-----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, TYZapkcxg7AsCCrD+bqm8VfjcMmRoN+Kli2K0JanNJG7W0D3MKP+a0Wjo8Zji+Zq X8iD0TKuR06d0B6mt2jD+g== 0001003297-09-000247.txt : 20091028 0001003297-09-000247.hdr.sgml : 20091028 20091028113636 ACCESSION NUMBER: 0001003297-09-000247 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20091022 ITEM INFORMATION: Completion of Acquisition or Disposition of Assets ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20091028 DATE AS OF CHANGE: 20091028 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: 091140911 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 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): October 22, 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 2.01.  Completion of Acquisition or Disposition of Assets

 

On October 22, 2009, Alamo Group Inc. (the “Company”) completed the acquisition of the majority of the assets of Bush Hog, LLC (“Bush Hog”) according to the terms and conditions which were previously announced on September 4, 2009.  As consideration for the assets acquired, the Company issued 1.7 million unregistered shares of Alamo Group Inc. common stock ($.10 par value) and assumed certain operating liabilities, though no funded debt.

 

The foregoing summary of certain terms of the Asset Purchase Agreement does not purport to be complete, and is subject to and qualified in its entirety by reference to the Asset Purchase Agreement, a copy of which was filed as Exhibit 2.1 on Form 8-K dated September 10, 2009.

 

 

Item 8.01.  Other Events

 

            The Company issued a press release on October 22, 2009 announcing the closing of the Acquisition.

 

            A copy of the press release is attached hereto as Exhibit 99.1.

 

Item 9.01.  Financial Statements and Exhibits.

 

(a)  Financial Statements of Business Acquired

The financial statements required by Item 9.01(a) of Form 8-K will be filed by amendment no later than 71 calendar days after the date this Current Report on Form 8-K must be filed.

 

(b)  Pro Forma Financial Information

The pro forma financial information required by Item 9.01(b) of Form 8-K will be filed by amendment no later than 71 calendar days after the date this Current Report on Form 8-K must be filed.

 

 

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: October 28, 2009

By:    /s/ Robert H. George

 

            Robert H. George,

 

            Vice President-Administration

 

 

 

 


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EXHIBIT INDEX

 

Exhibit No.

Description

 

99.1

Press release dated October 22, 2009

 


3

 

 

 

 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 COMPLETES ACQUISITION OF BUSH HOG

 

SEGUIN, Texas, October 22, 2009 – Alamo Group Inc. (NYSE: ALG) announced that effective today it has completed the acquisition of the majority of the assets of Bush Hog, LLC (“Bush Hog”) according to the terms and conditions which were previously announced on September 4, 2009.  As consideration for the assets acquired, the Company issued 1.7 million unregistered shares of Alamo Group Inc. common stock ($.10 par value) and assumed certain operating liabilities, though no funded debt.

 

Bush Hog is the leading manufacturer of agricultural mowing equipment in North America and has the most recognized name in the industry.  The combination of Bush Hog’s product line with Alamo Group’s range of agricultural mowers marketed under the Rhino, Schulte, Spearhead, Bomford, McConnel and Twose brands, creates the largest manufacturer of agricultural mowers in the world.

 

Bush Hog had revenues of approximately $160 million for the fiscal year ended December 31, 2008, though, due to the current economic weakness and restructuring taking place within the business, we estimate their sales for all of 2009 will be in the range of $110 million.

 

Ron Robinson, Alamo Group’s President and Chief Executive Officer commented, “This is a great opportunity for our Company and will significantly expand our North America agricultural footprint.  While Bush Hog will continue to be run as a separate brand through its existing sales network, we believe there are very positive operational synergies that will result from this combination.”

 

“The acquisition will probably not be accretive to Alamo Group in the remainder of 2009 due to the weak market conditions and reorganization costs that typically come with such a transaction.  But, we believe it will add to our results in 2010 and positions us well to benefit from the eventual recovery of the market place.”

 

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ALAMO GROUP TO ACQUIRE ASSETS OF BUSH HOG    

PAGE 2

 

 

 

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 was founded in 1969, and with the Bush Hog acquisition, has over 2,500 employees and operates eighteen plants in North America and Europe as of October 22, 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.

 

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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