0000897077-11-000036.txt : 20111021 0000897077-11-000036.hdr.sgml : 20111021 20111021103849 ACCESSION NUMBER: 0000897077-11-000036 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20111018 ITEM INFORMATION: Completion of Acquisition or Disposition of Assets ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20111021 DATE AS OF CHANGE: 20111021 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ALAMO GROUP INC CENTRAL INDEX KEY: 0000897077 STANDARD INDUSTRIAL CLASSIFICATION: FARM MACHINERY & EQUIPMENT [3523] IRS NUMBER: 741621248 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-13854 FILM NUMBER: 111151454 BUSINESS ADDRESS: STREET 1: 1627 E WALNUT CITY: SEGUIN STATE: TX ZIP: 78155 BUSINESS PHONE: 8303791480 MAIL ADDRESS: STREET 1: P.O. BOX 549 STREET 2: 1627 EAST WALNUT CITY: SEGUIN STATE: TX ZIP: 78155 8-K/A 1 alg-8k.htm ALG-8K


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): October 18, 2011
 
Alamo Group Inc.
(Exact name of registrant as specified in its charter)
 
State of Delaware
0-21220
74-1621248
(State or other jurisdiction of incorporation)
(Commission File No.)
(IRS Employer Identification No.)
 
 
1627 E. Walnut Seguin, Texas 78155
(Address of Principal executive offices)
 
Registrant's telephone number, including area code:
(830) 379-1480
 
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 2.01 COMPLETION OF ACQUISITION OR DISPOSTION OF ASSETS

On October 19, 2011, Alamo Group Inc. issued a press release announcing, the purchase of a majority of the assets and assume certain specific liabilities of Tenco Group Inc. and its subsidiaries, effective October 18, 2011. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K. The foregoing description is qualified by reference to such exhibit.
The information furnished in this report, including the exhibit, shall not be deemed to be incorporated by reference into any of Alamo Group filings with the SEC under the Securities Act of 1933, except as shall be expressly set forth by specific reference in any such filing, and shall not be deemed to be "filed" with the SEC under the Securities Exchange Act of 1934.
A copy of the Corporation's press release announcing the closing of the acquisition is attached hereto as Exhibit 99.1 and is incorporated in this report by reference.
    



Item 9.01    FINANCIAL STATEMETNS AND EXHIBITS
(d) Exhibits:
Exhibit 99.1 - Press Release dated October 19, 2011.





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.
 
October 21, 2011
By:  /s/ Robert H. George              
 
Robert H. George,
 
Vice President-Administration
 
 
 
 





EXHIBIT INDEX
 
Exhibit No.
Description
 
99.1
Press release


EX-99.1 2 alg-ex991.htm NEWS RELEASE ALG-EX99.1
 
For:
Alamo Group Inc.
 
 
                                                                             
 
Contact:
Robert H. George
 
 
Vice President
 
 
830-372-9621
For Immediate Release
 
 
 
 
FTI Consulting, Inc.
 
 
Eric Boyriven/Alexandra Tramont
 
 
212-850-5600

ALAMO GROUP ACQUIRES TENCO GROUP

SEGUIN, Texas, October 19, 2011 - Alamo Group Inc. (NYSE: ALG) announced that effective yesterday it has acquired substantially all of the assets and business of Tenco Group Inc. and its subsidiaries. (“Tenco”), a Canadian based manufacturer and distributor of snow and ice removal equipment, for approximately CDN $6 million in cash, plus the assumption of certain specified liabilities and subject to post closing adjustments.

Tenco's principal markets are in Canada and the United States with operations in both countries. Tenco's sales for their most recent fiscal year ending March 31, 2011 were approximately CDN $35 million. Tenco's Canadian operations had been operating under Receivership Orders from the Quebec Superior Court since July 25, 2011, and this acquisition was approved by the Court on October 17, 2011.

Ron Robinson, Alamo Group's President and Chief Executive Officer commented, “This is an excellent opportunity for us to expand our presence in snow removal equipment in North America, as Tenco complements and broadens our current range of Henke products in this sector. They have strong brand recognition that will enhance Alamo's overall presence, particularly in Canada and the northeastern United States. Tenco's business is in-line with our acquisition strategy and we believe it will be accretive to Alamo's 2012 results.”

Alamo Group is a leader in the design, manufacture, distribution and service of high quality equipment for right-of-way maintenance and agriculture. Our products include truck and tractor mounted mowing and other vegetation maintenance equipment, street sweepers, snow removal equipment, pothole patchers, excavators, vacuum trucks, agricultural implements and related aftermarket parts and services. The Company, founded in 1969, had approximately 2,400 employees and operates eighteen plants in North America and Europe as of September 30, 2011. The corporate offices of Alamo Group Inc. are located in Seguin, Texas and the headquarters for the Company's European operations are located in Salford Priors, England.









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ALAMO GROUP ACQUIRES TENCO GROUP


This release contains forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause the Company's actual results in future periods to differ materially from forecasted results. Among those factors which could cause actual results to differ materially are the following: market demand, competition, weather, seasonality, currency-related issues, and other risk factors listed from time to time in the Company's SEC reports. The Company does not undertake any obligation to update the information contained herein, which speaks only as of this date.

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