SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
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 6, 2006
FLOWSERVE CORPORATION
(Exact name of registrant as specified in its charter)
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New York
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1-13179
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31-0267900 |
(State or other jurisdiction
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(Commission File Number)
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(I.R.S. Employer Identification No.) |
of incorporation) |
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5215 N. OConnor Blvd., Suite 2300, Irving, Texas
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75039 |
(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (972) 443 - 6500
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.05. Costs Associated with Exit or Disposal Activities.
Flowserve Corporation (the Company) filed a Form 8-K on February 10, 2005 (the Form 8-K)
with respect to its decision committed to divest the Companys non-core service operations of its
Flow Control Division (the General Services Group). As disclosed in the Companys Form 8-K filed
on January 6, 2006, the Company, Flowserve US, Inc., a wholly owned subsidiary of the Company and
certain other subsidiaries of the Company entered into an Asset Purchase Agreement on December 31,
2005 with Furmanite Worldwide Inc. (Furmanite), a unit of Xanser Corp., and certain subsidiaries
of Furmanite, whereby the Company sold assets of its General Services Group (the GSG Assets),
which include general valve maintenance provided at local service centers and pressurized on-line
repair services provided at customer sites.
This
Form 8-K/A is being filed solely for the purpose of providing an
estimate of anticipated charges
or future cash expenditures in connection with the divesture of the General
Services Group business and disposal of the GSG Assets that were not
determinable in February of 2005. The
Company estimates that the total charges expected to be incurred in connection with this divesture
and disposition as required to be reported under Item 2.05 of Form 8-K is approximately $4.3
million before taxes. Specifically, the Company expects to incur: approximately $2.4 million
before taxes in employee related costs, including severance and one-time termination benefits;
approximately $1.2 million before taxes in legal and financial
advisory fees; approximately $0.4
million before taxes in lease obligations costs; and approximately
$0.3 million before taxes in other disposal activity costs. The Company
estimates that the amount of the charge that will result in future cash expenditures is
approximately $4.3 million. The actual future cash outlays related to severance and one-time
termination benefits will ultimately depend upon Furmanites
actual hiring of available GSG personnel within a specified
transitional deadline, but will be paid
by the Company when and if needed.
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