-----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, BTFAmp1GIU1qfcDRFymSToTxM+aD7S4rG7SPeXV91nEkfUz/AdZ5N7yjFOSUpegi 1GUTvubhA2FC8uYflqULlQ== 0001144204-07-033510.txt : 20070626 0001144204-07-033510.hdr.sgml : 20070626 20070626070135 ACCESSION NUMBER: 0001144204-07-033510 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070626 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070626 DATE AS OF CHANGE: 20070626 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ITT CORP CENTRAL INDEX KEY: 0000216228 STANDARD INDUSTRIAL CLASSIFICATION: PUMPS & PUMPING EQUIPMENT [3561] IRS NUMBER: 135158950 STATE OF INCORPORATION: IN FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05672 FILM NUMBER: 07939996 BUSINESS ADDRESS: STREET 1: FOUR W RED OAK LANE CITY: WHITE PLAINS STATE: NY ZIP: 10604 BUSINESS PHONE: 9146412000 MAIL ADDRESS: STREET 1: FOUR W RED OAK LANE CITY: WHITE PLAINS STATE: NY ZIP: 10604 FORMER COMPANY: FORMER CONFORMED NAME: ITT INDUSTRIES INC DATE OF NAME CHANGE: 19951220 FORMER COMPANY: FORMER CONFORMED NAME: ITT CORP DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: INTERNATIONAL TELEPHONE & TELEGRAPH CORP DATE OF NAME CHANGE: 19840321 8-K 1 v079308_8k.txt 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 26, 2007 ITT CORPORATION (Exact name of registrant as specified in its charter) Indiana 1-5672 13-5158950 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 4 West Red Oak Lane White Plains, New York 10604 (Address of principal (Zip Code) executive offices) Registrant's telephone number, including area code: (914) 641-2000 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)) Not Applicable (Former name or former address, if changed since last report) Item 7.01 Regulation FD Disclosure The following information is furnished pursuant to Item 7.01 Regulation FD Disclosure. 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 into 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 filing. ITT Corporation announced today that is has executed an agreement to acquire privately held International Motion Control ("IMC"), a global developer of motion control products, for $395 million. The impact of the transaction is projected to be slightly dilutive to ITT's earnings per share in 2007, but the Company expects to meet its 2007 EPS guidance of $3.44 to $3.50, including the impact of the IMC transaction, based on the strengths of the Company's underlying businesses. A copy of the press release regarding this transaction is attached and incorporated by reference herein as Exhibit 99.1. Item 9.01. Financial Statements and Exhibits (d) Exhibits 99.1 Press release issued June 26, 2007 by ITT Corporation 2 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. ITT CORPORATION By: /s/ Kathleen S. Stolar ---------------------- Kathleen S. Stolar Its: Vice President, Secretary Date: June 26, 2007 3 EX-99.1 2 v079308_ex99-1.txt ITT Corporation to Acquire International Motion Control Acquisition to enhance ITT's global motion and flow control capabilities WHITE PLAINS, N.Y., June 26 /PRNewswire-FirstCall/ -- ITT Corporation today announced it has executed an agreement to acquire privately held International Motion Control (IMC) for $395 million. IMC is a global developer of motion control products with 2006 revenues of approximately $200 million. The transaction, which is subject to normal closing conditions, is expected to be completed in the third quarter. "The IMC acquisition aligns exceedingly well with our strategy to grow the ITT Motion and Flow Control business globally. IMC adds a complementary mix of highly engineered, mission-critical products to expand our core capabilities in specialty energy absorption and motion control applications," said Steve Loranger, chairman, president and chief executive officer of ITT. "We look forward to welcoming IMC's talented workforce and strong customer base to the ITT family." IMC is a market leader in the manufacture of specialty energy absorption, industrial and aviation control and automation technology under the brand names of Burny, Enidine, Compact Automation, CMC, and Midland-ACS, among others. Under brand names including Koni, Jabsco, Neodyne, Rule and Flojet, ITT's Motion and Flow Control group produces leading products for the marine and leisure, transportation, aerospace, telecommunications, and industrial markets. Nick Hill, president of the ITT Motion and Flow Control group, will continue to lead the integrated organization. "For more than four decades, our customers have known IMC for its technological expertise, problem-solving approach and exemplary customer service," said Patrick Lee, chairman and chief executive officer of IMC. "We found ITT to share these core characteristics and together expect to continue this tradition as we enter this exciting new chapter in our history." Headquartered in Buffalo, N.Y., IMC employs 1,000 people in 11 manufacturing facilities -- three in the Asia Pacific region, six in the United States and two in Europe. Nearly half of IMC's revenues come from outside the United States. While the impact of this transaction is projected to be slightly dilutive to ITT's earnings per share in 2007, the company continues to expect 2007 EPS to be in the range of $3.44 to $3.50. The transaction is expected to be accretive to earnings in 2008. ITT's senior management will host a conference call for investors today, Tuesday, June 26, at 9:00 a.m. Eastern Daylight Time to review the IMC acquisition and answer questions. The briefing can be monitored live via webcast at the following address on the company's Web site: http://www.itt.com/ir. About ITT Corporation ITT Corporation (www.itt.com) supplies advanced technology products and services in several growth markets. ITT is a global leader in the transport, treatment and control of water, wastewater and other fluids. The company plays a vital role in international security through its defense communications and electronics products; space surveillance and intelligence systems; and advanced engineering and related services. It also serves the growing leisure marine and electrical connectors markets with a wide range of products. Headquartered in White Plains, N.Y., the company generated $7.8 billion in 2006 sales. In addition to the New York Stock Exchange, ITT Corporation stock is traded on the Euronext and Frankfurt exchanges. "Safe Harbor Statement" under the Private Securities Litigation Reform Act of 1995 ("the Act"): Certain material presented herein includes forward-looking statements intended to qualify for the safe harbor from liability established by the Act. These forward-looking statements include statements that describe the Company's business strategy, outlook, objectives, plans, intentions or goals, and any discussion of future operating or financial performance. Whenever used, words such as "anticipate," "estimate," "expect," "project," "intend," "plan," "believe," "target" and other terms of similar meaning are intended to identify such forward-looking statements. Forward-looking statements are uncertain and to some extent unpredictable, and involve known and unknown risks, uncertainties and other important factors that could cause actual results to differ materially from those expressed in, or implied from, such forward-looking statements. Factors that could cause results to differ materially from those anticipated by the Company include general global economic conditions, decline in consumer spending, interest and foreign currency exchange rate fluctuations, availability of commodities, supplies and raw materials, competition, acquisitions or divestitures, changes in government defense budgets, employment and pension matters, contingencies related to actual or alleged environmental contamination, claims and concerns, intellectual property matters, personal injury claims, governmental investigations, tax obligations, and changes in generally accepted accounting principles. Other factors are more thoroughly set forth in Item 1. Business, Item 1A. Risk Factors, and Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations - Forward-Looking Statements in the ITT Corp. Annual Report on Form 10-K for the fiscal year ended December 31, 2006, and other of its filings with the Securities and Exchange Commission. The Company undertakes no obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise. SOURCE ITT Corporation -0- 06/26/2007 /CONTACT: Andy Hilton of ITT Corporation, +1-914-641-2160, andy.hilton@itt.com / /FCMN Contact: andy.hilton@itt.com / /Web site: http://www.itt.com http://www.itt.com/ir / (ITT) CO: ITT Corporation; International Motion Control; IMC ST: New York IN: CPR ECP SU: TNM CCA ERP -----END PRIVACY-ENHANCED MESSAGE-----