Document
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
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Date of report (Date of earliest event reported) | March 5, 2018 |
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PATRICK INDUSTRIES, INC. |
(Exact name of registrant as specified in its charter) |
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Indiana | 000-03922 | 35-1057796 |
(State or other jurisdiction
of incorporation) | (Commission
File Number) | (IRS Employer
Identification Number) |
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107 W. Franklin Street, P.O. Box 638, Elkhart, Indiana | 46515 |
(Address of Principal Executive Offices) | (Zip Code) |
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Registrant’s Telephone Number, including area code | (574) 294-7511 |
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(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))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 7.01 Regulation FD Disclosure.
On March 5, 2018, the Company announced the completion of the acquisition of the business and certain assets
of Angola, Indiana-based IMP Holdings, LLC, doing business as Indiana Marine Products (“IMP”), a manufacturer and distributor of fully-assembled helm assemblies, including electrical wiring harnesses, dash panels, instrumentation and gauges, and other products primarily for the marine market.
IMP’s full-year 2017 revenues were approximately $33 million and the Company expects the acquisition to be immediately accretive to net income per share. The total cash consideration paid for IMP, which was funded under the Company's existing credit facility, was approximately $18.5 million, plus the potential for up to $11.5 million of additional consideration upon the achievement of certain performance metrics over the next three years. The acquisition of IMP included the acquisition of accounts receivable, inventory, and machinery and equipment. IMP will continue to operate on a stand-alone basis under its brand name in its two existing facilities.
On March 5, 2018, the Company issued a press release (the "Press Release") related to the information set forth under Item 7.01 of this Report.
A copy of the Press Release is furnished herewith as Exhibit 99.1.
The information referenced in this Form 8-K is furnished pursuant to Item 7.01, “Regulation FD Disclosure.” Such information, including the Exhibit attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
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.
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| | PATRICK INDUSTRIES, INC. |
| (Registrant) |
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Date: March 5, 2018 | By: | /s/ Joshua A. Boone |
| | Joshua A. Boone |
| | Vice President - Finance and Chief Financial Officer |