8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

July 27, 2007
Date of Report (Date of earliest event reported)

ALTRA HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware	001-33209	61-1478870
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

14 Hayward Street
Quincy, Massachusetts	02171
(Address of principal executive offices)	(Zip Code)

(617) 328-3300
(Registrant’s telephone number, including area code)

     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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02	Results of Operations and Financial Condition
	On July 26, 2007, Altra Holdings, Inc. (“the Company”) announced certain unaudited financial results for the second quarter of 2007. A copy of the announcement is attached hereto as Exhibit 99.1, which is incorporated by reference herein. On July 27, 2007, the Company held a conference call with investors to discuss second quarter results. The chart presentation used during the call is attached hereto as Exhibit 99.2 to this report and is incorporated by reference herein. (Also filed pursuant to Item 8.01)
Item 9.01	Financial Statements and Exhibits
	(c) Exhibits
	99.1	Press release of Altra Holdings, Inc., dated July 26, 2007, announcing certain unaudited financial results for the second quarter of 2007.
	99.2	Charts used during the investor conference call on July 27, 2007.

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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.

ALTRA HOLDINGS, INC.

/s/ Michael L. Hurt

Name:   Michael L. Hurt

Title:     Chief Executive Officer

Date: July 27, 2007

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EX-99.1

EXHIBIT 99.1

ALTRA HOLDINGS ANNOUNCES RECORD
RESULTS FOR THE SECOND QUARTER 2007

QUINCY, MA — July 26, 2007

Altra Holdings, Inc. (NASDAQ: AIMC), a leading global supplier of clutch brakes, couplings, gearing, belted drives and power transmission components, announced record net sales of $163.1 million for the second quarter ended June 30, 2007 compared to $119.8 million in the second quarter of 2006, an increase of 36.1%. Operating income for the second quarter of 2007 increased 37.0% to $16.3 million from $11.9 million in the second quarter of 2006. Recurring diluted earnings per share increased 24.0%, or $0.06 per share, to $0.31 in the second quarter of 2007 from $0.25 in the second quarter of 2006. Revenue performance was driven by new product initiatives, continued strength in key late cycle markets, defense applications, global clutch brake sales, and by the Company’s recent acquisition of TB Wood’s. Operating results were spurred by cost savings from the Altra Business System, low cost country sourcing, and the synergies generated from the Hay Hall and TB Wood’s acquisitions.

Net sales for the six months ended June 30, 2007 increased 26.1% to $295.8 million from $234.6 million for the first six months of 2006. Gross profit as a percentage of sales for the first half of 2007 increased 40 basis points to 27.7% from 27.3% in the first half of 2006. SG&A expenses as a percentage of sales decreased 50 basis points from 17.2% for the first six months of 2006 to 16.7% for the first six months of 2007. Operating profit for the six months of 2007 increased 31.9% to $31.4 million from $23.8 million in the first six months of 2006.

Michael L. Hurt, Chairman and CEO said “We are pleased to report another quarter of record financial results. Our organic sales growth of 9.6% in the second quarter exceeded our business plan and was driven by continued focus on our top line growth initiatives. New products sales and global target market results were major contributors to our strong organic revenue growth. Our earnings growth was the result of continuous operational improvements; coupled with ongoing successful integration of the Hay Hall and TB Wood’s acquisitions. Also, our very successful follow-on stock offering completed this quarter strengthened the balance sheet and increased the float of our stock which benefits current and future investors in Altra.”

Altra Holdings, Inc.

	(Unaudited)				(Unaudited)
Statement of Operations Data:	Quarter Ended				Year to Date Ended
In Thousands of Dollars, except per share amounts	June 30, 2007		June 30, 2006		June 30, 2007		June 30, 2006
Net sales	$	163,142	$	119,774	$	295,848	$	234,558
Cost of sales		119,369		87,501		214,027		170,431
Gross profit		43,773		32,273		81,821		64,127
Selling, general & administrative expenses		27,267		20,382		49,388		40,313
Restructuring charges		198		—		991		—
Operating income		16,308		11,891		31,442		23,814
Interest expense, net		10,692		6,374		19,840		12,815
Other expense (income), net		123		72		76		(87	)
Income before taxes		5,493		5,445		11,526		11,086
Income taxes		2,045		1,749		4,310		4,186
Net income	$	3,448	$	3,696	$	7,216	$	6,900
Net Income per share:
Basic	$	0.15	$	$11.13	$	0.33	$	24.21
Diluted	$	0.15	$	0.19	$	0.31	$	0.36
Weighted Average common shares outstanding
Basic		22,250		332		22,066		285
Diluted		23,268		19,413		23,075		19,350

Balance Sheet Data:	(Unaudited)
In Thousands of Dollars	June 30, 2007		June 30, 2006
Assets:
Cash and cash equivalents	$	34,376	$	5,573
Trade Receivables, net		92,706		64,653
Inventories, net		104,287		73,191
Property, plant and equipment, net		116,380		80,978
Liabilities:
Current liabilities	$	80,761	$	71,888
Long-term debt	$	321,341	$	226,588
Stockholders’ equity	$	137,322	$	33,473
Other Financial Data:
Depreciation & amortization	$	6,067	$	3,801	$	10,532	$	6,746
Non cash inventory step up costs	$	2,782	$	1,294	$	2,782	$	2,278
Capital expenditures	$	3,215	$	2,865	$	4,249	$	4,110

