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TERMIFLEX MANAGEMENT PROPOSAL TO ACQUIRE BY MERGER ALL OUTSTANDING SHARES AT $3 PER SHARE CASH AND $2 PRINCIPAL AMOUNT OF SUBORDINATED DEBT

 MERRIMACK, N.H., Aug. 17 /PRNewswire/ -- Termiflex Corporation (NASDAQ: TFLX) today announced that it has received a proposal from William E. Fletcher, the company's chief executive officer and largest stockholder, and Peter R. Ebner, a director of Termiflex and owner of 5 percent of the company's stock, for a corporation to be formed by them to merge with the company. Pursuant to the proposed merger, all of the outstanding shares of Termiflex's common stock would be converted into the right to receive $3 in cash and $2 principal amount of 10 percent subordinated debt of the surviving corporation. The proposal is subject to financing and to the approval of the holder of at least two-thirds of the company's outstanding common stock. Together, Fletcher and Ebner currently own approximately 21 percent of Termiflex's 1.4 million outstanding shares.
 The board authorized the appointment of a special committee of independent outside directors, consisting of Vincent A. Fulmer, Frank Gabron, Edward Hardwood, and Robert Shedd, to consider the proposal. Gabron will serve as chairman of the committee.
 Termiflex Corporation designs, manufactures and sells rugged, handheld and panel-mounted terminals used as operator control panels, service units and data acquisition devices with microprocessor-based commercial, industrial and military equipment.
 -0- 8/17/93
 /CONTACT: William E. Fletcher of Termiflex, 603-424-3700/
 (TFLX)


CO: Termiflex Corporation ST: New Hampshire IN: CPR SU: TNM FNC

DJ -- NE007 -- 3424 08/17/93 09:14 EDT
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Publication:PR Newswire
Date:Aug 17, 1993
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