Current Report Filing (8-k)
January 24 2019 - 08:32AM
Edgar (US Regulatory)
UNITED
STATES
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): January 22, 2019
ACTUANT
CORPORATION
(Exact
name of Registrant as specified in its charter)
Wisconsin
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1-11288
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39-0168610
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(State or other jurisdiction
of incorporation)
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(Commission File
Number)
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(I.R.S. Employer
Identification Number)
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N86 W12500 WESTBROOK CROSSING
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MENOMONEE FALLS, WISCONSIN 53051
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Mailing address: P.O. Box 3241, Milwaukee, Wisconsin 53201
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(Address
of principal executive offices) (Zip code)
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Registrant’s
telephone number, including area code:
(262) 293-1500
Former
name or address, if changed since last report: Not applicable
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
(see
General Instruction A.2. below):
⃞
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))
Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of
1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this chapter).
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Emerging growth company
⃞
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If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange
Act.
⃞
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Item 2.05 Costs Associated with Exit or Disposal Activities.
On January 22, 2019, Actuant Corporation (the “Company”) determined to
focus solely on its Industrial Tools & Services segment and to pursue
the divestiture of the businesses comprising its Engineered Components &
Systems segment that had not already been announced as being held for
sale (“EC&S”). In connection with such action, the Company has
determined that it could likely incur material charges reflecting a
write down of the EC&S net assets to their net realizable value. Such
charges are expected to be non-cash and are expected to be incurred in
the quarter ending February 28, 2019 and may be incurred in future
periods.
The Company is not yet able to estimate the total amount or range of
amounts of the charges expected to be incurred in connection with this
action, as well as an estimate of amounts or range of amounts for each
major category of costs. The Company undertakes to amend this Form 8-K
to include this information within four business days after it makes a
determination of these estimates or range of estimates.
On January 24, 2019, the Company issued a press release announcing the
contemplated divestiture of EC&S and the related impairment charges,
which press release is filed as Exhibit 99.1 to this Form 8-K and is
incorporated herein by reference.
I
tem 2.06 Material
Impairments.
The information disclosed above under Item 2.05 is incorporated herein
by reference.
Item 9.01 Financial Statements and
Exhibits.
(d) Exhibits
Exhibit 99.1
Press
release of Actuant Corporation dated January 24, 2019
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 hereunto duly authorized.
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Date:
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January 24, 2019
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ACTUANT CORPORATION
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By:
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/s/ Fabrizio Rasetti
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Fabrizio Rasetti
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Executive Vice President, General Counsel
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and Secretary
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