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 28, 2011
CIRCOR INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 001-14962 | 04-3477276 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 25 Corporate Drive, Suite 130 Burlington, Massachusetts |
01803-4238 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (781) 270-1200
N/A
(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 8.01 | Other Events. |
On April 28, 2011, CIRCOR International, Inc. (“CIRCOR”) issued a press release announcing that the company and its wholly owned subsidiary, Leslie Controls, Inc. have funded the Section 524(g) asbestos trust established under Leslie’s Chapter 11 reorganization plan affirmed in February 2011 by the U.S. District Court for the District of Delaware. With the funding of the trust, Leslie has now emerged from Chapter 11 protection. Leslie initially filed a pre-negotiated plan of reorganization under Chapter 11 of the U.S. Bankruptcy Code in July 2010 to permanently resolve its asbestos liability.
A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01 | Financial Statements and Exhibits. |
| (d) | Exhibits. |
| 99.1 | Press Release of CIRCOR International, Inc., dated April 28, 2011. |
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.
| CIRCOR International, Inc. | ||||
| Date: April 28, 2011 | By: | /s/ Alan J. Glass | ||
| Name: Alan J. Glass | ||||
| Title: Vice President, General Counsel & Secretary | ||||
Exhibit 99.1
PRESS RELEASE
CIRCOR’s Leslie Controls Subsidiary Emerges from
Chapter 11 Reorganization
Funding of 524(g) Asbestos Trust Marks Formal Completion of Bankruptcy Process
Burlington, MA – April 28, 2011 – CIRCOR International, Inc. (NYSE: CIR) today announced that the company and its wholly owned subsidiary, Leslie Controls, Inc. have funded the Section 524(g) asbestos trust established under Leslie’s Chapter 11 reorganization plan affirmed in February 2011 by the U.S. District Court for the District of Delaware.
With the funding of the trust, Leslie has now emerged from Chapter 11 protection. Leslie initially filed a pre-negotiated plan of reorganization under Chapter 11 of the U.S. Bankruptcy Code in July 2010 to permanently resolve its asbestos liability.
“The funding of the trust and the completion of this process is a tremendous accomplishment for CIRCOR, our shareholders and our employees,” said CIRCOR Chairman, President and Chief Executive Officer Bill Higgins. “With Leslie’s emergence from Chapter 11 reorganization, we can focus our full attention on executing our growth strategy and further enhancing value for our shareholders.”
About CIRCOR International, Inc.
CIRCOR International, Inc. designs, manufactures and markets valves and other highly engineered products for the industrial, aerospace and energy markets. With more than 7,000 customers in over 100 countries, CIRCOR has a diversified product portfolio with recognized, market-leading brands. CIRCOR’s culture, built on the CIRCOR Business System, is defined by the Company’s commitment to attracting, developing and retaining the best talent and pursuing continuous improvement in all aspects of its business and operations. The Company’s strategy includes growing organically by investing in new, differentiated products; adding value to component products; and increasing the development of mission-critical subsystems and solutions. CIRCOR also plans to leverage its strong balance sheet to acquire strategically complementary businesses. For more information, visit the Company’s investor relations web site at http://investors.circor.com.
Safe Harbor Statement
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Reliance should not be placed on forward-looking statements because they involve unknown risks, uncertainties and other factors, which are, in some cases, beyond the control of CIRCOR. Actual events, performance or results could differ materially from the anticipated events, performance or results expressed or implied by such forward-looking statements. BEFORE MAKING ANY INVESTMENT DECISIONS REGARDING OUR COMPANY, WE STRONGLY ADVISE YOU TO READ THE SECTION ENTITLED “RISK FACTORS” IN OUR MOST RECENT ANNUAL REPORT ON FORM 10-K AND SUBSEQUENT REPORTS ON FORMS 10-Q, WHICH CAN BE ACCESSED UNDER THE “INVESTORS” LINK OF OUR WEBSITE AT WWW.CIRCOR.COM. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
Contact:
Frederic M. Burditt
Chief Financial Officer
CIRCOR International
(781) 270-1200