GKN Powder Metallurgy Inc, et al. – ‘SC 14D1’ on 5/2/97 re: Sinter Metals Inc, et al. – EX-99.C.5

As of:  Friday, 5/2/97   ·   Accession #:  950123-97-3829   ·   File #s:  5-45395 (SC 13D), 5-45395

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Tender-Offer Statement — Third-Party Tender Offer   —   Schedule 14D-1
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: SC 14D1     Schedule 14D-1 and Schedule 13D                        9     49K 
 2: EX-99.A.1   Offer to Purchase                                     40    227K 
 3: EX-99.A.2   Letter of Transmittal                                 12     58K 
 4: EX-99.A.3   Notice of Guaranteed Delivery                          2     17K 
 5: EX-99.A.4   Broker Dealer Letter                                   3     19K 
 6: EX-99.A.5   Letter to Clients                                      3     17K 
 7: EX-99.A.6   Guidelines for Certification of Taxpayer Id            5±    19K 
 8: EX-99.A.7   Summary Announcement                                   3     21K 
 9: EX-99.A.8   Press Release-4/30/97                                  2     12K 
10: EX-99.A.9   Press Release-5/2/97                                   1      9K 
11: EX-99.C.1   Agreement and Plan of Merger                          51    197K 
12: EX-99.C.2   Agreement Dated as of April 29, 1997                   1      8K 
13: EX-99.C.3   Form of Stockholder Agreements for Individuals        13     39K 
14: EX-99.C.4   Confidentiality Agreement                              4     27K 
15: EX-99.C.5   Letter Agreement                                       1     10K 
16: EX-99.G     Gkn Plc Report & Accounts 1996                        95    334K 

EX-99.C.5   —   Letter Agreement

EX-99.C.5
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                                                                  EXHIBIT (c)(5)

                                        TERMINAL TOWER
                                                     50 PUBLIC SQUARE/SUITE 3200
[SINTER METALS, INC. LOGO]                           CLEVELAND, OH 44113        
               SINTER                              TELEPHONE: (216) 771-6700
         METALS, INC.                        FAX: (216) 344-7631
--------------------------------------------------------------------------------
                                      JOSEPH W. CARRERAS
                                        CHAIRMAN AND CHIEF EXECUTIVE OFFICER

April 29, 1997                                  

GKN Powder Metallurgy Holdings, Inc.                                            
3300 University Drive                                                           
Auburn Hills, Michigan 48321                                                    

Dear Sirs:                                                                      

  Reference is made to the Agreement and Plan of Merger, dated as of the
date hereof (the "Agreement"), between you and your subsidiary and Sinter       
Metals, Inc. (the "Company"). This letter is to inform you that I currently     
anticipate to continue my employment with the Company as Chief Executive Officer
for at least three months following the acquisition of shares of Common Stock   
pursuant to the Offer (as each term is defined in the Agreement). I intend to   
work with you in good faith towards achieving our goals during what undoubtedly 
will be a most challenging period following the Company's acquisition.          

                                                   Very truly yours,

                                                          /s/ Joseph W. Carreras

Dates Referenced Herein   and   Documents Incorporated by Reference

This ‘SC 14D1’ Filing		Date		Other Filings
Filed on:		5/2/97		SC 14D9
		4/29/97
				List all Filings