UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. __)*
EXIDE TECHNOLOGIES
------------------
(Name of Issuer)
Common Stock, $.01 Par Value
----------------------------
(Title of Class of Securities)
302051206
---------
(CUSIP Number)
November 16, 2004
-----------------
(Date of Event which Requires Filing
of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Continued on following pages
Page 1 of 10 Pages
Exhibit Index: Page 8
SCHEDULE 13G
CUSIP No. 302051206 Page 2 of 10 Pages
1 Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
SOROS FUND MANAGEMENT LLC
2 Check the Appropriate Box If a Member of a Group (See Instructions)
a. [ ]
b. [X]
3 SEC Use Only
4 Citizenship or Place of Organization
DELAWARE
5 Sole Voting Power
Number of 1,522,300
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive Power
Person 1,522,300
With
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,522,300
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
[ ]
11 Percent of Class Represented By Amount in Row (9)
6.3%
12 Type of Reporting Person (See Instructions)
OO, IA
SCHEDULE 13G
CUSIP No. 302051206 Page 3 of 10 Pages
1 Names of Reporting Persons
I.R.S. Identification Nos. of above persons (entities only)
GEORGE SOROS (in the capacity described herein)
2 Check the Appropriate Box If a Member of a Group (See Instructions)
a. [ ]
b. [X]
3 SEC Use Only
4 Citizenship or Place of Organization
UNITED STATES
5 Sole Voting Power
Number of 1,522,300
Shares
Beneficially 6 Shared Voting Power
Owned By 0
Each
Reporting 7 Sole Dispositive Power
Person 1,522,300
With
8 Shared Dispositive Power
0
9 Aggregate Amount Beneficially Owned by Each Reporting Person
1,522,300
10 Check Box If the Aggregate Amount in Row (9) Excludes Certain
Shares (See Instructions)
[ ]
11 Percent of Class Represented By Amount in Row (9)
6.3%
12 Type of Reporting Person (See Instructions)
IA
Page 4 of 10 Pages
Item 1(a) Name of Issuer:
Exide Technologies (the "Issuer").
Item 1(b) Address of the Issuer's Principal Executive Offices:
Crossroads Corporate Center, 3150 Brunswick Pike, Suite 230,
Lawrenceville, New Jersey 08648.
Item 2(a) Name of Person Filing:
The Statement is filed on behalf of each of the following persons
(collectively, the "Reporting Persons"):
i) Soros Fund Management LLC ("SFM LLC"); and
ii) Mr. George Soros ("Mr. Soros").
This statement relates to Shares (as defined herein) held for the
account of Quantum Partners LDC, a Cayman Islands exempted limited duration
company ("Quantum Partners"). SFM LLC serves as principal investment manager to
Quantum Partners. As such, SFM LLC has been granted investment discretion over
portfolio investments, including the Shares, held for the account of Quantum
Partners.
Item 2(b) Address of Principal Business Office or, if None, Residence:
The address of the principal business office of each of SFM LLC
and Mr. Soros is 888 Seventh Avenue, 33rd Floor, New York, New York 10106.
Item 2(c) Citizenship:
i) SFM is a Delaware limited liability company; and
ii) Mr. Soros is a United States citizen.
Item 2(d) Title of Class of Securities:
Common Stock, $0.01 par value (the "Shares").
Item 2(e) CUSIP Number:
302051206
Item 3. If this statement is filed pursuant to Rule 13d-1(b), or 13d-2(b)
or (c), check whether the person filing is a:
This Item 3 is not applicable.
Page 5 of 10 Pages
Item 4. Ownership:
Item 4(a) Amount Beneficially Owned:
As of November 26, 2004, each of the Reporting Persons may be
deemed to be the beneficial owner of 1,522,300 Shares held for the account of
Quantum Partners.
Item 4(b) Percent of Class:
The number of Shares of which each of SFM LLC and Mr. Soros may
be deemed to be the beneficial owner constitutes approximately 6.3% of the total
number of Shares outstanding (based upon information provided by the Issuer in
its most recent Form 10-Q, there were 24,161,910 Shares outstanding as of
November 11, 2004).
Item 4(c) Number of shares as to which such person has:
SFM LLC
-------
(i) Sole power to vote or direct the vote: 1,522,300
(ii) Shared power to vote or to direct the vote 0
(iii) Sole power to dispose or to direct the
disposition of 1,522,300
(iv) Shared power to dispose or to direct
the disposition of 0
Mr. Soros
---------
(i) Sole power to vote or direct the vote: 1,522,300
(ii) Shared power to vote or to direct the vote 0
(iii) Sole power to dispose or to direct the
disposition of 1,522,300
(iv) Shared power to dispose or to direct the
disposition of 0
Item 5. Ownership of Five Percent or Less of a Class:
This Item 5 is not applicable.
