-----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, QaRpagGZDVODWT3lDJDnFO/vW2UaSeZR8eazmbfw/a5Fty5qzk3HKWo0PB5jbd2Y fo/Oco6txw9ZRdQ46dPZpg== 0001299933-07-002097.txt : 20070405 0001299933-07-002097.hdr.sgml : 20070405 20070405154158 ACCESSION NUMBER: 0001299933-07-002097 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070404 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070405 DATE AS OF CHANGE: 20070405 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TELEFLEX INC CENTRAL INDEX KEY: 0000096943 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 231147939 STATE OF INCORPORATION: DE FISCAL YEAR END: 1226 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05353 FILM NUMBER: 07751896 BUSINESS ADDRESS: STREET 1: 155 SOUTH LIMERICK ROAD STREET 2: CORPORATE OFFICES CITY: LIMERICK STATE: PA ZIP: 19468 BUSINESS PHONE: 610 948-5100 MAIL ADDRESS: STREET 1: 155 SOUTH LIMERICK ROAD CITY: LIMERICK STATE: PA ZIP: 19468 8-K 1 htm_19404.htm LIVE FILING Teleflex Incorporated (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):   April 4, 2007

Teleflex Incorporated
__________________________________________
(Exact name of registrant as specified in its charter)

     
Delaware 1-5353 23-1147939
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
155 South Limerick Road, Limerick, Pennsylvania   19468
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   610-948-5100

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:

[  ]  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 7.01 Regulation FD Disclosure.

On April 4, 2007, Teleflex Incorporated (the "Company") issued a press release, a copy of which is furnished as Exhibit 99.1 to this Current Report.

The information furnished pursuant to Item 7.01 of this Current Report, including Exhibit 99.1 hereto, shall not be considered "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of such section, nor shall it be incorporated by reference into future filings by the Company under the Securities Act of 1933, as amended or under the Securities Exchange Act of 1934, as amended, unless the Company expressly sets forth in such future filing that such information is to be considered "filed" or incorporated by reference therein.





Item 9.01 Financial Statements and Exhibits.

(c) Exhibits.

99.1 Press Release dated April 4, 2007.






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.

         
    Teleflex Incorporated
          
April 5, 2007   By:   Kevin K. Gordon
       
        Name: Kevin K. Gordon
        Title: Executive Vice President and Chief Financial Officer


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Press Release
EX-99.1 2 exhibit1.htm EX-99.1 EX-99.1

Exhibit 99.1

     
Teleflex ®
  NEWS

155 South Limerick Road, Limerick, PA 19468 USA — Phone: 610-948-5100 — Fax: 610-948-0811

     
Contact:
  Julie McDowell
Vice President, Corporate Communications
610-948-2836
     
FOR IMMEDIATE RELEASE
  April 4, 2007

Teleflex Agrees to Sell Precision-Machined Components Business
to GKN plc

Limerick, PA – Teleflex Incorporated (NYSE: TFX) today announced the signing of an agreement to sell Teleflex Aerospace Manufacturing Group (TAMG), a precision-machined components business that is part of its Aerospace Segment, to GKN plc, a leading global supplier of technology-based, highly engineered products. The transaction is subject to regulatory and other approvals and is expected to be completed in the second quarter of 2007. Terms of the transaction were not disclosed.

With annual revenues of over $130 million in 2006, TAMG specializes in design and manufacture of precision-machined aircraft engine components utilizing complex metal shaping and electrochemical machining techniques. The business serves leading aircraft engine manufacturers and employs over 600 people in seven manufacturing sites located in the United States, England, France and Mexico.

GKN Aerospace is a leader in the design and manufacture of composite and complex metal aircraft structures and specialty products for commercial and military aviation markets. It is a global independent first tier supplier to aircraft and aero engine manufacturers. GKN Aerospace has over 6800 employees and 24 centers in Europe and North America.

“Teleflex maintains a strong position in the aerospace industry through our specialty aircraft engine repairs, actuation, cargo containment, and cargo-handling systems businesses. This transaction reflects our increased focus on designing, manufacturing, marketing and supporting branded systems and services which provide Teleflex direct access to airlines and aftermarket opportunities. We are pleased to be transitioning the ownership of TAMG to an industry leader with strong OEM customer relationships,” stated Jeffrey P. Black, chairman and chief executive officer.

(MORE)

As a result of the signing of this agreement, TAMG will be reflected in the Company’s future consolidated financial statements as a discontinued operation. The Company expects the strong current performance of businesses in continuing operations to partially offset the loss of future earnings resulting from this transaction. As a result, the Company now anticipates diluted earnings per share from continuing operations for the full year 2007 before restructuring charges and gains will be in the range of $4.05 to $4.25 per diluted share.

The transaction is expected to result in an after tax gain on sale of assets of approximately $50 million or $1.25 per diluted share. The Company continues to expect restructuring charges for the year to be in the range of $6 to $9 million or $0.11 to $0.16 per diluted share.

About Teleflex Incorporated
Teleflex is a diversified company with 2006 annual revenues of more than $2.6 billion. The company designs, manufactures and distributes quality engineered products and services for the commercial, medical, and aerospace markets worldwide. Teleflex employs more than 19,000 people worldwide who focus on providing innovative solutions for customers. Additional information about Teleflex can be obtained from the company’s website at www.teleflex.com.

Forward-looking information:
This press release contains forward-looking statements, including, but not limited to, statements relating to the expected completion date of the sale of TAMG, expected gains or losses resulting from divestitures, expected full year diluted earnings per share from continuing operations before and after giving the effect of special charges and gains, expected gain on sale of assets for this transaction, and expected restructuring charges for the full year. Actual results could differ materially from those in these forward-looking statements due to, among other things, inability to sell businesses at prices, or within time-periods, anticipated by management; unexpected expenditures in connection with the effectuation of a sale; costs and length of time required to comply with legal requirements applicable to certain aspects of the transaction, unanticipated difficulties in connection with customer reaction to the program; and other factors described in Teleflex’s filings with the Securities and Exchange Commission.

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