-----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, M9mVNdiQEK3VGpdYwBcLOR2TmxagifHomC+7oxYwtXKo1IrcHlvswPIR4B7UBxc3 6Ls3j0YggL5T2R1CF9A5Ug== 0001193125-06-200325.txt : 20060929 0001193125-06-200325.hdr.sgml : 20060929 20060929165613 ACCESSION NUMBER: 0001193125-06-200325 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20060925 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060929 DATE AS OF CHANGE: 20060929 FILER: COMPANY DATA: COMPANY CONFORMED NAME: COAST DISTRIBUTION SYSTEM INC CENTRAL INDEX KEY: 0000728303 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MOTOR VEHICLE SUPPLIES & NEW PARTS [5013] IRS NUMBER: 942490990 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09511 FILM NUMBER: 061117890 BUSINESS ADDRESS: STREET 1: 1982 ZANKER RD CITY: SAN JOSE STATE: CA ZIP: 95112 BUSINESS PHONE: 4084368611 MAIL ADDRESS: STREET 1: 1982 ZANKER RD CITY: SAN JOSE STATE: CA ZIP: 95112 FORMER COMPANY: FORMER CONFORMED NAME: COAST RV INC DATE OF NAME CHANGE: 19880619 8-K 1 d8k.htm FORM 8-K Form 8-K

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): September 25, 2006

THE COAST DISTRIBUTION SYSTEM, INC.

(Exact name of registrant as specified in its charter)

 

Delaware   1-9511   94-2490990

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

350 Woodview Avenue, Morgan Hill, California   95037
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (408) 782-6686

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))

 



Item 5.02 Appointment of Principal Officers.

Effective September 25, 2006, Jim Musbach was appointed as the President and Chief Operating Officer of The Coast Distribution System, Inc. In that position he will report to the Company’s Chairman and Chief Executive Officer, Thomas R. McGuire. Mr. Musbach was appointed by, and serves at the pleasure of, the Company’s Board of Directors.

Mr. Musbach, who is 56, was employed as Executive Vice President of Raytek Corporation, a manufacturer of infrared non-contact temperature measurement tools, sensors and systems, from 1995 until 2004. While at Raytek, Mr. Musbach also served as General Manager of Raytek’s Portable Products Division and, in that capacity, directed that Division’s global operations. From 1994 until he joined Raytek in 1995, Mr. Musbach served as President of The Coast Distribution System, during which period he focused primarily on the expansion of the Company’s product line and on the Company’s marketing strategy and programs.

Mr. Musbach’s appointment was announced in a press release, a copy of which is attached as Exhibit 99.1 this Current Report on Form 8-K.

 

Item 7.01 Regulation FD Disclosure.

The press release announcing Mr. Musbach’s appointment also included comments by Thomas R. McGuire regarding conditions in the Company’s markets that are expected to depress sales in the third and fourth quarters of the current year, including (i) continued sluggishness in sales of aftermarket parts and accessories for RVs and boats, due primarily to high fuel prices over the summer, which adversely affected the usage and purchases of RVs and boats and, therefore, the purchases by consumers of the aftermarket products we sell, and (ii) a slower than expected ramp up of production of new models of Kipor generators, sales of which, however, are still expected to substantially offset the effects of the difficult conditions in the RV and marine products aftermarkets on the Company’s sales during the balance of 2006. The press release attached hereto as Exhibit 99.1 is incorporated into this Item 7.01 by this reference.

In accordance with General Instruction B.2 of Form 8-K, the information in and the press release attached as Exhibit 99.1 to this Current Report on Form 8-K, are being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section, and such information and that press release shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit No.   

Exhibit Description

99.1    Press Release issued September 27, 2006 announcing appointment of Jim Musbach as President and Chief Operating Officer of The Coast Distribution System, Inc.


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.

 

   

THE COAST DISTRIBUTION SYSTEM, INC.

Date: September 29, 2006

   

By:

 

/s/ SANDRA A. KNELL

       

Sandra A. Knell, Executive Vice President &

Chief Financial Officer

 

S-1


INDEX TO EXHIBITS

 

Exhibit No.   

Exhibit Description

99.1    Press Release issued September 27, 2006 announcing appointment of Jim Musbach as President and Chief Operating Officer of The Coast Distribution System, Inc.

 

E-1

EX-99.1 2 dex991.htm PRESS RELEASE Press Release

Exhibit 99.1

LOGO

For Immediate Release:

Coast Distribution System Appoints President & Chief Operating Officer

Former President of Coast Distribution System Rejoins Leadership Team

MORGAN HILL, Calif., Sept. 27, 2006 — The Coast Distribution System, Inc. (Amex: CRV - News) announced today Jim Musbach is joining the Company as its President and Chief Operating Officer. Musbach is filling two formerly vacant positions within the company and will be responsible for the strategic and operational leadership of Coast’s sales and marketing efforts.

