nn8k31709.htm
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): MARCH 17, 2009
NN,
INC.
(Exact name of registrant as specified in its
charter)
Delaware |
0-23486 |
62-1096725 |
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(IRS Employer
Identification No.)
|
|
|
|
2000 Waters Edge Drive
Johnson City, Tennessee
|
|
37604 |
(Address of
principal executive offices)
|
|
(Zip
Code)
|
Registrant's telephone number, including area
code: (423)743-9151
Check the appropriate box below if
the Form 8-K filing is intended to simultaneously satisfy the obligation of the
registrant under any of the following provisions:
o Written
communications pursuant to Rule 425 under the Securities Act (17CFT
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17CFT 240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17CFT
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13c-4(c) under the Exchange Act (17CFT
240.13c-4(c))
ITEM 8.01 OTHER
EVENTS
NN,
Inc. reports filing of Form 12b-25. NN has announced that it requires
additional time to finalize its fourth quarter statements and Annual Report on
Form 10-K for the year ended December 31, 2008 and has filed with the Securities
and Exchange Commission on Form 12b-25, Notification of Late
Filing. The Company will delay its filing in order to more
thoroughly complete a review and analysis of the valuations of its
recorded goodwill and other intangible assets. NN expects to file its
Form 10K on or before March 31, 2009, the fifteenth calendar day following the
prescribed due date.
In
preparing its financial statements, the Company has determined that additional
time is required to complete its analysis due to the complexity of the
calculations in relation to the unprecedented global economic conditions and the
continued deterioration of its end markets. The Company
currently expects its analysis will result in the recording of total goodwill
impairment charges in the range of $38.4 million pre-tax ($24.4 million
after-tax) to $47.3 million pretax ($33.3 million after-tax) in the fourth
quarter of 2008.
Exhibit:
Exhibit
Number Description of Exhibit
99.1 Press
Release of NN, Inc. dated March 17, 2009.
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.
|
NN, INC. |
|
|
|
|
|
Date: March
17, 2009
|
By:
|
/s/ William
C. Kelly, Jr. |
|
|
|
Name :
William C. Kelly, Jr. |
|
|
|
Title :
Vice President and Chief Administrative Officer |
|
|
|
|
|
nn8kex99_1031709.htm
F I N A
N C I A L
RELATIONS
BOARD
RE: NN,
Inc.
2000
Waters Edge Drive
Johnson
City, TN 37604
FOR
FURTHER INFORMATION:
AT THE
COMPANY
|
AT FINANCIAL
RELATIONS BOARD
|
Will
Kelly |
Marilynn
Meek |
Susan
Garland |
Vice President
and Chief Administrative Officer |
(General
info) |
(Analyst
info) |
(423)
743-9151 |
212-827-3773 |
212-827-3775 |
60;
FOR
IMMEDIATE RELEASE
March 17,
2009
NN,
INC. REPORTS FILING OF FORM 12B-25
Johnson City, Tenn., March 17, 2009 –
NN, Inc. (Nasdaq: NNBR) today announced that it requires additional time
to finalize its fourth quarter statements and Annual Report on Form 10-K for the
year ended December 31, 2008 and has filed with the Securities and Exchange
Commission on Form 12b-25, Notification of Late Filing. The Company
will delay its filing in order to more thoroughly
complete a review and analysis of the valuations of its recorded
goodwill and other intangible assets. NN expects to file its Form 10K
on or before March 31, 2009, the fifteenth calendar day following the prescribed
due date.
In
preparing its financial statements, the Company has determined that additional
time is required to complete its analysis due to the complexity of the
calculations in relation to the unprecedented global economic conditions and the
continued deterioration of its end markets. The Company
currently expects its analysis will result in the recording of total goodwill
impairment charges in the range of $38.4 million pre-tax ($24.4 million
after-tax) to $47.3 million pretax ($33.3 million after-tax) in the fourth
quarter of 2008.
NN, Inc.
manufacturers and supplies high precision metal bearing components, industrial
plastic and rubber products and precision metal components to a variety of
markets on a global basis. Headquartered in Johnson City, Tennessee,
NN has 12 manufacturing plants in the United States, Western Europe, Eastern
Europe and China. NN, Inc. had sales of US $421 million in
2007.
Except for specific historical
information, many of the matters discussed in this press release may express or
imply projections of revenues or expenditures, statements of plans and
objectives or future operations or statements of future economic performance.
These, and similar statements are forward-looking statements concerning matters
that involve risks, uncertainties and other factors which may cause the actual
performance of NN, Inc. and its subsidiaries to differ materially from those
expressed or implied by this discussion. All forward-looking
information is provided by the Company pursuant to the safe harbor established
under the Private Securities Litigation Reform Act of 1995 and should be
evaluated in the context of these factors. Forward-looking statements generally
can be identified by the use of forward-looking terminology such as
“assumptions”, “target”, “guidance”, “outlook”, “plans”, “projection”, “may”,
“will”, “would”, “expect”, “intend”, “estimate”, “anticipate”, “believe”,
“potential” or “continue” (or the negative or other derivatives of each of these
terms) or similar terminology. Factors which could materially affect actual
results include, but are not limited to: general economic conditions and
economic conditions in the industrial sector, inventory levels, regulatory
compliance costs and the Company's ability to manage these costs, start-up costs
for new operations, debt reduction, competitive influences, risks that current
customers will commence or increase captive production, risks of capacity
underutilization, quality issues, availability and price of raw materials,
currency and other risks associated with international trade, the Company’s
dependence on certain major customers, the successful implementation of the
global growth plan including development of new products and consummation of
potential acquisitions and other risk factors and cautionary statements listed
from time to time in the Company’s periodic reports filed with the Securities
and Exchange Commission, including, but not limited to, the Company’s Annual
Report on 10-K for the fiscal year ended December 31, 2007.
###