SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
SCSF Equities, LLC

(Last) (First) (Middle)
5200 TOWN CENTER CIRCLE
SUITE 600

(Street)
BOCA RATON FL 33486

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
C&D TECHNOLOGIES INC [ CHP ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
06/13/2008
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.01 06/13/2008 S 79,900(1) D $8.695 2,532,186 D
Common Stock, par value $0.01 06/13/2008 S 79,900(2)(3) D $8.695 2,532,186 I By SCSF Equities, LLC
Common Stock, par value $0.01 06/16/2008 S 135,900(4) D $8.8396 2,396,286 D
Common Stock, par value $0.01 06/16/2008 S 135,900(5)(6) D $8.8396 2,396,286 I By SCSF Equities, LLC
Common Stock, par value $0.01 06/17/2008 S 33,337(7) D $8.946 2,362,949 D
Common Stock, par value $0.01 06/17/2008 S 33,337(8)(9) D $8.946 2,362,949 I By SCSF Equities, LLC
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
SCSF Equities, LLC

(Last) (First) (Middle)
5200 TOWN CENTER CIRCLE
SUITE 600

(Street)
BOCA RATON FL 33486

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Sun Capital Securities Offshore Fund Ltd

(Last) (First) (Middle)
5200 TOWN CENTER CIRCLE
SUITE 600

(Street)
BOCA RATON FL 33486

(City) (State) (Zip)
1. Name and Address of Reporting Person*
SUN CAPITAL SECURITIES FUND L P

(Last) (First) (Middle)
5200 TOWN CENTER CIRCLE
SUITE 600

(Street)
BOCA RATON FL 33486

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Sun Capital Securities Advisors, LP

(Last) (First) (Middle)
5200 TOWN CENTER CIRCLE
SUITE 600

(Street)
BOCA RATON FL 33486

(City) (State) (Zip)
1. Name and Address of Reporting Person*
LEDER MARC J

(Last) (First) (Middle)
5200 TOWN CENTER CIRCLE
SUITE 600

(Street)
BOCA RATON FL 33486

(City) (State) (Zip)
1. Name and Address of Reporting Person*
KROUSE RODGER R

(Last) (First) (Middle)
5200 TOWN CENTER CIRCLE
SUITE 600

(Street)
BOCA RATON FL 33486

(City) (State) (Zip)
1. Name and Address of Reporting Person*
Sun Capital Securities, LLC