The company will conduct an investor conference call on Friday, July 27, 2007 at 11:00 AM EDT to discuss its second quarter and first six months financial results. The public is invited to listen to the conference call by dialing 800-909-5202 domestically or 758-830-7975 for international access and asking to participate in Conference ID# ALTRA. Also, the company has posted slides including its reconciliation to recurring net income on its web site www.altramotion.com in the Investor Relations section under the Events & Presentations tab to help the participants better follow the discussions. A replay of the recorded conference call will be available from July 27, 2007 until August 3, 2007. To listen to the replay, dial 888-225-1656 domestically or 402-220-4975 for international access and ask to participate in the Conference ID# ALTRA.

Altra Holdings, Inc., through its wholly-owned subsidiary Altra Industrial Motion, Inc., is a leading multi-national designer, producer and marketer of a wide range of mechanical power transmission products. The company brings together strong brands covering over 40 product lines with production facilities in nine countries and sales coverage in over 70 countries. Our leading brands include Boston Gear, Warner Electric, TB Wood’s, Formsprag Clutch, Ameridrives Couplings, Industrial Clutch, Kilian Manufacturing, Marland Clutch, Nuttall Gear, Stieber Clutch, Wichita Clutch, Twiflex Limited, Bibby Transmissions, Matrix International, Inertia Dynamics, Huco Dynatork and Warner Linear.

This press release includes statements which are forward looking within the meaning of applicable securities laws. These statements may include or imply projections of future performance that are based upon the company’s expectations or assumptions. These expectations and assumptions, as well as the company’s future performance, are subject to a number of risks and uncertainties. Factors that could cause actual results to differ from projected results are described from time to time in the company’s Securities and Exchange Commission reports and other filings, including but not limited to the risks described in the Registration Statement on Form S-1 filed on June 4, 2007. Altra Holdings, Inc. is under no obligation to, and expressly disclaims any obligation to, update or alter its forward looking statements, whether as a result of new information, future events or otherwise. AIMC-E

SOURCE: Altra Holdings documents

###

CONTACT INFORMATION:
David Wall
Chief Financial Officer
Phone: (617) 689-6380
Email: david.wall@altramotion.com

EX-99.2

EXHIBIT 99.2

Second Quarter 2007 Results July 27, 2007 11:00 AM EDT Dial In Number 800-909-5202 Domestic 785-830-7975 International Conference ID: ALTRA Replay Number through August 3, 2007 888-225-1656 Domestic 402-220-4975 International Conference ID: ALTRA

Safe Harbor Statement Any forward-looking statements represent the company's expectations or beliefs concerning future events. Actual results may materially differ. Any forward-looking statement made by or on behalf of the company may involve certain risks and uncertainties including risk of cyclical and seasonal demands, consolidating customer base, leverage, consumer credit conditions, competition, continued innovation, product liabilities, availability and cost of product components, and other risks. Additional risks are described in the company's Securities and Exchange Commission reports and other filings, including, but not limited to, the risks described in the company's Registration Statement on Form S-1 filed on June 4, 2007. Undue reliance should not be placed on any forward-looking statements made by or on behalf of the company. The company undertakes no obligations to publicly update or revise any forward- looking statements.

Record Quarterly Financial Results in 2nd Quarter 2007 Revenues increased 36.1% (organically 9.6.%) Operating income improved 37.0% Recurring net income was up 46.9% Adjusted EBITDA grew 46.8% Recurring EPS increased 24.0% Reduced $11.3 M of 11 1/4% Bonds Compared to 2nd Quarter 2006: Sold 12.65 M shares / 3.18 M primary shares Significantly increased the float and raised net proceeds of $49.6 M Completed Follow-on offering June 19, 2007

2nd Quarter 2007 Financial Highlights

2nd Quarter 2007 Recurring Net Income Recurring Net Income Increased 46.9%

First Half 2007 Financial Highlights

Balance Sheet Highlights

Strategies for Profitable Growth Leverage global sales & distribution network Focus on strategic markets Expand into new markets Accelerate new product development Continue focus on cost reduction Pursue strategic acquisitions

Acquisition Synergies Update Synergies estimate: $6 M - $8 M by end of year 2009 Implemented: $5.4 M annualized TB Wood's: (acquired April 2007) Hay Hall: (acquired February 2006) Synergies estimate: $6 M by end of year 2008 Implemented: $5.6 M annualized

2007E Outlook Includes TB Wood's Results since Acquisition on April 5, 2007 $585 - $600 Million Sales $85 - $88 Million in EBITDA $15 Million in Capital Expenditures 37% Effective Tax Rate Recurring Cash Flow from Operations - 115% to 120% of net income

Supplemental Information Adjusted EBITDA

Purchase Accounting Adjustments Related to TB Wood's Acquisition

First Half 2007 Recurring Net Income Recurring Net Income Increased 40.4%