-----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, PHxVJjf5GaD5DrMU3fU7LG+PFjAXHzt5z3eH/yQ/NXOq4oT6Dc075Cc0wDzms+w0 Ec9ZqmSiHHuMfFcqvsaXng== 0000950152-97-003617.txt : 19970508 0000950152-97-003617.hdr.sgml : 19970508 ACCESSION NUMBER: 0000950152-97-003617 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970501 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19970507 SROS: NONE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHART INDUSTRIES INC CENTRAL INDEX KEY: 0000892553 STANDARD INDUSTRIAL CLASSIFICATION: FABRICATED PLATE WORK (BOILER SHOPS) [3443] IRS NUMBER: 341712937 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11442 FILM NUMBER: 97597064 BUSINESS ADDRESS: STREET 1: 35555 CURTIS BLVD CITY: EASTLAKE STATE: OH ZIP: 44095 BUSINESS PHONE: 2169462525 8-K 1 CHART INDUSTRIES, INC. 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): May 1, 1997 ----------- Chart Industries, Inc. ----------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 1-11442 34-1712937 - ------------------ ------------- ------------------- (State or other (Commission (I.R.S. Employer jurisdiction of File Number) Identification No.) incorporation) 35555 Curtis Boulevard, Eastlake, Ohio 44095 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (216) 946-2525 ------------------------- 2 Item 5. Other Events. ------------- Chart Industries, Inc. (the "Company") issued a News Release on May 1, 1997, a copy of which is filed as Exhibit 99. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits. ------------------------------------------------------------------ (c) Exhibits. 99 News Release dated May 1, 1997, from the Company. 3 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. CHART INDUSTRIES, INC. Date: May 1, 1997 By: /s/ Thomas F. McKee --------------------- Thomas F. McKee Secretary 4 EXHIBIT INDEX ------------- Exhibit Description of Exhibit ------- ---------------------- 99 News Release dated May 1, 1997. EX-99 2 EXHIBIT 99 1 Exhibit 99 [CHART INDUSTRIES LETTERHEAD] FOR IMMEDIATE RELEASE Contact: Don A. Baines, Chief Financial Officer Chart Industries, Inc. (216) 946-2525 CHART INDUSTRIES TO ACQUIRE CRYENCO SCIENCES Eastlake, Ohio - May 1, 1997 - Chart Industries, Inc. (NYSE: CTI) announced today that it has signed a definitive agreement to acquire Cryenco Sciences, Inc. (Nasdaq: CSCI). Under the agreement, a wholly-owned Chart subsidiary would acquire all of the common stock of Cryenco for approximately $21 million, or $2.75 per share, in cash, plus the assumption of Cryenco's bank debt. The transaction is contingent upon approval by Cryenco shareholders, the expiration of certain governmental waiting periods, and certain other matters. Chart expects the transaction to be completed in the third quarter of 1997. Further details of the agreement were not disclosed. Commenting on the acquisition, Arthur S. Holmes, Chart's Chairman and CEO, said, "We are very excited to add Cryenco to the Chart family of companies. Cryenco's product lines complement Chart's cryogenic technology and capabilities. The addition of Cryenco will dramatically broaden Chart's presence in many of its current markets while exposing Chart to new market areas. We expect the acquisition to be accretive to earnings and to provide significant potential for future financial growth." Cryenco manufactures primarily vacuum-jacketed containment systems for storing and transporting cryogenic liquids. These engineered products serve customers in the industrial gas, hydrocarbon and helium markets as well as the medical, aerospace, food, and pharmaceutical industries. Cryenco's products include cryogenic road transport trailers for oxygen, nitrogen, argon, and LNG; proprietary TVAC(R) intermodel tank containers; and MRI cryostats. In addition, Cryenco has been a developer of proprietary products for LNG and CNG fueling for the transportation market. Cryenco operates out of two manufacturing facilities in Denver, Colorado. In its fiscal year ended August 31, 1996, Cryenco had sales of $31.3 million and earned $527,000. Chart's calendar year 1996 sales were $148 million with net income of $15 million. For the first quarter of 1997, Chart earned $4.5 million, or $0.45 per share, on sales of $42.4 million, increases of 40 percent and 20 percent, respectively, over the prior-year period. Chart Industries, Inc. manufactures an extensive line of low-temperature and cryogenic equipment used to purify, liquefy, store and transport such commonly used gases as helium, nitrogen, oxygen, argon and natural gas for further use in a multitude of industrial, commercial and scientific applications. Chart also produces high-vacuum systems for metallic coating and stainless steel tubing. Headquartered in Eastlake, Ohio, Chart has operations located in Arkansas, California, Louisiana, Massachusetts, New Hampshire, Ohio, Pennsylvania and Wisconsin. -----END PRIVACY-ENHANCED MESSAGE-----