-----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, TlkjgpxSYdSNdk1zKpYgCHnyXyIL+aiJpKe1k441uAKii5QwqYEj+psElDg7/nCZ aLGGmcN4wxW4ZDLdzaftGQ== 0001003297-09-000194.txt : 20090904 0001003297-09-000194.hdr.sgml : 20090904 20090904160753 ACCESSION NUMBER: 0001003297-09-000194 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090904 ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090904 DATE AS OF CHANGE: 20090904 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 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13854 FILM NUMBER: 091056322 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 1 esalamo8k.htm Alamo Group Inc. 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 4, 2009

 

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 9.01    Financial Statements and Exhibits

            (This information is furnished pursuant to Item 12 - Results of Operations and Financial Condition under Item 9 of Form 8-K as directed in accordance with interim guidance provided by the Securities and Exchange Commission.)

On September 4, 2009, Alamo Group Inc. issued a press release announcing, the signing of an agreement to acquire the majority of the assets and assume certain liabilities of Bush Hog LLC.   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.        

 

 

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.

 

Date: September 4, 2009

By:    /s/ Robert H. George

 

            Robert H. George,

 

            Vice President-Administration

 

 

 

 

 

EXHIBIT INDEX

 

Exhibit No.

Description

 

99.1

Press release

 


2

 EX-99.1 2 es99-1.htm Exhibit 99.1

 

 

 

 

 

 

                                                           

  For:

Alamo Group Inc.
   

                                                                             

  Contact:

Robert H. George
   

Vice President

   

830-372-9621

For Immediate Release

   

FD
   

Eric Boyriven/Alexandra Tramont
   

212-850-5600

 

 

ALAMO GROUP TO ACQUIRE ASSETS OF BUSH HOG

 

SEGUIN, Texas, September 4, 2009 – Alamo Group Inc. (NYSE: ALG) announced it has signed an agreement to acquire the majority of the assets and assume certain liabilities of Bush Hog, LLC (“Bush Hog”), a leader in the design, manufacture, distribution and service of rotary cutters and other agricultural implements and equipment.  The purchase consideration is 1.7 million shares of Alamo Group Inc. common stock which, after the closing, would represent approximately 14.5% of the outstanding common stock of Alamo Group.  The purchase includes substantially all of the ongoing business of Bush Hog, including the Bush Hog brand name and all related product names and trademarks.  The purchase is expected to close within 90 days, assuming customary regulatory approvals and the completion of other standard requirements.

 

Ron Robinson, Alamo Group’s President and Chief Executive Officer commented, “This is an exciting development for Alamo.  Bush Hog is the leading manufacturer of agricultural mowing equipment in North America and has the most recognized name in the industry.  This acquisition is very synergistic with our North American Agricultural Division and together we will be able to offer the market the broadest range of products in this sector of the industry.”

 

Based in Selma, Alabama, Bush Hog principally sells its products across North America through a network of independent dealers and distributors.  Bush Hog had fiscal 2008 revenue of $160 million.  Their product line includes rotary cutters, finishing mowers, zero turn mowers, front-end loaders, backhoes, landscape equipment and a variety of other implements.  Duane Prentice, Bush Hog’s President since September 2008, will remain in that capacity with the new Bush Hog subsidiary of Alamo Group following the completion of the transaction.  Bush Hog will continue to manufacture at its Selma, Alabama facility, which is included in the acquisition.  Upon completion of the transaction, Bush Hog will become part of Alamo’s North American Agricultural Division. 

 

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ALAMO GROUP TO ACQUIRE ASSETS OF BUSH HOG

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Mr. Robinson continued, “While Bush Hog is being impacted by the current economic weakness seen across the agricultural sector, we believe the combined organization will be a strong force in the market both today and tomorrow.  We are dedicated to not only maintaining Bush Hog’s presence in the market, but to providing it with the resources to expand and grow when market conditions improve.”

 

In conjunction with the transaction, CC Industries, Inc., Bush Hog’s current owner, will have the right to nominate a director to Alamo’s board.  Mr. Robinson stated, “CC Industries has been the owner of Bush Hog since 2000 and we see their ongoing involvement as a strong display of confidence in the opportunity for the combined companies.”

 

Bill Crown, President and Chief Executive Officer of CC Industries, added, “The combined strengths of Bush Hog and Alamo Group create a unique growth opportunity in the industry.  We are proud to have been owners of Bush Hog and look forward to participating in the long-term success of Alamo Group.”

 

CC Industries, headquartered in Chicago, is the holding and management company for the Crown family’s privately held operating companies, which include Great Dane Limited Partnership, Gillig LLC and Provisur Technologies, Inc.  Lincoln International LLC advised Bush Hog in this transaction. 

 

Alamo Group has received the required consent to enter into this transaction under its Amended and Restated Revolving Credit Agreement with its lenders.  The consent allows for the acquisition of Bush Hog and provides for certain changes to the credit facility to meet the needs of the combined entities.

 

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 after market parts and services.  The Company, founded in 1969, has over 2,215 employees and operates seventeen plants in North America and Europe as of June 30, 2009.  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 TO ACQUIRE ASSETS OF BUSH HOG

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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, general economic conditions 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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