-----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, VzNrXVezI7nDjzZWOtWhgOcDQcKxGxDAsXIJtkDtgV22LB7M7ZBxeHg/2OJ5jlHQ Drxq1FTK1gpi82KNTmeiuA== 0000038725-98-000017.txt : 19981012 0000038725-98-000017.hdr.sgml : 19981012 ACCESSION NUMBER: 0000038725-98-000017 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19981009 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19981009 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: FRANKLIN ELECTRIC CO INC CENTRAL INDEX KEY: 0000038725 STANDARD INDUSTRIAL CLASSIFICATION: MOTORS & GENERATORS [3621] IRS NUMBER: 350827455 STATE OF INCORPORATION: IN FISCAL YEAR END: 0103 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-00362 FILM NUMBER: 98723296 BUSINESS ADDRESS: STREET 1: 400 E SPRING ST CITY: BLUFFTON STATE: IN ZIP: 46714 BUSINESS PHONE: 2198242900 MAIL ADDRESS: STREET 1: 400 E SPRING STREET CITY: BLUFFTON STATE: IN ZIP: 46714 8-K 1 SECURITIES AND EXCHANGE COMMISSSION 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) OCTOBER 9, 1998 --------------- FRANKLIN ELECTRIC CO., INC. --------------------------- (Exact name of registrant as specified in its charter) Indiana 0-362 35-0827455 ------- ----- ---------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 400 East Spring Street Bluffton, Indiana 46714 ----------------- ----- (Address of Principal Executive Offices) (Zip Code) (219) 824-2900 -------------- (Registrant's telephone number, including area code) Page 1 of 2 2 ITEM 5. OTHER EVENTS The Company is filing certain "Forward Looking Statements" for the purpose of establishing a readily available document which may be referred to in the future in accordance with the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. The Forward Looking Statements are attached as Exhibit 99 to this Current Report on Form 8-K and are incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits EXHIBIT INDEX The Exhibits are indexed in accordance with the Exhibit Table of Item 601 of Regulation S-K. Exhibits not listed are omitted due to the absence of conditions under which they are required. Number Description - ----- ----------- (99) Forward Looking Statements 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. Franklin Electric Co., Inc. --------------------------- (Registrant) Date October 9, 1998 By /s/ Jess B. Ford ----------------------- --------------------------- (Signature) Jess B. Ford Senior Vice President and Chief Financial Officer Page 2 of 2 EX-99 2 Exhibit 99 FORWARD LOOKING STATEMENTS Written and oral statements provided by the Company from time to time may contain certain forward looking information, as that term is defined by the Private Securities Litigation Reform Act of 1995 (the "Act") and in releases made by the Securities and Exchange Commission ("SEC"). The cautionary statements which follow are being made pursuant to the provisions of the Act and with the intention of obtaining the benefits of the "safe harbor" provisions of the Act. While the Company believes that the assumptions underlying such forward looking information are reasonable based on present conditions, forward looking statements made by the Company involve risks and uncertainties and are not guarantees of future performance. Actual results may differ materially from those in the Company's written or oral forward looking statements as a result of various factors, including but not limited to, the following: - - A significant decline in sales with the Company's largest customer, who represents over 10% of consolidated sales, or other significant customers. - - Continued or increased competitive pressure to reduce selling prices of products or increase financial incentives to customers. - - A prolonged disruption of scheduled deliveries from suppliers when alternative sources of supply are not available to satisfy the Company's requirements for raw material and components. - - Delays in the Company's ability to pass along significant increases in the cost of raw material, components, other materials and/or services. - - The amount of and rate of growth in selling, general and administrative expenses, and occurrences which could affect the Company's ability to reduce or limit the increase in such expenses. - - The costs and other effects of legal and administrative cases and proceedings (whether civil or criminal), settlements and investigations, claims, developments or assertions by or against the Company relating to intellectual property rights and licenses, and adoption of new or changes in accounting policies and practices. - - Difficulties or delays in the development, production, testing and marketing of products, including, but not limited to, a failure to ship new products when anticipated, failure of customers to accept these products when planned, any defects in products or a failure of manufacturing economies to develop when planned. - - Circumstances impacting the Company's ability to fund and accomplish technological innovation, improve processes, and attract and retain capable staff in order to deal with increasing volume and complexity in its products. 2 - - Occurrences affecting the slope or speed of decline of the life cycle of the Company's products, or affecting the Company's ability to reduce product and other costs, and to increase productivity. - - The impact of unusual items resulting from the Company's ongoing evaluation of its business strategies, acquisitions or divestitures, asset valuations and organizational structures. - - The effects of, and changes in, trade, monetary and fiscal policies, laws and regulations and other activities of governments, agencies and similar organizations, including but not limited to trade restrictions or prohibitions, inflation, monetary fluctuations, import and other charges or taxes, foreign exchange rates, nationalizations and unstable governments. - - The future health of the U.S. and international economies and other economic factors that directly or indirectly affect the demand for the Company's products. - - Labor strikes or work stoppages by employees of the Company, its customers, suppliers, or freight contractors or other providers. - - Environmental factors such as fires, floods, or other natural disasters and weather conditions which could impact the company's ability to produce products or the demand for its products. - - The inability of parties external to the Company to provide goods and services in a timely, accurate manner as a result of Year 2000 processing problems. - - Increased competition due to industry consolidation or new entrants into the Company's existing markets. - - The introduction of alternative products or governmental and regulatory activities that favor alternative methods of serving the same function as the Company's products. All forward-looking statements included herein are based upon information presently available, and the Company assumes no obligation to update any forward-looking statements. -----END PRIVACY-ENHANCED MESSAGE-----