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) December 17, 2012
Quanex Building Products Corporation
(Exact name of registrant as specified in its charter)
Delaware |
001-33913 |
26-1561397 |
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
1900 West Loop South, Suite 1500, Houston, Texas |
77027 |
| (Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: 713-961-4600
________________________________________________________________________________
(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: |
||
| [ ] | 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.
On Monday, December 17, 2012, Quanex Building Products Corporation (the "Company") issued a press release announcing its purchase of the assets of Alumco, Inc. and its subsidiaries in an all cash transaction. This purchase will not be deemed to involve a "significant amount of assets", as such phrase is defined in Instruction 4 to Item 2.01 of Form 8-K.
This information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
Exhibit 99.1. Press release dated December 17, 2012
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.
| Quanex Building Products Corporation
(Registrant) |
||
| December 18, 2012
(Date) |
/s/ DEBORAH M. GADIN
Deborah M. Gadin Vice President - Controller |
| Exhibit Index | ||
| 99.1 | Press release dated December 17, 2012 | |
EXHIBIT 99.1
HOUSTON, Dec. 17, 2012 (GLOBE NEWSWIRE) -- Quanex Building Products Corporation (NYSE:NX), a leading manufacturer of engineered materials, components and systems serving domestic and international window and door OEMs through its Engineered Products and Aluminum Sheet Products Groups, today announced it signed a definitive agreement to acquire the assets of Alumco, Inc. and its subsidiaries in an all cash transaction. The assets to be purchased include Aluminite, a screen producer for the window and door industry. The acquisition is expected to be accretive to earnings per share in 2013 and close by December 31, 2012. The purchase price and other financial information related to Alumco will not be publicly disclosed.
Alumco is headquartered in Chehalis, Washington, and has nine manufacturing facilities located throughout the United States that produce and market window and patio door screens to original equipment manufacturers (OEMs). Alumco's window screens primarily serve vinyl window manufacturers, which Quanex does not currently serve with window screens. The new business will become part of Quanex's Engineered Products Group.
"I'm pleased to welcome the team from Alumco into the Quanex family," said David Petratis, chairman, president and chief executive officer of Quanex. "The acquisition allows us to expand our presence in the fenestration segment. Quanex currently manufactures window screens for wood window manufacturers. This acquisition creates the opportunity to become a leading window and door screen producer in North America, allowing us to extend our product offering and geographic footprint. Doing so will enable Quanex to further support North American window OEMs," said Petratis.
Quanex Building Products Corporation is a ROIC-driven company that grows shareholder returns through a combination of organic growth and strategic acquisitions. The Company is listed on the NYSE under the symbol NX. For further information, visit the Company's website at www.quanex.com.
The Quanex Building Products Corporation logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=1117
Statements in this press release that reflect future expectations or beliefs are forward-looking statements and are based on current expectations. Actual results or events involve risks and uncertainties and may differ materially from this release. For a more complete discussion of factors, risks, and uncertainties that may affect the company's future performance, please refer to the company's Form 10-K filing on December 20, 2011, under the Securities Exchange Act of 1934 ("Exchange Act"), in particular the section titled, "Private Securities Litigation Reform Act" contained therein, and its subsequently filed Form 10-Q filings.
CONTACT: Financial Contact: Marty Ketelaar
713-877-5402
Media Contact: Valerie Calvert
713-877-5305
For additional information, please visit www.quanex.com