(Last) (First) (Middle)
5200 TOWN CENTER CIRCLE
SUITE 600

(Street)
BOCA RATON FL 33486

(City) (State) (Zip)
Explanation of Responses:
1. SCSF Equities, LLC, a Delaware limited liability company ("SCSF Equities"), is the direct beneficial owner of the shares reported in Table I.
2. The securities reported in Table I may be deemed to be beneficially owned by Sun Capital Securities Offshore Fund, Ltd., a Cayman Islands corporation ("Sun Offshore Fund"), Sun Capital Securities Fund, LP, a Delaware limited partnership ("Sun Securities Fund"), Sun Capital Securities Advisors, LP, a Delaware limited partnership ("Sun Advisors"), Sun Capital Securities, LLC, a Delaware limited liability company ("Sun Capital Securities"), Marc J. Leder ("Leder") and Rodger R. Krouse ("Krouse"). Leder and Krouse may each be deemed to control SCSF Equities, Sun Securities Fund and Sun Advisors, as Leder and Krouse each own 50% of the membership interests in Sun Capital Securities, which in turn is the general partner of Sun Advisors, which in turn is the general partner of Sun Securities Fund, which, together with the Sun Offshore Fund, owns 100% of the membership interests of SCSF Equities.
3. Leder and Krouse may each be deemed to control the Sun Offshore Fund by virtue of them being the only directors of the Sun Offshore Fund. Sun Offshore Fund, Sun Securities Fund, Sun Advisors, Sun Capital Securities, Leder and Krouse expressly disclaim beneficial ownership of the shares reported in Table I, except to the extent of any pecuniary interest therein. The filing of this form shall not be deemed an admission that the Reporting Person is, for Section 16 purposes or otherwise, the beneficial owner of such shares.
4. SCSF Equities, LLC, a Delaware limited liability company ("SCSF Equities"), is the direct beneficial owner of the shares reported in Table I.
5. The securities reported in Table I may be deemed to be beneficially owned by Sun Capital Securities Offshore Fund, Ltd., a Cayman Islands corporation ("Sun Offshore Fund"), Sun Capital Securities Fund, LP, a Delaware limited partnership ("Sun Securities Fund"), Sun Capital Securities Advisors, LP, a Delaware limited partnership ("Sun Advisors"), Sun Capital Securities, LLC, a Delaware limited liability company ("Sun Capital Securities"), Marc J. Leder ("Leder") and Rodger R. Krouse ("Krouse"). Leder and Krouse may each be deemed to control SCSF Equities, Sun Securities Fund and Sun Advisors, as Leder and Krouse each own 50% of the membership interests in Sun Capital Securities, which in turn is the general partner of Sun Advisors, which in turn is the general partner of Sun Securities Fund, which, together with the Sun Offshore Fund, owns 100% of the membership interests of SCSF Equities.
6. Leder and Krouse may each be deemed to control the Sun Offshore Fund by virtue of them being the only directors of the Sun Offshore Fund. Sun Offshore Fund, Sun Securities Fund, Sun Advisors, Sun Capital Securities, Leder and Krouse expressly disclaim beneficial ownership of the shares reported in Table I, except to the extent of any pecuniary interest therein. The filing of this form shall not be deemed an admission that the Reporting Person is, for Section 16 purposes or otherwise, the beneficial owner of such shares.
7. SCSF Equities, LLC, a Delaware limited liability company ("SCSF Equities"), is the direct beneficial owner of the shares reported in Table I.
8. The securities reported in Table I may be deemed to be beneficially owned by Sun Capital Securities Offshore Fund, Ltd., a Cayman Islands corporation ("Sun Offshore Fund"), Sun Capital Securities Fund, LP, a Delaware limited partnership ("Sun Securities Fund"), Sun Capital Securities Advisors, LP, a Delaware limited partnership ("Sun Advisors"), Sun Capital Securities, LLC, a Delaware limited liability company ("Sun Capital Securities"), Marc J. Leder ("Leder") and Rodger R. Krouse ("Krouse"). Leder and Krouse may each be deemed to control SCSF Equities, Sun Securities Fund and Sun Advisors, as Leder and Krouse each own 50% of the membership interests in Sun Capital Securities, which in turn is the general partner of Sun Advisors, which in turn is the general partner of Sun Securities Fund, which, together with the Sun Offshore Fund, owns 100% of the membership interests of SCSF Equities.
9. Leder and Krouse may each be deemed to control the Sun Offshore Fund by virtue of them being the only directors of the Sun Offshore Fund. Sun Offshore Fund, Sun Securities Fund, Sun Advisors, Sun Capital Securities, Leder and Krouse expressly disclaim beneficial ownership of the shares reported in Table I, except to the extent of any pecuniary interest therein. The filing of this form shall not be deemed an admission that the Reporting Person is, for Section 16 purposes or otherwise, the beneficial owner of such shares.
SCSF Equities, LLC, by: /s/ Philip E. Brown, by power of attorney filed July 12, 2007 06/17/2008
Sun Capital Securities Offshore Fund, Ltd., by: /s/ Philip E. Brown, by power of attorney filed July 12, 2007 06/17/2008
Sun Capital Securities Fund, LP, by: Sun Capital Securities Advisors, LP, by: Sun Capital Securities, LLC by: /s/ Philip E. Brown, by power of attorney filed July 12, 2007 06/17/2008
Sun Capital Securities Advisors, LP, by: Sun Capital Securities, LLC by: /s/ Philip E. Brown, by power of attorney filed July 12, 2007 06/17/2008
Sun Capital Securities, LLC by: /s/ Philip E. Brown, by power of attorney filed July 12, 2007 06/17/2008
Marc Leder by: /s/ Philip E. Brown, by power of attorney filed July 12, 2007 06/17/2008
Rodger Krouse by: /s/ Philip E. Brown, by power of attorney filed July 12, 2007 06/17/2008
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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