UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): December 30, 2011
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DOVER CORPORATION
(Exact Name of Registrant as Specified in Charter)
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Delaware
(State or other Jurisdiction
of Incorporation)
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1-4018
(Commission File Number)
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53-0257888
(I.R.S. Employer
Identification No.)
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3005 Highland Parkway, Suite 200
Downers Grove, Illinois
(Address of Principal Executive Offices)
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60515
(Zip Code)
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(630) 541-1540
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12(b) under the Exchange Act (17 CFR 240.14a-12(b))
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Item 8.01 Other Events
On December 30, 2011, Dover Corporation (the “Company”) announced that it completed the sale of Heil Trailer International to American Industrial Partners of New York, New York. Proceeds from the sale are $220 million, subject to normal post-closing adjustments. The Company anticipates recognizing a gain on the sale of approximately $0.35 per diluted share, which the Company will report as part of discontinued operations beginning in its fourth quarter 2011 earnings release.
A copy of the Company’s press release is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits
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(a)
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Financial statements of businesses acquired.
Not applicable.
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(b)
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Pro forma financial information.
Not applicable.
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(c)
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Shell company transactions.
Not applicable.
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(d)
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Exhibits.
The following exhibit is filed as part of this report:
99.1 Dover Corporation press release dated December 30, 2011.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: January 3, 2012 | DOVER CORPORATION | ||
| (Registrant) | |||
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By:
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/s/ Joseph W. Schmidt | ||
| Joseph W. Schmidt | |||
| Senior Vice President, General Counsel & Secretary | |||
EXHIBIT INDEX
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Number
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Exhibit
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99.1
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Dover Corporation press release dated December 30, 2011.
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Exhibit 99.1
FOR IMMEDIATE RELEASE
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CONTACT:
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READ IT ON THE WEB
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Paul Goldberg
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www.dovercorporation.com
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Vice President - Investor Relations
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| (212) 922-1640 |
DOVER COMPLETES SALE OF HEIL TRAILER INTERNATIONAL
Supports Ongoing Effort to Focus on Strategic Growth Spaces
Downers Grove, IL, December 30, 2011 - Dover Corporation (NYSE: DOV) today announced that it has completed the sale of Heil Trailer International, a leading manufacturer of specialty transportation trailers and equipment based in Cleveland, Tennessee, to American Industrial Partners of New York, New York. Subject to normal post-closing adjustments, proceeds from the sale are $220 million.
“We are pleased to have completed the sale of Heil Trailer International,” commented Bob Livingston, President and CEO of Dover. “This transaction marks another step in our strategy of focusing on our growth spaces. While Heil Trailer has strong brand recognition and market position, it did not align with our long-term strategy.”
The company anticipates recognizing a gain on the sale of approximately $0.35 per diluted share. Heil Trailer’s full-year 2011 revenue is estimated at $250 million, with associated full-year earnings per diluted share of approximately $0.11, including $0.04 attributable to the fourth quarter of 2011. Heil Trailer’s 2011 financial results, along with all comparative periods, and the anticipated gain on the sale, will be reported within discontinued operations beginning in Dover’s fourth quarter 2011 earnings release.
Lazard served as financial advisor to Dover on this transaction.
About Dover:
Dover Corporation is a multi-billion dollar diversified global manufacturer. For over 50 years, Dover has been providing its customers with outstanding products and services in industrial technology that reflect the company’s commitment to operational excellence, innovation and market leadership. The company focuses on innovative equipment and components, specialty systems and support services through its four major operating segments: Communication Technologies, Energy, Engineered Systems and Printing & Identification. Dover employs over 34,000 people worldwide. The company is headquartered in Downers Grove, Illinois. Additional information is available at www.dovercorporation.com.
Dover Corporation makes information available to the public, orally and in writing, which may use "forward-looking statements" under the Private Securities Litigation Reform Act of 1995 that concern future events and the performance of Dover Corporation. Dover Corporation refers you to the documents that it files from time to time with the Securities and Exchange Commission, such as its reports on Form 10-K, Form 10-Q and Form 8-K, for a discussion of risks and uncertainties that could cause its actual results to differ materially from its current expectations and from the forward-looking statements contained in this press release. Dover Corporation undertakes no obligation to update any forward-looking statement.