Musbach, 56, most recently served as Executive Vice President and General Manager of Raytek Corporation, where he directed global operations for their portable products division. While at Raytek, he successfully launched several new products, expanded sales channels and developed sources for contract manufacturing in Asia.

Prior to joining Raytek, Musbach served as President of Coast from 1994 - 1995. During this time, he implemented the strategy of shifting Coast’s product mix toward higher-margin and custom-manufactured private label products, a strategy Coast still employs today.

“We are pleased to welcome Jim back to Coast’s leadership team,” said Thomas R. McGuire, Chairman and CEO of Coast. “Jim’s past experience as President of Coast, along with his experience in growing sales while streamlining operations at other companies, will serve us well as we continue our strategy of introducing new products and growing market share.

“Looking ahead to the second half of the year, Jim will help us navigate several short-term challenges we face from worsening conditions in the RV and marine aftermarket, which have suffered due to global insecurity and high fuel prices over the summer. As expected, and as a contrast to last year, we will not have any volume in the second half of 2006 from Katrina and other hurricane-related recovery demand.

“We also experienced some challenges over the last several months in rolling out new models of our highly-successful Kipor portable generators line. Over the long term, we have numerous opportunities for profitable growth based on our strategic plan. Further, we expect eventual recovery in the RV and marine markets as fuel prices continue to stabilize.”

Before his tenure at Coast, Musbach was Executive Vice President and General Manager for Fremont, Calif.-based Import Parts America, a North America automotive aftermarket importer and distributor with relationships in Asia and Europe. He also served as its Vice President of Sales and Marketing. Musbach holds a B.A. in economics from San Jose State University.

“I am excited for the opportunity to return to Coast,” said Musbach. “I am especially excited to help build our already strong reputation of having one of the widest selections of products in our markets, along with a reputation of delivering quality products at significantly lower prices than our competitors.”

About The Coast Distribution System

The Coast Distribution System, Inc. (http://www.coastdistribution.com ) is a leading supplier of parts, accessories and supplies for recreational vehicles (RVs) and pleasure boats in the U.S. and Canada. Coast supplies its products to its 14,000 customers through 17 distribution centers throughout the U.S. and Canada. Coast is publicly traded on the American Stock Exchange under the ticker symbol CRV.

 

-more-


Forward-Looking Information

Statements in this news release regarding our expectations and beliefs about our future financial performance and trends in our markets are “forward- looking statements” as defined in the Private Securities Litigations Reform Act of 1995. Forward-looking statements often include the words “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” “project,” or words of similar meaning, or future or conditional verbs such as “will,” “would,” “should,” “could,” or “may.” The forward-looking statements in this news release regarding our future financial performance are based on current information and, because our business is subject to a number of risks and uncertainties, actual operating results in the future may differ significantly from the future financial performance expected at the current time. Those risks and uncertainties may include, among others: Loss of confidence among consumers regarding economic conditions, which could adversely affect their willingness to purchase and use their RVs and boats and which, in turn, would affect their purchases of the products we sell; increases in interest rates which affect the availability and affordability of financing for RVs and boats; increases in the costs and shortages in the supply of gasoline which increase the costs of using, and the willingness and ability of consumers to use, RVs and boats; and unusually severe or extended winter weather conditions, which can reduce the usage of RVs and boats for periods extending beyond the ordinary winter months or to regions that ordinarily encounter milder winter weather conditions; possible increases in price competition within our markets that could reduce our margins and, therefore, our earnings; our practice of obtaining a number of our products from single manufacturing sources, which could lead to shortages in the supply of products to us in the event any single source supplier were to encounter production or other problems; and possible changes in supply relationships in our markets, which could lead to increased competition or to reductions in the number of products we are able to offer our customers. Certain of these risks and uncertainties, in addition to other risks, are more fully described in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2005, as amended by Amendment No. 1 on Form 10-K/A, and readers of this news release are urged to review the discussion of those risks and uncertainties that are contained in that Report.

Due to these and other possible uncertainties and risks, readers are cautioned not to place undue reliance on the forward-looking statements contained in this news release, which speak only as of today’s date, or to make predictions based solely on historical financial performance. We also disclaim any obligations to update forward-looking statements contained in this news release or in the above referenced 2005 Annual Report, whether as a result of new information, future events or otherwise.

###

Contact:

Sandra Knell, CFO

408-782-6686 / sknell@coastdist.com

or

Ryan McGrath

Lambert, Edwards & Associates, Inc.

616-233-0500 / mail@lambert-edwards.com

 

2

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