EnerSys Launches $16-a-Share Cash Tender Offer for Ultralife
EnerSys filed a Schedule TO on Oct. 28, 2026, beginning a $16.00-per-share all-cash tender offer for all outstanding Ultralife common stock through its wholly owned subsidiary EnerSys Mergersub Inc.
What happened
EnerSys, a Reading, Pennsylvania-based maker of industrial batteries and power systems, filed a Tender Offer Statement on Schedule TO with the SEC on October 28, 2026, commencing an all-cash tender offer for all outstanding shares of Ultralife Corporation common stock at $16.00 per share, the filing shows.
The offer is being made by EnerSys Mergersub Inc., a wholly owned Delaware subsidiary of EnerSys formed for the transaction. Ultralife, based in Newark, New York, makes batteries and communications accessories; its shares trade under the CUSIP 903899102, and the par value of the stock subject to the offer is $0.10 per share.
The offer to purchase, letter of transmittal and related materials are dated the same day. The filing states the offer is not conditioned on financing.
The Schedule TO incorporates by reference a merger agreement dated October 27, 2026 among EnerSys, the merger subsidiary and Ultralife, and a tender and support agreement dated the same day with Ultralife's Bradford T. Whitmore and several related entities. Both were filed as exhibits to an EnerSys Form 8-K on October 27, 2026.
The price and the stock
EnerSys shares closed at $171.45 on the event date, down 1.56% from the previous close of $174.17, according to the price data. The filing does not discuss the trading performance of EnerSys stock, and no source provided here states why the shares moved on the day.
The offers's $16.00 per share price is stated in the filing as cash payable without interest, subject to reduction for applicable withholding taxes. The filing does not include the prior trading price of Ultralife stock, so the premium represented by $16.00 cannot be calculated from the sources provided.
What this means
A Schedule TO is the cover document a bidder must file with the SEC when it makes a tender offer for another company's shares — here, a third-party tender offer under Rule 14d-1 of the Securities Exchange Act. The filing itself is largely a shell: most of its items simply point to the Offer to Purchase, where the terms, conditions, financing and background of the deal are set out in full.
A tender offer is an invitation to every shareholder to sell their shares at a stated price within a stated window, rather than a negotiated sale to one buyer. Because the offer is for any and all shares, EnerSys is seeking to buy the entire company; the merger agreement referenced in the filing is the contract that would complete the acquisition once enough shares are tendered.
The tender and support agreement with Bradford T. Whitmore and related entities is a commitment by those holders to tender their shares and vote in favor of the deal, which gives the bidder a base of support before the offer closes. The filing does not state how many shares those holders own.
The filing describes an indication of interest dated July 14, 2026 between the two companies, an early non-binding step that preceded the October 27 merger agreement. The Offer to Purchase contains a section on the background of the offer that would describe the negotiations; that text is referenced but not reproduced in the filing excerpt provided here.
What the filing does not say
The sources provided do not state the total value of the transaction, the number of Ultralife shares outstanding, the expiration date of the offer, or the regulatory approvals required. Those details sit in the referenced Offer to Purchase, which was not included in the filing text supplied.
The filing gives no reason for EnerSys's decision to acquire Ultralife beyond the existence of the merger agreement, and this article does not infer one.
Sources
- SC TO-T filed 2026-10-28
- SEC XBRL financial data
- Daily price history
Information summarized by AI from the sources listed above. May contain errors — informational only, not investment advice.