0001193125-12-146068.txt : 20120402 0001193125-12-146068.hdr.sgml : 20120402 20120402162045 ACCESSION NUMBER: 0001193125-12-146068 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20120328 ITEM INFORMATION: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20120402 DATE AS OF CHANGE: 20120402 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GARDNER DENVER INC CENTRAL INDEX KEY: 0000916459 STANDARD INDUSTRIAL CLASSIFICATION: GENERAL INDUSTRIAL MACHINERY & EQUIPMENT [3560] IRS NUMBER: 760419383 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13215 FILM NUMBER: 12733523 BUSINESS ADDRESS: STREET 1: 1500 LIBERTY RIDGE DRIVE, SUITE 3000 CITY: WAYNE STATE: PA ZIP: 19087 BUSINESS PHONE: 6102492000 MAIL ADDRESS: STREET 1: 1500 LIBERTY RIDGE DRIVE, SUITE 3000 CITY: WAYNE STATE: PA ZIP: 19087 FORMER COMPANY: FORMER CONFORMED NAME: GARDNER DENVER MACHINERY INC DATE OF NAME CHANGE: 19931221 8-K 1 d328187d8k.htm FORM 8-K 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) March 28, 2012

 

 

Gardner Denver, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-13215   76-0419383

(State or other

jurisdiction of

incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

1500 Liberty Ridge Drive, Suite 3000

Wayne, PA

  19087
(Address of principal executive offices)   (Zip Code)

(610) 249-2000

(Registrant’s telephone number, including area code)

 

 

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 (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(b) On March 28, 2012, T. Duane Morgan, age 62, announced his intention to retire as Vice President, Gardner Denver, Inc. (the “Company”) and President, Engineered Products Group, effective May 1, 2012. Barry L. Pennypacker, the Company’s President and Chief Executive Officer, will provide oversight of the Engineered Products Group until a successor is named.

 

Item 7.01 Regulation FD Disclosure.

On April 2, 2012, the Company issued a press release (the “Press Release”) announcing the retirement of Mr. Morgan and the appointment of Brian L. Cunkelman, age 43, as Vice President, Gardner Denver, Inc. and President, Industrial Products Group, effective immediately. A copy of the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information furnished in this Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for purposes of Section 18 of the Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, unless the Company specifically states that the information is to be considered “filed” under the Exchange Act or incorporates it by reference into a filing under the Exchange Act or the Securities Act of 1933, as amended.

 

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit No.

  

Description

99.1    Gardner Denver, Inc. Press Release, dated April 2, 2012

 

2


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 thereunto duly authorized.

 

    GARDNER DENVER, INC.
Date: April 2, 2012     By:   /s/ Brent A. Walters
      Brent A. Walters
     

Vice President, General Counsel,

Chief Compliance Officer & Secretary

 

3


EXHIBIT INDEX

 

Exhibit No.

  

Description

99.1    Gardner Denver, Inc. Press Release, dated April 2, 2012

 

4

EX-99.1 2 d328187dex991.htm GARDNER DENVER, INC. PRESS RELEASE Gardner Denver, Inc. Press Release

Exhibit 99.1

 

LOGO

 

 

PRESS RELEASE

 

 

FOR IMMEDIATE RELEASE

April 2, 2012    Contact: Michael M. Larsen        
   Vice President and CFO
   (610) 249-2002

GARDNER DENVER ANNOUNCES KEY LEADERSHIP CHANGES

WAYNE, PA, April 2, 2012 – Gardner Denver, Inc. (NYSE: GDI) today announced the appointment of Brian L. Cunkelman, age 43, as Vice President, Gardner Denver, Inc. and President, Industrial Products Group (IPG), effective immediately.

Mr. Cunkelman joined Gardner Denver in 2010 as Vice President, IPG Americas, and was promoted in 2011 to his current role as Vice President and General Manager for Emco Wheaton, a division of Gardner Denver, headquartered in Germany. In his new role, Mr. Cunkelman will remain based in Europe, which represents a substantial portion of IPG’s global operations.

Previously, Mr. Cunkelman was Vice President of the Engineering Solutions business unit for Dell Corporation, and spent more than 17 years with Wabtec Corporation in a variety of operational and business leadership roles of increasing responsibility. These roles included Product Development, Operations Management, International Business Development, and Aftermarket Development. Brian holds a Bachelor of Science degree in Mechanical Engineering from Brown University and has extensive experience in implementing Lean principles.

“I am very pleased to announce Brian’s promotion to the President of the Industrial Products Group,” said Barry L. Pennypacker, Gardner Denver’s President and Chief Executive Officer. “Brian has a proven track record of generating strong results in previous businesses and his recent experience managing the IPG Americas business makes him a great fit for this role as we continue to execute on our five point growth strategy. Brian’s in-depth knowledge of the Gardner Denver Way will enable us to continue to drive innovation and velocity throughout the global IPG enterprise.”

Concurrently, Gardner Denver, Inc. today announced the retirement of T. Duane Morgan, age 62, effective May 1, 2012. Mr. Morgan is currently Vice President, Gardner Denver, Inc. and President, Engineered Products Group (EPG). He joined the Company as Vice President and General Manager of the Gardner Denver Fluid Transfer Division in 2005.


“I thank Duane for his strong leadership over the past seven years,” said Mr. Pennypacker. “Duane has made tremendous contributions to organic growth and margin expansion within the EPG business. In addition, Duane has helped us prepare and build a strong bench of talented leaders, which will allow for a smooth transition with regards to his planned retirement.”

With Mr. Morgan’s retirement, the General Managers for Gardner Denver’s Petroleum and Industrial Pumps, Thomas, and Nash divisions in EPG will report directly to Mr. Pennypacker.

Corporate Profile

Gardner Denver, Inc., with 2011 revenues of approximately $2.4 billion, is a leading worldwide manufacturer of highly engineered products, including compressors, liquid ring pumps and blowers for various industrial, medical, environmental, transportation and process applications, pumps used in the petroleum and industrial market segments and other fluid transfer equipment, such as loading arms and dry break couplers, serving chemical, petroleum and food industries. Gardner Denver’s news releases are available by visiting the Investors section on the Company’s website (www.GardnerDenver.com).

Forward-Looking Information

All of the statements in this release, other than historical facts, are forward-looking statements made in reliance upon the safe harbor of the Private Securities Litigation Reform Act of 1995. As a general matter, forward-looking statements are those focused upon anticipated events or trends, expectations, and beliefs relating to matters that are not historical in nature. Such forward-looking statements are subject to uncertainties and factors relating to the Company’s operations and business environment, all of which are difficult to predict and many of which are beyond the control of the Company. The actual future performance of the Company could differ materially from such statements. Risks that could cause results to differ materially from those matters expressed in or implied by such forward-looking statements are set forth under “Risk Factors” in the Company’s Form 10-K for the fiscal year ended December 31, 2011. The Company does not undertake, and hereby disclaims, any duty to update these forward-looking statements, although its situation and circumstances may change in the future.

# # #

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