-----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, KO8j4fXxBdGpNie9IKeIodYBhHJ2OAr3ydQq/RZETGxPFijilmEU+QgTxsTukPjB b7Q0cMbmMg3e955o9CLRTA== 0000950124-04-002519.txt : 20040521 0000950124-04-002519.hdr.sgml : 20040521 20040521112512 ACCESSION NUMBER: 0000950124-04-002519 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040521 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040521 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TECUMSEH PRODUCTS CO CENTRAL INDEX KEY: 0000096831 STANDARD INDUSTRIAL CLASSIFICATION: AIR COND & WARM AIR HEATING EQUIP & COMM & INDL REFRIG EQUIP [3585] IRS NUMBER: 381093240 STATE OF INCORPORATION: MI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-00452 FILM NUMBER: 04823115 BUSINESS ADDRESS: STREET 1: 100 E PATTERSON ST CITY: TECUMSEH STATE: MI ZIP: 49286 BUSINESS PHONE: 5174238411 MAIL ADDRESS: STREET 1: 100 EAST PATTERSON STREET CITY: TECUMSEH STATE: MI ZIP: 49286 8-K 1 k85764e8vk.txt CURRENT REPORT, DATED MAY 21, 2004 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): May 21, 2004 TECUMSEH PRODUCTS COMPANY (Exact name of registrant as specified in its charter) Michigan 0-452 38-1093240 (State or other jurisdiction (Commission File No.) (IRS Employer of incorporation) Identification No.) 100 East Patterson Street, Tecumseh, Michigan 49286 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (517) 423-8411 (Former name or former address, if changed since last report) ITEM 5. OTHER EVENTS AND REGULATION FD DISCLOSURE The registrant's press release dated May 21, 2004, regarding facility consolidation at Tecumseh Products Company is attached hereto as Exhibit 99.1. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits: Exhibit No. Description ---------- ----------- 99.1 Press release dated May 21, 2004 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. TECUMSEH PRODUCTS COMPANY Date: May 21, 2004 By /s/ JAMES S. NICHOLSON ----------------------------------- James S. Nicholson Vice President, Treasurer and Chief Financial Officer EXHIBIT INDEX Exhibit No. Description ---------- ----------- 99.1 Press release dated May 21, 2004 EX-99.1 2 k85764exv99w1.txt PRESS RELEASE DATED MAY 21, 2004 MAY 21, 2004 EXHIBIT 99.1 FOR IMMEDIATE RELEASE TECUMSEH PRODUCTS COMPANY (NASDAQ Symbols: TECUA and TECUB) TECUMSEH PRODUCTS COMPANY ANNOUNCES FACILITY CONSOLIDATION Tecumseh, Michigan, May 21, 2004....Tecumseh Products Company today announced facility consolidation actions affecting several of the Company's facilities in its North American Compressor and Electrical Components businesses. Actions within the Compressor business include a move of compressor machining and assembly operations from its Tecumseh, Michigan facility to its existing compressor facility located in Tupelo, Mississippi. In conjunction, after-market distribution operations located in Clinton, Michigan will be relocated to the Tecumseh facility. The facility consolidation is necessitated by the relocation of significant customer-base to overseas locations which has left the Company's North American Compressor operations with excess compressor manufacturing capacity. "Given the roots of our Company in Tecumseh, Michigan and the once prominent nature of these operations, the current downsizing of this facility is personally difficult; however, it will allow us to focus the Tecumseh facility on new growth areas of the business," said Todd Herrick, Chairman and CEO. "The Tecumseh facility will become the technology and manufacturing center for complete refrigeration systems, packaged refrigeration systems, condensing units and other value-added subassemblies, while Tupelo will be dedicated to North American-based compressor production. Our complete refrigeration systems business has grown significantly over the past year, and by focusing the Tecumseh facility on these higher value-added complete solutions for our customers, we will be poised for accelerating this growth." It is estimated that employment levels at the Tecumseh and Clinton facilities will decrease by approximately 340 people as a result of these actions. Layoffs are expected to begin on or after July 23, 2004 with completion of the related moves by the end of 2004. Employment increases in Tupelo are expected, on average, to be approximately one-half of those lost in Tecumseh. Actions in the Electrical Components business include the closure of the Company's manufacturing facility in St. Clair, Missouri. Gear machining operations will be consolidated into the Company's Salem, Indiana facility and motor assembly operations will be consolidated into the Company's Piedras Negras and Juarez, Mexico facilities. Other key business functions, such as engineering and sales, will remain in the area. This action represents the kind of synergy expected from the acquisition of FASCO that improves our competitiveness by increasing overall productivity and capacity utilization. While approximately 250 employees will be affected by the shutdown at the St. Clair facility, this action will result in a net reduction of approximately 40 employees. Layoffs are expected to begin on or after July 23, 2004 with cessation of all manufacturing operations by the end of the year. Until the terms of these actions have been fully negotiated with the United Steelworkers Union, which represents the Tecumseh and Clinton employees, the Company cannot fully evaluate the total cost of these actions. The current estimate, however, is expected to be $11 million to $14 million pre-tax, consisting primarily of asset impairments, moving and severance costs. Under current accounting rules, charges for these actions will likely be recognized over the remainder of the year with the majority of the cost, representing asset impairments, being recognized in the second quarter. Tecumseh Products Company is a full-line independent global manufacturer of hermetic compressors for residential and commercial refrigerators, freezers, water coolers, dehumidifiers, window air conditioning units and residential and commercial central system air conditioners and heat pumps; gasoline engines and power train for lawn mowers, lawn and garden tractors, garden tillers, string trimmers, snow throwers, industrial and agricultural applications and recreational vehicles; electric motors and components, including AC and DC motors, blowers, gear motors and linear actuators for a wide variety of industrial and consumer applications across a broad range of industries; and centrifugal pumps, sump pumps and small submersible pumps for industrial, commercial, marine and agricultural applications. This discussion contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to the safe harbor provisions created by that Act. Forward-looking statements can be identified by the use of terms such as "expects," "should," "may," "believes," "anticipates," "will," and other future tense and forward-looking terminology. Readers are cautioned that actual results may differ materially from those projected as a result of certain risks and uncertainties. For a description of these risks and uncertainties, refer to "Cautionary Statements Relating to Forward Looking Statements" in the Management's Discussion and Analysis section of Tecumseh Products Company's Annual Report to Shareholder and Form 10-K for the year ended December 31, 2003. Contact: Pat Walsh (517) 423-8455 Tecumseh Products Company -----END PRIVACY-ENHANCED MESSAGE-----