-----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, BgSuTpWgSpV6q4SiOlf8xcQWN9uhdkhPJvtzwesqIii3mcVgpr9DLc/u3jgFlW+X Cj9tqQUQej7Zl2Gnc1CLVQ== 0001193125-09-157678.txt : 20090729 0001193125-09-157678.hdr.sgml : 20090729 20090729090727 ACCESSION NUMBER: 0001193125-09-157678 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090729 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090729 DATE AS OF CHANGE: 20090729 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LINCOLN ELECTRIC HOLDINGS INC CENTRAL INDEX KEY: 0000059527 STANDARD INDUSTRIAL CLASSIFICATION: METALWORKING MACHINERY & EQUIPMENT [3540] IRS NUMBER: 340359955 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-01402 FILM NUMBER: 09968781 BUSINESS ADDRESS: STREET 1: 22801 ST CLAIR AVE CITY: CLEVELAND STATE: OH ZIP: 44117 BUSINESS PHONE: 2164818100 FORMER COMPANY: FORMER CONFORMED NAME: LINCOLN ELECTRIC CO DATE OF NAME CHANGE: 19920703 8-K 1 d8k.htm CURRENT REPORT Current Report

 

 

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): July 29, 2009

 

 

LINCOLN ELECTRIC HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

 

0-1402

(Commission File Number)

 

Ohio   34-1860551

(State or other jurisdiction

of incorporation)

 

(I.R.S. Employer

Identification No.)

22801 St. Clair Avenue

Cleveland, Ohio 44117

(Address of principal executive offices, with zip code)

(216) 481-8100

(Registrant’s telephone number, including area code)

 

 

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 8.01 Other Events.

On July 29, 2009, Lincoln Electric Holdings, Inc. (the “Company”) issued a press release announcing the acquisition of 100% control of Jinzhou Jin Tai Welding and Material Co., Ltd. (“Jin Tai”), a welding wire business located in Jinzhou, China as well as the divestiture of a 35% interest in Kuang Tai Metal Industrial Co., Ltd. (“Kuang Tai”), a Taiwan-based business. Previously, the Company, through its Asian subsidiary, had owned 48% of Jin Tai with the remaining 52% held by Kuang Tai and other partners. Lincoln will exchange its 35% ownership interest in Kuang Tai for the remaining 52% of Jin Tai, make cash payments of approximately $39 million and assume Jin Tai’s net debt of approximately $10 million. A copy of the Company’s press release issued on July 29, 2009 is attached hereto as Exhibit 99.1 and incorporated herein by reference. The press release is also available through the Company’s website at www.lincolnelectric.com.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

 

  99.1 The Company’s press release dated July 29, 2009.


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.

 

LINCOLN ELECTRIC HOLDINGS, INC.

/s/ Vincent K. Petrella

Vincent K. Petrella
Senior Vice President, Chief Financial Officer and Treasurer
(principal financial and accounting officer)
July 29, 2009


LINCOLN ELECTRIC HOLDINGS, INC.

INDEX TO EXHIBITS

 

Exhibit No.

 

Exhibit

99.1

  The Company’s press release dated July 29, 2009.
EX-99.1 2 dex991.htm THE COMPANY'S PRESS RELEASE DATED JULY 29, 2009 The Company's press release dated July 29, 2009

Exhibit 99.1

Media Contact: Roy L. Morrow (216) 383-4893

Roy_Morrow@lincolnelectric.com

Investors Contact: Joseph P. Kelley (216) 383-8346

Joe_Kelley@lincolnelectric.com

Lincoln Electric Completes Acquisition in China

CLEVELAND, Ohio, U.S.A., July 29, 2009 — Lincoln Electric Holdings, Inc. (the “Company”) (Nasdaq: LECO) today announced that its Asian subsidiary, The Lincoln Electric Company (Asia Pacific) Pte., Ltd. (“Lincoln Asia Pacific”), has acquired 100% control of Jinzhou Jin Tai Welding and Metal Co., Ltd. (“Jin Tai”), a welding wire business in Jinzhou, China. Lincoln Asia Pacific had owned 48% of Jin Tai, and the remaining 52% was held by Taiwan-based Kuang Tai Metal Industrial Co., Ltd. (“Kuang Tai”) and other partners. Jin Tai’s annualized sales for the first half of 2009 were approximately $130 million.

“We are pleased to announce the acquisition of Jin Tai, which starts a new phase in the development of our business in China,” said John M. Stropki, Chairman and Chief Executive Officer. “Jin Tai will greatly expand our customer base, bring experienced industry management talent into our Asian organization and add significant cost-competitive MIG wire manufacturing capacity. In addition, completing this acquisition allows us to focus our resources on growing our position in China, the largest welding market in the world in terms of volumes.

“We look forward to an ongoing cooperative relationship with Chou Tai Long, Kuang Tai’s Chairman, as Kuang Tai is an important global supplier and a key customer for Lincoln’s products.”

Lincoln Asia Pacific acquired Jin Tai by exchanging its 35% ownership interest in Kuang Tai, paying cash of approximately $39 million and assuming net debt of approximately $10 million. The purchase price is subject to final post-closing adjustments.

Lincoln Electric is the world leader in the design, development and manufacture of arc welding products, robotic arc-welding systems, plasma and oxyfuel cutting equipment and has a leading global position in the brazing and soldering alloys market. Headquartered in Cleveland, Ohio, Lincoln has 39 manufacturing locations, including operations and joint ventures in 19 countries and a worldwide network of distributors and sales offices covering more than 160 countries. For more information about Lincoln Electric, its products and services, visit the Company’s website at http://www.lincolnelectric.com.

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Lincoln Electric Completes Acquisition in China

The Company’s expectations and beliefs concerning the future contained in this news release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements reflect management’s current expectations and involve a number of risks and uncertainties. Actual results may differ materially from such statements due to a variety of factors that could adversely affect the Company’s operating results. The factors include, but are not limited to: the success of post-closing integration efforts; and the degree to which actual operating performance of Jin Tai, subsequent to closing, meets forecasted results.

More generally, the Company’s operating results may also vary from forward-looking statements due to the following factors: the effectiveness of operating initiatives; general economic and market conditions; currency exchange and interest rates; adverse outcome of pending or potential litigation; possible acquisitions; market risks and price fluctuations related to the purchase of commodities and energy; global regulatory complexity; and the possible effects of international terrorism and hostilities on the Company or its customers, suppliers and the economy in general. For additional discussion, see “Item 1A. Risk Factors” in the Company’s Annual Report on Form 10-K.

 

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