0001341004-13-000330.txt : 20130320 0001341004-13-000330.hdr.sgml : 20130320 20130320170534 ACCESSION NUMBER: 0001341004-13-000330 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130320 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130320 DATE AS OF CHANGE: 20130320 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Hillenbrand, Inc. CENTRAL INDEX KEY: 0001417398 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS MANUFACTURING INDUSTRIES [3990] IRS NUMBER: 261342272 STATE OF INCORPORATION: IN FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33794 FILM NUMBER: 13705610 BUSINESS ADDRESS: STREET 1: ONE BATESVILLE BOULEVARD CITY: BATESVILLE STATE: IN ZIP: 47006 BUSINESS PHONE: (812)931-2304 MAIL ADDRESS: STREET 1: ONE BATESVILLE BOULEVARD CITY: BATESVILLE STATE: IN ZIP: 47006 FORMER COMPANY: FORMER CONFORMED NAME: Batesville Holdings, Inc. DATE OF NAME CHANGE: 20071102 8-K 1 form8-k.htm FORM 8-K FOR HILLENBRAND, INC. form8-k.htm


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):  March 20, 2013


HILLENBRAND, INC.
(Exact name of registrant as specified in its charter)

Indiana
 
1-33794
 
26-1342272
(State or other jurisdiction of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)

One Batesville Boulevard
Batesville, Indiana
 
 
47006
(Address of principal executive offices)
 
(Zip Code)

Registrant’s telephone number, including area code: (812) 934-7500

Not Applicable
(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:
 
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 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
 
On March 20, 2013, Hillenbrand, Inc. (the “Company”) announced the decision of Kenneth A. Camp to retire from the Company effective December 31, 2013, and to step down as President, CEO, and a director of the Company effective September 6, 2013.  Concurrently, the Company announced the appointment of Joe A. Raver to succeed Mr. Camp as President and CEO of the Company, effective on September 6, 2013.  Mr. Raver will become a director of the Company that same date.  Until his retirement Mr. Camp will work with Mr. Raver to ensure a smooth transition in leadership.
 
Mr. Raver, age 47, has been with the Company since June 2008, when he was appointed President and CEO of Batesville Casket Company (“Batesville”), a subsidiary of the Company.  In 2011, Mr. Raver was appointed as President of the Company’s Process Equipment Group, headquartered in Niederlenz, Switzerland.  Prior to his time with Batesville, Mr. Raver was employed by Hill-Rom Holdings, Inc. (“Hill-Rom”), where he most recently served as vice president and general manager of its respiratory care division.  He joined Hill-Rom in 2004 as vice president of strategy and shared services.  Prior to joining Hill-Rom, Mr. Raver spent 10 years in a variety of leadership positions at Batesville and its affiliates, culminating in being named vice president of logistics at Batesville in 2002.  He holds a bachelor’s degree in economics from Dartmouth College and a masters of business administration with honors from the Kellogg Graduate School of Management at Northwestern University.
 
The Company expects to enter into a new employment agreement and a change in control agreement with Mr. Raver with respect to his appointment to his new positions.  The Company will file an amendment to this Form 8-K summarizing the terms of these agreements once they are finalized.  
 
Item 7.01 Regulation FD Disclosure.
 
The press release of the Company regarding the matters described in Item 5.02 above is furnished as Exhibit 99.1 to this Current Report on Form 8-K.  The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (“Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
 
Item 9.01 Financial Statements and Exhibits.
 
(d)      Exhibits.

Exhibit Number
 
Description
99.1
 
Press Release issued by the Company, dated March 20, 2013.

 
 

 
 
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.
 
 
HILLENBRAND, INC.
 
DATE: March 20, 2013
     
       
 
BY:
/S/ Cynthia L. Lucchese
 
 
Cynthia L. Lucchese
 
 
Senior Vice President and
Chief Financial Officer
 
       
       
DATE: March 20, 2013
     
       
 
BY: 
/S/ John R. Zerkle
 
 
John R. Zerkle
 
 
Senior Vice President,
General Counsel & Secretary
 

 
 

 
 
EXHIBIT INDEX

Exhibit Number
 
Description
99.1
 
Press Release issued by the Company, dated March 20, 2013.

EX-99.1 2 ex99-1.htm PRESS RELEASE ex99-1.htm
Exhibit 99.1

Hillenbrand, Inc. Announces Retirement of Kenneth A. Camp, President and CEO – Joe Raver Named Successor
 
BATESVILLE, Ind., March 20, 2013 /PRNewswire/ -- Hillenbrand, Inc. (NYSE: HI)
 
Kenneth A. Camp has notified the Board of Directors of Hillenbrand, Inc. of his intent to retire as president, CEO and director. Hillenbrand’s Chairman of the Board, Joe Loughrey, has confirmed Ken’s pending retirement and announced the decision of the Board of Directors to transfer leadership to accomplished Hillenbrand executive, Joe Raver. Camp will be stepping down from his position on Sept. 6 to effect a smooth transition of leadership to Raver prior to Camp’s retirement on Dec. 31, 2013.
 
Loughrey said, “We can’t honor Ken enough for the transformative work he has done for Hillenbrand. It was his vision that started us on the course to becoming a global, diversified industrial company and set a foundation for our continued strategic growth.” Ken Camp has been a visionary leader for the organization, guiding the transformation of the company from a $650m casket company serving North America to a $1.6b global diversified industrial company doing business in 40 countries around the world. He has led the strategy and transition to two global platforms and has taken steps toward a third. Additionally, Ken has developed a talented leadership team that is well positioned to take the company to the next level of achievement. “I have enjoyed every one of my 32 years of service to Hillenbrand,” said Camp. “I’m proud of the successes we’ve achieved – all of which are due to the gifted and dedicated people throughout Hillenbrand. I look forward to retirement and I will leave knowing this organization is in Joe Raver’s very capable hands.”
 
“The Board is unanimous in their support of Joe Raver,” said Loughrey. “He is the product of a long-term, intentional leadership development focus at Hillenbrand. We’re fortunate to have him and others like him ready to step up and serve when called.” Raver spent 18 years in various key positions with Batesville Casket Company and its affiliates. He held the position of vice president of strategy for two years and then vice president and general manager of the respiratory care division for two years at Hill-Rom, a leading global provider of medical technologies. Joe succeeded Ken Camp as president of Batesville Casket Company in 2008 when Ken assumed his current role at Hillenbrand, Inc. In 2011, Joe became president of the Process Equipment Group, where he exhibited insight and skill at the helm of a group that has grown significantly, both through organic growth and acquisition, and in a short time has expanded its presence in new markets such as China, Russia and India.
 
“I thank the Board for the confidence they have placed in me,” said Raver. “And I personally thank Ken Camp. He has been a significant mentor in our relentless pursuit of excellence. His example of focus and vision will serve me greatly in this role.” Joe holds a Master of Business Administration degree in Marketing and Strategy from the Kellogg School of Management at Northwestern University, as well as a Bachelor of Arts degree in Economics from Dartmouth.
 
Until the Sept. 6th transition, Raver will continue as president of the Process Equipment Group in Europe, which includes continuing the integration of Coperion. Joe and his family will move back to the U.S. later this summer as he and Camp work closely to commence the transition.
 
About Hillenbrand, Inc.
 
Hillenbrand (www.Hillenbrand.com) is a global diversified industrial company that makes and sells premium business-to-business products and services for a wide variety of industries. We pursue profitable growth and meaningful dividends for our shareholders by leveraging our leading brands, robust cash generation capabilities and strong core competencies.