-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FTpn6KZ6viAurX2uScjxKSqihkj8U/CNWqinf5vYZDLb8NlerQ+31gvdmI13vJ1G IrEBpckU0VEe7sVBvvTx4A== 0001193125-08-127505.txt : 20080604 0001193125-08-127505.hdr.sgml : 20080604 20080603181856 ACCESSION NUMBER: 0001193125-08-127505 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080603 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080604 DATE AS OF CHANGE: 20080603 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BRIGGS & STRATTON CORP CENTRAL INDEX KEY: 0000014195 STANDARD INDUSTRIAL CLASSIFICATION: ENGINES & TURBINES [3510] IRS NUMBER: 390182330 STATE OF INCORPORATION: WI FISCAL YEAR END: 0703 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-01370 FILM NUMBER: 08878749 BUSINESS ADDRESS: STREET 1: 12301 W WIRTH ST CITY: WAUWATOSA STATE: WI ZIP: 53222 BUSINESS PHONE: 4142595333 MAIL ADDRESS: STREET 1: 12301 W WIRTH ST CITY: WAUWATOSA STATE: WI ZIP: 53222 8-K 1 d8k.htm FORM 8-K Form 8-K

 

 

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): June 3, 2008

 

 

BRIGGS & STRATTON CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Wisconsin   1-1370   39-0182330

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

12301 West Wirth Street, Wauwatosa, Wisconsin 53222

(Address of Principal Executive Offices) (Zip Code)

Registrant’s telephone number, including area code (414) 259-5333

 

 

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))

 

 

 


ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

On June 3, 2008, Briggs & Stratton Corporation issued a press release announcing that it has signed a definitive agreement to acquire Victa Lawncare Pty. Ltd. of Sydney, Australia from GUD Holdings Limited for a total consideration of $22 million in cash. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits

 

Exhibit No.

 

Description

99.1   Press Release dated June 3, 2008 announcing Briggs & Stratton Corporation to acquire Victa Lawncare Pty. Ltd. in Australia


BRIGGS & STRATTON CORPORATION AND SUBSIDIARIES

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.

 

  BRIGGS & STRATTON CORPORATION
                          (Registrant)
Date: June 3, 2008   By:  

/s/ James E. Brenn

    James E. Brenn
   

Senior Vice President and Chief Financial Officer

Duly Authorized Officer


BRIGGS & STRATTON CORPORATION AND SUBSIDIARIES

 

EXHIBIT INDEX

 

Exhibit No.

  

Description

99.1    Press Release dated June 3, 2008 announcing Briggs & Stratton Corporation to acquire Victa Lawncare Pty. Ltd. in Australia
EX-99.1 2 dex991.htm PRESS RELEASE Press Release

Exhibit 99.1

BRIGGS & STRATTON CORPORATION TO ACQUIRE VICTA LAWNCARE IN AUSTRALIA

MILWAUKEE, WI June 3, 2008/PR Newswire/-Briggs & Stratton Corporation (NYSE:BGG)

Briggs & Stratton Corporation today announced that it has signed a definitive agreement to acquire Victa Lawncare Pty. Ltd. of Sydney, Australia from GUD Holdings Limited for a total consideration of $22 million in cash, subject to adjustments. Briggs & Stratton’s subsidiary Briggs & Stratton Australia Pty. Limited is a party to the transaction.

Victa Lawncare is a leading designer, manufacturer and marketer of a broad range of outdoor power equipment used in consumer lawn and garden applications in Australia and New Zealand. Its products are sold at large retail stores and independent dealers. Victa Lawncare had net sales of $56 million for the nine months ended March 31, 2008 and anticipates net sales of approximately $64 million for the twelve months ending June 30, 2008.

Briggs & Stratton anticipates financing the transaction from cash on hand and/or its existing credit facilities. It expects that the acquisition will have no material effect on earnings in fiscal 2009. Cost synergies from the transaction are expected to be modest.

Completion of the transaction is subject to conditions customarily associated with a transaction of this type. The transaction is targeted for closing at the beginning of Briggs & Stratton’s fiscal 2009 first quarter, at which time Victa Lawncare will become a subsidiary of Briggs & Stratton Australia Pty. Limited.

“The acquisition brings together two of the leading companies in outdoor power products in Australia and New Zealand, and allows each company to continue to employ its core competencies. Briggs & Stratton will continue to focus on supplying engines to consumer and commercial power customers in Australia and New Zealand, and Victa Lawncare will continue to manufacture and market lawnmowers for its customers,” stated Todd Teske, Executive Vice President and Chief Operating Officer of Briggs & Stratton Corporation.

“This is a very positive outcome for Victa customers and for Briggs & Stratton. The Victa business has benefited from low cost components, new product development, and broader distribution strategies in recent years. Victa’s brand strength and current operational performance can only add to the strength of a company like Briggs & Stratton,” said Ian Campbell, GUD Holdings’ Managing Director.


Briggs & Stratton Corporation is the world’s largest producer of gasoline engines for outdoor power equipment. Its wholly owned subsidiary Briggs & Stratton Power Products Group, LLC is North America’s number one manufacturer of portable generators and pressure washers, and is a leading designer, manufacturer and marketer of lawn and garden and turf care. These products are sold through consumer home centers, department stores, mass merchants, warehouse clubs and independent dealers.

This release contains certain forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those projected in the forward-looking statements. The words “anticipate”, “believe”, “estimate”, “expect”, “forecast”, “intend”, “may”, “objective”, “plan”, “project”, “seek”, “think”, “will”, and similar expressions are intended to identify forward-looking statements. The forward-looking statements are based on the company’s current views and assumptions and involve risks and uncertainties that include, among other things, the ability to successfully forecast demand for our products and appropriately adjust our manufacturing and inventory levels; changes in our operating expenses; changes in interest rates; the effects of weather on the purchasing patterns of consumers and original equipment manufacturers (OEMs); actions of engine manufacturers and OEMs with whom we compete; the seasonal nature of our business; changes in laws and regulations, including environmental, tax, pension funding and accounting standards; work stoppages or other consequences of any deterioration in our employee relations; work stoppages that affect the ability of suppliers or customers to manufacture; acts of war or terrorism that may disrupt our business operations or those of our customers and suppliers; changes in customer and OEM demand; changes in prices of raw materials and parts that we purchase; changes in domestic economic conditions, including housing starts and changes in consumer disposable income; changes in foreign economic conditions, including currency rate fluctuations; the actions of customers of our OEM customers; the ability to bring new productive capacity on line efficiently and with good quality; the ability to successfully realize the maximum market value of assets that may require disposal if products or production methods change; new facts that come to light in the future course of litigation proceedings which could affect our assessment of those matters; and other factors that may be disclosed from time to time in our SEC filings or otherwise, including the factors discussed in Item 1A, Risk Factors, of the company’s Annual Report on Form 10-K and in its periodic reports on Form 10-Q. Some or all of the factors may be beyond our control. We caution you that any forward-looking statement reflects only our belief at the time the statement is made. We undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made

CONTACT: James E. Brenn, Senior Vice President and Chief Financial Officer, Briggs & Stratton Corporation, 414-259-5333

-----END PRIVACY-ENHANCED MESSAGE-----