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) November 3, 2011
WESTINGHOUSE AIR BRAKE
TECHNOLOGIES CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
1-13782
(Commission File Number)
| Delaware | 25-1615902 | |
| (State or Other Jurisdiction of Incorporation) | (IRS Employer Identification No.) |
| 1001 Air Brake Avenue Wilmerding, Pennsylvania |
15148 | |
| (Address of Principal Executive Offices) | (Zip Code) |
(412) 825-1000
(Registrant’s Telephone Number, Including Area Code)
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 (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 8.01. Other Events.
On November 3, 2011, the Company issued a press release announcing that it had completed the acquisition of Bearward Engineering. Bearward, based in Northampton, England, is a leading manufacturer of cooling systems and related equipment for power generation and other industrial markets. The purchase price was approximately $48 million paid in cash. The full text of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(a) The following exhibits are furnished with this report on Form 8-K.
| Exhibit |
Description | |
| 99.1 | Press release dated November 3, 2011. | |
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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 | ||
| Executive Vice President, Chief Financial Officer and Secretary | ||
Date: November 4, 2011
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EXHIBIT INDEX
| Number |
Description |
Method of Filing | ||
| 99.1 | Press release dated November 3, 2011. | Filed herewith. | ||
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Exhibit 99.1
|
News Release |
Wabtec Acquires Bearward Engineering, A UK-Based Manufacturer Of Cooling Systems
WILMERDING, PA, Nov. 3, 2011 – Wabtec Corporation (NYSE: WAB) has acquired Bearward Engineering, a leading manufacturer of cooling systems and related equipment for power generation and other industrial markets. Based in Northampton, England, Bearward has annual sales of about $70 million. Wabtec expects the transaction to be accretive in the first year.
“Bearward is a strategic complement to our existing thermal management business, which is already well established in the power generation and industrial cooling systems markets,” said Albert J. Neupaver, Wabtec’s president and chief executive officer. “Combining our existing products and technologies with Bearward’s product line and European presence strengthens our worldwide position in the industrial cooling systems market, which we believe offers long-term stability and growth potential.”
Founded in 1958, Bearward designs and manufactures a variety of cooling systems and related components, including radiators and charge air coolers. The company’s customers include manufacturers in the power generation, off-highway and construction markets worldwide. Bearward has about 600 employees.
Wabtec Corporation is a global provider of value-added, technology-based products and services primarily 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. Wabtec has facilities located throughout the world.
