-----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, WL/44dyGlPzvLNXsf4tRfaZWO+UDEuXaWfvuD5avxRPgtW1ZiMAQaXn7DBPm4Y9c cNOGzsAwTAYgN026I4fS8g== 0000899751-10-000032.txt : 20100604 0000899751-10-000032.hdr.sgml : 20100604 20100604170830 ACCESSION NUMBER: 0000899751-10-000032 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100604 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100604 DATE AS OF CHANGE: 20100604 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TITAN INTERNATIONAL INC CENTRAL INDEX KEY: 0000899751 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES ROLLING MILLS (COKE OVENS) [3312] IRS NUMBER: 363228472 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12936 FILM NUMBER: 10879686 BUSINESS ADDRESS: STREET 1: 2701 SPRUCE ST CITY: QUINCY STATE: IL ZIP: 62301 BUSINESS PHONE: 2172286011 MAIL ADDRESS: STREET 1: 2701 SPRUCE ST CITY: QUINCY STATE: IL ZIP: 62301 FORMER COMPANY: FORMER CONFORMED NAME: TITAN WHEEL INTERNATIONAL INC DATE OF NAME CHANGE: 19930403 8-K 1 form8k.htm TITAN INTERNATIONAL, INC. FORM 8-K JUNE 4, 2010 form8k.htm  
 
 
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):  June 4, 2010
 

TITAN INTERNATIONAL, INC.
(Exact name of Registrant as specified in its Charter)


Illinois
1-12936
36-3228472
(State of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)

2701 Spruce Street, Quincy, IL 62301
 (Address of principal executive offices, including Zip Code)

(217) 228-6011
(Registrant’s telephone number, including area code)


Check the appropriate box below if the Form 8-K filling is intended to simultaneously satisfy the filing obligations 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))
 
 
 
 
 
INFORMATION TO BE INCLUDED IN THIS REPORT
 
Item 7.01  REGULATION FD DISCLOSURE

Titan International, Inc. announces early settlement date for its tender offer.  See press release dated June 4, 2010.

 
Item 9.01  FINANCIAL STATEMENTS AND EXHIBITS
 
(c)           Exhibits
 
 
99
Titan International, Inc.’s press release dated June 4, 2010, regarding Titan announcing early settlement date for its tender offer.
 
 
 
 
 


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.




 
TITAN INTERNATIONAL, INC.
 
(Registrant)

Date:
June 4, 2010
By:
/s/ Kent W. Hackamack
     
Kent W. Hackamack
     
Vice President of Finance and Treasurer
     
(Principal Financial Officer)
       

 
 
 

EXHIBIT INDEX


Exhibit No.
Description
   
99
Titan International, Inc.’s press release dated June 4, 2010, regarding Titan announcing early settlement date for its tender offer.



EX-99 2 ex99.htm PRESS RELEASE DATED JUNE 4, 2010 ex99.htm  
 
Exhibit 99

 
Titan Announces Early Settlement Date for Its Tender Offer

QUINCY, Ill. -  June 4, 2010 -  Titan International, Inc. (NYSE: TWI) today announced the early settlement date for its previously announced tender offer to purchase any and all of its outstanding 8% Senior Unsecured Notes due 2012 (the “Senior Notes”).
 
As of 5:00 p.m., New York City time, on June 3, 2010, the previously announced withdrawal deadline, according to information provided by the tender agent, $46,352,000 principal amount of the Senior Notes, representing 23.9% of the principal amount outstanding, had been validly tendered and not validly withdrawn, all of which had validly been tendered on or before 5:00 p.m., New York City time on May 26, 2010, the previously announced early tender time (the “Early Tender Time”).  Titan has accepted for purchase all such Senior Notes.  Holders of such Senior Notes will receive $1,050 per $1,000 principal amount of the Senior Notes, plus any accrued and unpaid interest up to, but not including, the early settlement date.  The early settlement date for such Senior Notes is expected to be June 7, 2010.
 
The tender offer expires at 12:00 midnight, New York City time, on June 10, 2010, unless extended (“Expiration Time”).  Holders of Senior Notes that are validly tendered after the Early Tender Time but before the Expiration Time, that have not been validly withdrawn and that are accepted for purchase will receive $1,000 per $1,000 principal amount of the Senior Notes, plus any accrued and unpaid interest up to, but not including, the final settlement date.
 
The tender offer is subject to the satisfaction or waiver of certain conditions, as more fully described in the offer to purchase and Titan’s press release, dated May 27, 2010.  Titan may amend, extend or terminate the tender offer in its sole discretion.  The complete terms and conditions of the tender offer are set forth in the offer to purchase, related letter of transmittal and press release, dated May 27, 2010, and holders are urged to read such tender offer documents carefully.
 
The sole dealer manager for the tender offer is Goldman, Sachs & Co.  Questions about the tender offer may be directed to the sole dealer manager at (800) 828-3182 (toll free).  Copies of the offer to purchase and related letter of transmittal may be obtained from Global Bondholder Services Corporation, the information agent for the tender offer, at (866) 470-4300 (toll free).
 
The tender offer is being made solely by means of the offer to purchase, the related letter of transmittal and the press release, dated May 27, 2010.  Under no circumstances shall this press release constitute an offer to purchase or the solicitation of an offer to sell the Senior Notes or any other securities of the company.  No recommendation is made as to whether holders of the Senior Notes should tender their Senior Notes.
 
This press release includes forward-looking statements that involve risks and uncertainties, including risks as detailed in Titan International, Inc.’s periodic filings with the Securities and Exchange Commission, including its annual report on Form 10-K for the year ended December 31, 2009.  The company cautions that any forward-looking statements included in this press release are subject to a number of risks and uncertainties and the company undertakes no obligation to publicly update or revise any forward-looking statements.
 
Titan International, Inc., a holding company, owns subsidiaries that supply wheels, tires and assemblies for off-highway equipment used in agricultural, earthmoving/construction and consumer (including all terrain vehicles) applications.
 

Contact: Courtney Leeser
Communications Coordinator
(217) 221-4489
 


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