UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 19, 2008
WESTINGHOUSE AIR BRAKE TECHNOLOGIES CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
| 1-13782 | 25-1615902 | |
| (Commission File Number) | (IRS Employer Identification No.) |
| 1001 Airbrake Avenue Wilmerding, Pennsylvania |
15148 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(412) 825-1000
(Registrant’s Telephone Number, Including Area Code)
(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 1.01. | Entry Into a Material Definitive Agreement. |
On May 19, 2008, Westinghouse Air Brake Technologies Corporation (the “Company”) announced that it signed a definitive agreement to acquire POLI S.p.A., a European-based manufacturer of rail braking equipment, for cash of €53 million or about $80 million. Wabtec expects the transaction to be completed in the third quarter of 2008, subject to customary closing conditions. The press release announcing the signing is attached hereto as Exhibit 99.1 and incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits. |
The following exhibit is filed with this report on Form 8-K:
| Exhibit No. |
Description | |
| 99.1 | Press release dated May 19, 2008. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| WESTINGHOUSE AIR BRAKE TECHNOLOGIES CORPORATION | ||
| By: | /s/ Alvaro Garcia-Tunon | |
| Alvaro Garcia-Tunon | ||
| Chief Financial Officer | ||
Date: May 21, 2008
EXHIBIT INDEX
| Number |
Description |
Method of Filing | ||
| 99.1 | Press release dated May 19, 2008 | Filed herewith. |
Exhibit 99.1
 |
News Release |
Wabtec Signs Definitive Agreement To Acquire
POLI S.p.A., A European-Based Manufacturer
Of Rail Braking Equipment
WILMERDING, PA, May 19, 2008 – Wabtec Corporation (NYSE: WAB) has signed a definitive agreement to acquire POLI S.p.A., a European-based manufacturer of rail braking equipment, for cash of €53 million (about $80 million). Based in Italy, POLI has annual sales of about €30 million (about $45 million), primarily in Europe. Wabtec expects the transaction to be completed in the third quarter, subject to customary closing conditions, and to be accretive in the first year.
“We expect POLI to be a strong strategic fit,” said Albert J. Neupaver, Wabtec’s president and chief executive officer. “The combination of Wabtec’s existing products and technological expertise with POLI’s European-approved components positions us for future growth in key international markets.”
Originally formed in 1816, POLI has manufactured a variety of braking related components for the passenger rail and freight rail markets since 1952. The company’s products include brake discs for high-speed applications, as well as tread brake units and pneumatic brake valves that meet International Union of Railways (UIC) standards. POLI has about 500 employees at production facilities in Italy and Macedonia.
Wabtec Corporation is a global provider of value-added, technology-based products and services for the rail and transit industry. Through its subsidiaries, the company manufactures a range of products for locomotives, freight cars and passenger transit vehicles. The company also builds new switcher and commuter locomotives, and provides aftermarket services. The company has facilities located throughout the world.
|
| ||||
| Tim Wesley | Phone: 412.825.1543 | Wabtec Corporation | ||
| E-mail: twesley@wabtec.com | 1001 Air Brake Avenue | |||
| Website: www.wabtec.com | Wilmerding, PA 15148 | |||
