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