers in the mid-1980s, and the LCD technology became the standard. Stand-alone LCD screens became available for desktop computers in the mid-1990s and exceeded sales of CRTs for the first time products for OEMs in the global commercial, industrial and military markets, particularly telecommunications, data communications and avionics. To learn more about Bowmar's business, visit its web site at www.bowmar instrument.com. Information about EDI is accessible through its web site at www.electronic-designs.com.
CONTACT: Bowmar Instrument Corporation
Joseph G. Warren, Jr.
602/437-1520
or
EDI
Frank D. Edwards
508/366-5151
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