-----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, KxcqiHBHTpNbg1XHTV3kHwSQWkQZcRwbCsaBTXALKRMFFqLZy/Mjs7JiAYq0QMh4 QduYh7bTcQ/tRVXyvMnhfQ== 0001341004-07-001864.txt : 20070615 0001341004-07-001864.hdr.sgml : 20070615 20070614183708 ACCESSION NUMBER: 0001341004-07-001864 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20070614 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070615 DATE AS OF CHANGE: 20070614 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MIDDLEBY CORP CENTRAL INDEX KEY: 0000769520 STANDARD INDUSTRIAL CLASSIFICATION: REFRIGERATION & SERVICE INDUSTRY MACHINERY [3580] IRS NUMBER: 363352497 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09973 FILM NUMBER: 07921045 BUSINESS ADDRESS: STREET 1: 1400 TOASTMASTER DRIVE CITY: ELGIN STATE: IL ZIP: 60120 BUSINESS PHONE: 8477413300 MAIL ADDRESS: STREET 1: 1400 TOASTMASTER DRIVE CITY: ELGIN STATE: IL ZIP: 60120 8-K 1 ch633587.htm



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): June 14, 2007

 

THE MIDDLEBY CORPORATION

 

(Exact Name of Registrant as Specified in its Charter)

 

Delaware

1-9973

36-3352497

(State or Other Jurisdiction

(Commission File Number)

(IRS Employer

of Incorporation)

 

Identification No.)

 

 

 

1400 Toastmaster Drive, Elgin, Illinois

60120

(Address of Principal Executive Offices)

(Zip Code)

 

(847) 741-3300

 

(Registrant’s telephone number, including area code)

 

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:

 

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


 

 

Item 7.01

Regulation FD Disclosure.

 

On June 14, 2007, The Middleby Corporation issued a press release announcing it has entered into an agreement to acquire the assets of MP Equipment Co., Inc. (“MP Equipment”). The acquisition is expected to close on July 2, 2007. A copy of that press release is furnished as Exhibit 99.1 hereto and is incorporated herein by reference.

The information furnished pursuant to this Current Report on Form 8-K (including the exhibit hereto) shall not be considered “filed” under the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into future filings by the Company under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, as amended, unless the Company expressly sets forth in such future filing that such information is to be considered “filed” or incorporated by reference therein.

 

Item 9.01.

Financial Statements and Exhibits.

 

 

 

(d)        Exhibits.

 

Exhibit No.

 

Description

 

 

 

Exhibit 99.1

 

Press release dated June 14, 2007 of The Middleby Corporation.

 

 

 


 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

THE MIDDLEBY CORPORATION

 

 

 

Dated: June 14, 2007

By:

/s/ Timothy J. FitzGerald

 

 

Timothy J. FitzGerald

 

 

Vice President and

 

 

Chief Financial Officer

 

 


 

 

Exhibit Index

 

Exhibit No.

 

Description

 

 

 

Exhibit 99.1

 

Press release dated June 14, 2007 of The Middleby Corporation.

 

 

 

 

GRAPHIC 2 img1.gif GRAPHIC begin 644 img1.gif M1TE&.#=A(P($`'<``"'^&E-O9G1W87)E.B!-:6-R;W-O9G0@3V9F:6-E`"P` M````(P($`(`````!`@,"+X2/J EX-99 3 exhibit99-1.htm EXHIBIT 99.1 - PRESS RELEASE


Exhibit 99.1

 

The Middleby Corporation Enters Agreement to Acquire Business

of MP Equipment Company

 

ELGIN, IL.--(BUSINESS WIRE) -- June 14, 2007 -- The Middleby Corporation (NASDAQ:MIDD) today announced it has entered into an agreement to acquire the assets of MP Equipment Company. The acquisition is expected to close on July 2, 2007. MP Equipment manufactures and distributes a variety of equipment for the food processing industry including breading, battering, mixing, forming, and slicing equipment. This business, located in Suwanee, Georgia, had annual revenues in excess of $20 million in 2006. This acquisition expands Middleby’s platform in food processing equipment and compliments the current lineup of cooking, chilling and packaging products under the Alkar and Rapidpak brands.

 

“MP Equipment has realized significant growth over the past few years due to its introduction of innovative products and strong sales organization,” commented Chairman and Chief Executive Officer, Selim A. Bassoul. “The addition of MP Equipment to our current food processing companies allows Middleby to offer a more complete lineup of complimentary equipment to our customers and will strengthen our presence in the poultry and seafood processing sectors.” Mr. Bassoul continued, “MP Equipment has an exciting pipeline of new products and a capable management team that will continue to lead the growth strategy at this division. This growth strategy at MP Equipment will be enhanced by the engineering and manufacturing capabilities of Middleby.”

 

Statements in this press release or otherwise attributable to the Company regarding the Company's business which are not historical fact are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The Company cautions investors that such statements are estimates of future performance and are highly dependent upon a variety of important factors that could cause actual results to differ materially from such statements. Such factors include variability in financing costs; quarterly variations in operating results; dependence on key customers; international exposure; foreign exchange and political risks affecting international sales; changing market conditions; the impact of competitive products and pricing; the timely development and market acceptance of the Company's products; the availability and cost of raw materials; and other risks detailed herein and from time-to-time in the Company's SEC filings.

 

The Middleby Corporation is a global leader in the foodservice equipment industry. The company develops, manufactures, markets and services a broad line of equipment used for commercial food cooking, preparation and processing. The company's leading equipment brands include Blodgett®, Blodgett Combi®, Blodgett Range®, CTX®, Houno®, Jade®, MagiKitch'n®, Middleby Marshall®, Pitco Frialator®, Southbend®, Nu-Vu®, Alkar®, RapidPak® and Toastmaster®. Middleby's international subsidiary, Middleby Worldwide, is a leading exporter and distributor of foodservice and the Middleby Philippines Corporation, is a leading supplier of specialty equipment in the Asian markets. The Middleby Corporation was recognized by Business Week as one of the Top 100 Hot Growth Companies of 2007, by Crain’s Chicago Business as one of the Fastest 50 Growth Companies in 2007, and by Forbes as one of the Best Small Companies in 2006.

 

For more information about The Middleby Corporation and the company brands, please visit www.middleby.com.

# # #

 

Contact:

Darcy Bretz, Investor and Public Relations, (847) 429-7756

 

Tim Fitzgerald, Chief Financial Officer, (847) 429-7744

 

 

 

 

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