pfaffaquisition8k.htm
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of
the
Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported): September 30,
2008
COLUMBUS
MCKINNON CORPORATION
(Exact
name of registrant as specified in its charter)
NEW YORK
(State
or other jurisdiction of incorporation)
0-27618 16-0547600
(Commission
File
Number) (IRS
Employer Identification No.)
140 JOHN JAMES AUDUBON
PARKWAY, AMHERST, NEW
YORK 14228-1197
(Address
of principal executive
offices) (Zip
Code)
Registrant's
telephone number including area code: (716)
689-5400
(Former
name or former address, if changed since last report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[ ] Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
[ ] Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
1.01. ENTRY INTO A
MATERIAL DEFINITIVE AGREEMENT.
On September 30, 2008, Yale Industrial
Products GmbH (the “Purchaser”) and EQT Opportunity Fund, et al (the “Sellers”)
entered into a share purchase agreement (the “Share Purchase Agreement”) and
consummated all transactions contemplated therein. See the discussion
in Item 2.01 below.
Item
2.01. COMPLETION OF
ACQUISITION OR DISPOSITION OF ASSETS.
On September 30, 2008, simultaneously
with the execution of the Share Purchase Agreement, the Purchaser acquired from
the Sellers all the issued and outstanding stock of Pfaff Beteiligungs GmbH
(“Pfaff-silberblau”) for cash consideration of approximately €36 million and the
assumption of certain debt and liabilities. The acquisition is being
financed from cash on hand. Pfaff-silberblau is a European supplier
of lifting, material handling, and actuator products.
The
description of the transaction contained in this report does not purport to be
complete and is qualified in its entirety by reference to the terms, provisions,
conditions, and covenants of the Share Purchase Agreement, which we have filed
as Exhibit 10.1 hereto and incorporated therein by reference. The
Share Purchase Agreement has been filed to provide investors and security
holders with information regarding its terms, provisions, conditions and
covenants and is not intended to provide any other factual information regarding
Pfaff-silberlau. In particular, the Share Purchase Agreement contains
representations and warranties the Purchase and Seller made to and solely for
the benefit of each other, allocating among themselves various risks of the
transaction. The assertions embodied in those representations and
warranties are qualified or modified by information in confidential disclosure
schedules that the parties have exchanged in connection with the signing of the
Share Purchase Agreement. Moreover, information concerning the
subject matter of the representations and warranties may change after the date
of the Share Purchase Agreement, which subsequent information may or may not be
fully reflected in our public disclosures. Accordingly, investors and
security holders should not rely on the representations and warranties in the
Share Purchase Agreement as characterizations of the actual state of any fact or
facts.
Item
8.01 OHER
EVENTS
On
October 2, 2008 the registrant issued a press release announcing that it has
completed the purchase of Pfaff-silberblau. A copy of the press
release issued in connection with such action is attached hereto as Exhibit
99.1.
Item
9.01. FINANCIAL STATEMENTS
AND EXHIBITS.
(d)Exhibits.
|
EXHIBIT
NUMBER
|
DESCRIPTION
|
|
10.1
|
Share
Purchase Agreement dated September 30, 2008
|
|
99.1
|
Press
Release dated October 2, 2008
|
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned thereunto
duly authorized.
COLUMBUS McKINNON
CORPORATION
By:/s/ Karen L.
Howard
Name: Karen L. Howard
Title: Vice President and Chief
Financial Officer (Principal Financial Officer)
Dated: October 2,
2008
EXHIBIT
INDEX
|
EXHIBIT
NUMBER
|
DESCRIPTION
|
|
10.1
|
Share
Purchase Agreement dated September 30, 2008
|
|
99.1
|
Press
Release dated October 2,
2008
|