VOTING AGREEMENTVoting Agreement • October 28th, 1998 • Essex International Inc / • Drawing & insulating of nonferrous wire • Delaware
The undersigned, The Alpine Group, Inc., is the beneficial owner of 8,092,560 shares (the "SHARES") of common stock, par value $.01 per share, of Superior TeleCom Inc. (the "COMPANY"). All terms used but not defined herein shall have the meanings assigned to such terms in that certain Agreement and Plan of Merger (the "MERGER AGREEMENT"), dated of even date hereof by and among Essex International Inc., SUT Acquisition Corp. ("MERGER SUB") and the Company.
Exhibit 6 [LETTERHEAD OF ESSEX INTERNATIONAL INC.] October 28, 1998 Dear Stockholder: I am pleased to inform you that on October 21, 1998, the Company entered into an agreement and plan of merger (the "Merger Agreement") providing for the acquisition...Merger Agreement • October 28th, 1998 • Essex International Inc / • Drawing & insulating of nonferrous wire
EXHIBIT 3 MUTUAL CONFIDENTIALITY AGREEMENT This mutual confidentiality agreement ("Agreement") is between Essex Group, Inc., with offices in Ft. Wayne, Indiana, and Superior TeleCom Inc., with offices at 1790 Broadway, New York, NY 10019. WHEREAS, the...Mutual Confidentiality Agreement • October 28th, 1998 • Essex International Inc / • Drawing & insulating of nonferrous wire • Indiana
Exhibit 7 --------------------------------------------------------------------- ----------- [LETTERHEAD OF GOLDMAN, SACHS & CO.] PERSONAL AND CONFIDENTIAL ---- ---------------------------------------------------------------------------- October 21,...Opinion Letter • October 28th, 1998 • Essex International Inc / • Drawing & insulating of nonferrous wire
Essex International Inc. October 21, 1998 Page Two Agreement among Buyer, Merger Sub and certain stockholders of the Company attached as exhibits thereto; the form of Buyer's Indenture for the 8.5% Subordinated Convertible Exchange Debentures due 2013; the Company's Prospectus for the initial public offering of Shares dated April 17, 1997; the Company's Prospectus for the secondary offering of Shares dated September 17, 1997; Buyer's Prospectus for the initial public offering of Buyer's common stock dated October 11, 1996; Annual Report to Stockholders of the Company for the year ended December 31, 1997 and Annual Reports on Form 10-K of the Company and its predecessor for the five years ended December 31, 1997; Annual Reports to Stockholders and Annual Reports on Form 10-K of Buyer for the two fiscal years ended April 30, 1998; certain interim reports to stockholders and Quarterly Reports on Form 10-Q of the Company and Buyer; certain other communications from the Company and Buyer to