Item 6. Ownership of More than Five Percent on Behalf of Another Person:
The shareholders of Quantum Partners have the right to
participate in the receipt of dividends from, or proceeds from the sale of, the
Shares held for the account of Quantum Partners in accordance with their
ownership interests in Quantum Partners.
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on by the Parent Holding
Company:
This Item 7 is not applicable.
Item 8. Identification and Classification of Members of the Group:
This Item 8 is not applicable.
Page 6 of 10 Pages
Item 9. Notice of Dissolution of Group:
This Item 9 is not applicable.
Item 10. Certification:
By signing below each signatory certifies that, to the best of
his/its knowledge and belief, the securities referred to above were not acquired
and are not held for the purpose of or with the effect of changing or
influencing the control of the Issuer of such securities and were not acquired
and are not held in connection with or as a participant in any transaction
having such purpose or effect.
Page 7 of 10 Pages
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Date: November 26, 2004 SOROS FUND MANAGEMENT LLC
By: /s/ Richard D. Holahan, Jr.
-----------------------------------------
Name: Richard D. Holahan, Jr.
Title: Assistant General Counsel
Date: November 26, 2004 GEORGE SOROS
By: /s/ Richard D. Holahan, Jr.
-----------------------------------------
Name: Richard D. Holahan, Jr.
Title: Attorney-in-Fact
Page 8 of 10 Pages
EXHIBIT INDEX
Page No.
A. Joint Filing Agreement, dated as of November 26, 2004,
by and between Soros Fund Management LLC and
Mr. George Soros....................................... 9
B. Power of Attorney, dated as of October 30, 2002, granted
by Mr. George Soros in favor of Armando T. Belly,
John F. Brown, Jodye Anzalotta, Maryann Canfield,
Richard D. Holahan, Jr. and Robert Soros............... 10
Page 9 of 10 Pages
EXHIBIT A
JOINT FILING AGREEMENT
The undersigned hereby agree that the statement on Schedule 13G with
respect to the Common Stock, $0.01 par value per share, of Exide Technologies,
dated as of November 26, 2004, is, and any amendments thereto (including
amendments on Schedule 13D) signed by each of the undersigned shall be, filed on
behalf of each of us pursuant to and in accordance with the provisions of Rule
13d-1(k) under the Securities Exchange Act of 1934.
Date: November 26, 2004 SOROS FUND MANAGEMENT LLC
By: /s/ Richard D. Holahan, Jr.
-----------------------------------------
Name: Richard D. Holahan, Jr.
Title: Assistant General Counsel
Date: November 26, 2004 GEORGE SOROS
By: /s/ Richard D. Holahan, Jr.
-----------------------------------------
Name: Richard D. Holahan, Jr.
Title: Attorney-in-Fact
Page 10 of 10 Pages
EXHIBIT B
POWER OF ATTORNEY
KNOW ALL MEN BY THESE PRESENTS, that I, GEORGE SOROS, hereby make, constitute
and appoint each of ARMANDO T. BELLY, JODYE ANZALOTTA, JOHN F. BROWN, MARYANN
CANFIELD, RICHARD D. HOLAHAN, JR. and ROBERT SOROS, acting individually, as my
agent and attorney-in-fact for the purpose of executing in my name, (a) in my
personal capacity or (b) in my capacity as Chairman of, member of or in other
capacities with Soros Fund Management LLC ("SFM LLC") and each of its affiliates
or entities advised by me or SFM LLC, all documents, certificates, instruments,
statements, filings and agreements ("documents") to be filed with or delivered
to any foreign or domestic governmental or regulatory body or required or
requested by any other person or entity pursuant to any legal or regulatory
requirement relating to the acquisition, ownership, management or disposition of
securities, futures contracts or other investments, and any other documents
relating or ancillary thereto, including without limitation all documents
relating to filings with the Commodities Futures Trading Commission and National
Futures Association, the United States Securities and Exchange Commission (the
"SEC") pursuant to the Securities Act of 1933 or the Securities Exchange Act of
1934 (the "Act") and the rules and regulations promulgated thereunder, including
all documents relating to the beneficial ownership of securities required to be
filed with the SEC pursuant to Section 13(d) or Section 16(a) of the Act and any
information statements on Form 13F required to be filed with the SEC pursuant to
Section 13(f) of the Act.
All past acts of the attorneys-in-fact in furtherance of the foregoing are
hereby ratified and confirmed.
Execution of this power of attorney revokes that certain Power of Attorney dated
as of the 15th day of January 2002 with respect to the same matters addressed
above.
This power of attorney shall be valid from the date hereof until revoked by me.
IN WITNESS WHEREOF, I have executed this instrument as of the 30th day of
October, 2002.
/s/ George Soros
---------------------------
GEORGE SOROS