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
Date of Report (Date of earliest event reported): July 12, 2011
CRANE CO.
(Exact name of registrant as specified in its charter)
DELAWARE
(State or other jurisdiction
of incorporation)
| 1-1657 | 13-1952290 | |||
| (Commission File Number) |
(IRS Employer Identification No.) |
| 100 First Stamford Place, Stamford, CT | 06902 | |||
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (203) 363-7300
N/A
(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)) |
INFORMATION TO BE INCLUDED IN THIS REPORT
SECTION 8 – OTHER EVENTS
| ITEM 8.01 | Other Events |
On July 12, 2011, Crane Co. issued a press release announcing that it has purchased all the equity interests in W. T. Armatur GmbH & Co. KG (“WTA”). The purchase price was $38 million on a cash and debt-free basis. Located in Maxdorf, Germany and employing 95 people, WTA is primarily a manufacturer of bellows sealed globe valves, as well as certain types of specialty valves, for chemical, fertilizer and thermal oil applications. WTA’s 2010 sales were approximately $21 million. A copy of the press release is attached as Exhibit 99.1.
2
Section 9 – FINANCIAL STATEMENTS AND EXHIBITS
| Item 9.01 | Financial Statements and Exhibits. |
| (a) | None |
| (b) | None |
| (c) | None |
| (d) | Exhibits |
| 99.1 | Press Release dated July 12, 2011, issued by Crane Co. |
3
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.
| CRANE CO. | ||||||
| Dated: July 12, 2011 | ||||||
| By: | /s/ Andrew L. Krawitt | |||||
| Andrew L. Krawitt | ||||||
| Vice President, Treasurer | ||||||
| Principal Financial Officer | ||||||
4
EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | Press Release dated July 12, 2011, issued by Crane Co. | |
5
Exhibit 99.1
| Crane Co. | NEWS |
Contact:
Richard E. Koch
Director, Investor Relations
and Corporate Communications
203-363-7352
www.craneco.com
CRANE CO. ACQUIRES W. T. ARMATUR GMBH & CO.
STAMFORD, CONNECTICUT – July 12, 2011 - Crane Co. (NYSE: CR), a diversified manufacturer of highly engineered industrial products, announced today that it has purchased all the equity interests in W. T. Armatur GmbH & Co. KG. WTA is primarily a manufacturer of bellows sealed globe valves, as well as certain types of specialty valves, for chemical, fertilizer and thermal oil applications. The purchase price was approximately $38 million on a cash and debt free basis. Located in Maxdorf, Germany, WTA employs 95 people. WTA’s 2010 sales of approximately $21 million were primarily to customers in Germany and surrounding countries.
Mr. Eric Fast, President and Chief Executive Officer of Crane Co., said, “This acquisition will strengthen and broaden our portfolio by providing valves with zero fugitive emissions used in severe service applications. I expect this acquisition will be slightly dilutive to earnings in 2011.”
Crane Co. is a diversified manufacturer of highly engineered industrial products. Founded in 1855, Crane provides products and solutions to customers in the aerospace, electronics, hydrocarbon processing, petrochemical, chemical, power generation, automated merchandising, transportation and other markets. The Company has five business segments: Aerospace & Electronics, Fluid Handling, Engineered Materials, Merchandising Systems, and Controls. Crane has approximately 11,000 employees in North America, South America, Europe, Asia and Australia. Crane Co. is traded on the New York Stock Exchange (NYSE:CR). For more information, visit www.craneco.com.
This press release may contain forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. These statements present management’s expectations, beliefs, plans and objectives regarding future financial performance, and assumptions or judgments concerning such performance. Any discussions contained in this press release, except to the extent that they contain historical facts, are forward-looking and accordingly involve estimates, assumptions, judgments and uncertainties. There are a number of factors that could cause actual results or outcomes to differ materially from those addressed in the forward-looking statements. Such factors are detailed in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2010 and subsequent reports filed with the Securities and Exchange Commission.
2011 – 12
6