-----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, DBwlFLRfJKilkiz3/dM4449H8k1lopzu/TZXmrj/5w7OL/c0z+SUKS1qjCU3PzYF /X2NLvcIq5N3GVQb6l6dug== 0000072423-96-000011.txt : 19960430 0000072423-96-000011.hdr.sgml : 19960430 ACCESSION NUMBER: 0000072423-96-000011 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19960426 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19960429 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: NORTEK INC CENTRAL INDEX KEY: 0000072423 STANDARD INDUSTRIAL CLASSIFICATION: SHEET METAL WORK [3444] IRS NUMBER: 050314991 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06112 FILM NUMBER: 96552849 BUSINESS ADDRESS: STREET 1: 50 KENNEDY PLZ CITY: PROVIDENCE STATE: RI ZIP: 02903 BUSINESS PHONE: 4017511600 MAIL ADDRESS: STREET 1: 50 KENNEDY PLAZA CITY: PROVIDENCE STATE: RI ZIP: 02903 8-K 1 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): April 26, 1996 ---------------------- NORTEK, INC. - ---------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 1-6112 05-0314991 - ---------------------------------------------------------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 50 Kennedy Plaza, Providence, RI 02903-2360 - ---------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number: (401) 751-1600 ---------------------------------------- N/A (Former name or former address, if changed since last report) Item 5. Other Events ------------ On April 26, 1996, the Board of Directors of Nortek, Inc. (the "Company") and a Special Committee of the Board, after receiving investment advice from independent financial advisers, approved the repurchase of 1,189,809 shares of its Common Stock, $1.00 par value, from three directors, Dennis J. McGillicuddy, D. Stevens McVoy and Barry Silverstein. The purchase price was $17 per share or a total of approximately $20.2 million. The three directors, who no longer have an economic interest in the Company, have resigned as directors. The Company's press release announcing the repurchase is attached as an exhibit hereto. Item 7. Financial Statements, Pro Forma Financial Information and --------------------------------------------------------- Exhibits. -------- (c) Exhibits: -------- 1. Press Release of the Company dated April 26, 1996. 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. NORTEK, INC. Date: April 29, 1996 By: /s/Richard L. Bready ---------------------- Richard L. Bready Chairman EX-1 2 EXHIBIT 1 NORTEK ANNOUNCES STOCK REPURCHASE PROVIDENCE, RI, April 26, 1996--Nortek, Inc. today announced the repurchase of 1,189,809 shares of its common stock, or approximately 10.6% of its outstanding shares, from three directors, Dennis J. McGillicuddy, D. Stevens McVoy and Barry Silverstein, at a price of $17.00 per share, or a total of $20.2 million. The repurchase was approved by the Board of Directors and by a Special Committee of the Board after receiving investment advice from independent financial advisers. According to Nortek's Chairman and CEO, Richard L. Bready, "The directors, who no longer have an economic interest in the Company, have resigned and new directors will be selected at a later date." Bready continued, "This transaction brings the total shares acquired under the Company's repurchase program since November 16, 1995 to approximately 2,276,009 shares. The repurchase program is antidilutive, and if these shares had been repurchased as of January 1, 1995, earnings per share would have been $1.36 versus $1.19 as previously reported." Nortek, Inc. (NYSE: NTK) manufactures and markets residential, commercial and industrial building products. -----END PRIVACY-ENHANCED MESSAGE-----