8-K

 

 

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): July 9, 2013

 

 

Global Power Equipment Group Inc.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware   001-16501   73-1541378

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification Number)

400 E. Las Colinas Boulevard

Irving, Texas 75039

(Address of Principal Executive Offices, Zip Code)

Registrant’s telephone number, including area code: (214) 574-2700

 

 

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 7.01 Regulation FD Disclosure

Global Power Equipment Group Inc. (“Global Power”) made available an investor information package beginning on July 9, 2013, relating to the acquisition disclosed in Item 8.01 below. The information package may be accessed within the investor relations section of Global Power’s website, http://www.globalpower.com. A copy of the information package is attached hereto and is incorporated herein by reference.

Without limiting the generality of the foregoing, the text of the slide from the information package entitled “Forward Looking Statements” is incorporated by reference into this Item 7.01. The information in this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, regardless of the general incorporation language contained in such filing.

Item 8.01 Other Events

On July 9, 2013, Global Power acquired the equity interests of privately-owned IBI, LLC, an Idaho limited liability company (“IBI”), for $19.5 million in cash (the “Purchase Price”), subject to working capital adjustments. IBI is a provider of custom power packaging and integration solutions, including switch gear enclosures, generator enclosures and industrial tanks. Global Power funded the Purchase Price through a combination of cash on hand and a $10.0 million draw on its existing revolving credit facility.

Global Power’s press release, issued on July 9, 2013, announcing the acquisition of IBI is filed as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit

Number

  

Description

99.1    Presentation
99.2    Press Release, dated July 9, 2013


SIGNATURE

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.

Dated: July 10, 2013

 

GLOBAL POWER EQUIPMENT GROUP INC.
By:  

/s/ Tracy D. Pagliara

  Tracy D. Pagliara
  General Counsel, Secretary and
  Vice President of Business Development


EXHIBIT INDEX

 

Exhibit

Number

  

Description

99.1    Presentation
99.2    Press Release, dated July 9, 2013