-----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, ERWyPOiXggqJChUaGadTJeuMkO3WvS8zz9kGWtVcwDXhgCI+lP3Dmj5UyGDu8s7x k5/rb4z4XE5/4xfPm4v1Gg== 0000950124-05-006023.txt : 20051031 0000950124-05-006023.hdr.sgml : 20051031 20051031160618 ACCESSION NUMBER: 0000950124-05-006023 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051027 ITEM INFORMATION: Cost Associated with Exit or Disposal Activities ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051031 DATE AS OF CHANGE: 20051031 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: 051166540 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 k99557e8vk.txt CURRENT REPORT, DATED OCTOBER 27, 2005 -------------------------- OMB APPROVAL -------------------------- OMB Number 3235-0060 Expires: March 31, 2006 Estimated average burden hours per response....28.0 -------------------------- =============================================================================== 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 27, 2005 TECUMSEH PRODUCTS COMPANY - ------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) MICHIGAN 0-452 38-1093240 - ------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) 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 (NOT APPLICABLE) - ------------------------------------------------------------------------------- (Former name or former address, if changed since last report.) 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 2.05 COST ASSOCIATED WITH EXIT OR DISPOSAL ACTIVITIES. On October 27, 2005 senior management approved the Engine & Power Train Group's plan to close our Corinth, Mississippi engine assembly plant and consolidate U.S. engine assembly activities at our Dunlap, Tennessee facility. Due to improvements in scheduling and productivity, as well as increased Brazilian production, we believe we will be able to respond to customer demand more efficiently from a single U.S. engine assembly facility. Layoffs are expected to begin on or after December 31, 2005, and we expect the transition to be substantially completed by March 31, 2006. We estimate the cost of this action to be $1.5 million consisting primarily of severance and asset relocation costs. Substantially all of these costs will require a cash payment which will be incurred in the fourth quarter 2005. October 28, 2005, we issued a press release about the shutdown of engine assembly operations at our Corinth, Mississippi plant. We are filing a copy of the press release as Exhibit 99.1 to this report. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. The following exhibit is filed with this report: Exhibit No. Description 99.1 Press release dated October 28, 2005 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. TECUMSEH PRODUCTS COMPANY Date: October 31, 2005 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 October 28, 2005 EX-99.1 2 k99557exv99w1.txt PRESS RELEASE, DATED OCTOBER 28, 2005 TECUMSEH PRODUCTS COMPANY EXHIBIT 99.1 (NASDAQ: TECUA and TECUB) October 28, 2005 Tecumseh, Michigan TECUMSEH ANNOUNCES CHANGE AT CORINTH, MISSISSIPPI PLANT Tecumseh Products Company announces that it will cease engine assembly operations in Corinth, Mississippi and consolidate such activities at its U.S. assembly facility in Dunlap, Tennessee. Approximately 280 people will be affected by the shutdown of the Corinth plant. Layoffs are expected to begin on or after December 31, 2005. "Improvements in scheduling and productivity, as well as increased Brazilian production, will now allow us to efficiently respond to customer demand from a single U.S. engine assembly facility," says Jim Bonsall of AlixPartners who also serves as President of Tecumseh's Engine & Power Train Group. AlixPartners was engaged by Tecumseh Products in August, 2005 to accelerate the implementation of the Engine & Power Train Group's performance improvement plan. Improving productivity and reducing excess capacity are key elements of the ongoing restructuring. The Corinth facility was originally established in 1996 to produce electric motors for U.S. built compressors, but the motor operations were recently concentrated in the Paris, Tennessee hermetic motor plant. Since March, 2004, the facility has been utilized for engine assembly to absorb peak production volumes in the U.S. "Since opening this facility in 1996, the employees of Corinth and the community have been very good to Tecumseh Products," said Todd W. Herrick, Chairman and CEO of Tecumseh. "Since its opening, the plant has had to continuously adapt its operations as many of the markets it served moved overseas." The Company is evaluating the Corinth facility as a potential shared central distribution warehouse serving Tecumseh Products Company's 14 U.S. production operations. The company estimates the cost of the Corinth shutdown to be $1.5 million, consisting primarily of severance and asset relocation costs. The majority of these costs will be incurred in the fourth quarter of 2005. 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 Shareholders and Form 10-K for the year ended December 31, 2004. Contact: Pat Walsh Director of Investor Relations Tecumseh Products Company (517) 423-8455 -----END PRIVACY-ENHANCED MESSAGE-----