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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
Date of Report (Date of earliest event reported) December 20, 2002
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NN, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 0-23486 62-1096725
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
2000 Waters Edge Drive, Johnson City, Tennessee 37604
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (423) 743-9151
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Not applicable
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(Former name or former address, if changed since last report)
Item 5. Other Events and Regulation FD Disclosure.
On December 20, 2002, the Company issued a press release announcing it
purchased FAG Kugelfischer Georg-Schaefer AG's interest in NN Euroball, ApS, a
joint venture company. A copy of the press release is attached as Exhibit 99.1
hereto and incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(c) EXHIBITS. The following exhibit is filed herewith:
99.1 Press Release dated December 20, 2002.
SIGNATURE
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.
Date: December 20, 2002
NN, INC.
By: /s/ William C. Kelly, Jr.
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William C. Kelly, Jr.,
Treasurer, Secretary and Chief
Accounting Officer
RE: NN, Inc.
2000 Waters Edge Drive
Johnson City, TN 37604
FOR FURTHER INFORMATION:
AT THE COMPANY AT FRB|WEBER SHANDWICK
Will Kelly Kerry Thalheim Susan Garland
Treasurer & Manager of Investor Relations (General info) (Analyst info)
(423) 743-9151 212-445-8437 212-445-8458
FOR IMMEDIATE RELEASE
December 20, 2002
NN, INC. PURCHASES FAG'S INTEREST IN NN EUROBALL
Johnson City, Tenn., December 20, 2002 - NN, Inc. (Nasdaq: NNBR) today announced
the purchase of FAG Kugelfischer Georg Schaefer AG's (FAG) 23 percent interest
in NN Euroball ApS (NN Euroball), a joint venture company formed in July of 2000
between NN, Inc., SKF Group and FAG. FAG was subsequently acquired by
INA-Schaeffler KG in 2001. With a purchase price of approximately 13.4 million
Euros, NN, Inc. now owns a 77 percent share of the joint venture with SKF Group
owning the remaining 23 percent. Financing for this transaction will be provided
by the Company's senior non-secured revolving credit facility.
Roderick R. Baty, Chairman and Chief Executive Officer, stated, "The formation
of NN Euroball was an important outsourcing model for both NN and our joint
venture partners. We are pleased with FAG's decision to sell its 23% stake in
the joint venture. We believe this transaction is a reflection of their ongoing
confidence in NN Euroball's future ability to continue to serve INA/FAG as a
long-term precision ball supply partner."
NN Euroball was formed as a joint venture company in Europe to manufacture and
supply precision steel balls used in finished bearings. NN Euroball's operations
are comprised of manufacturing facilities in Kilkenny, Ireland, Eltmann, Germany
and Pinerolo, Italy. For the first nine months of 2002, NN Euroball generated
approximately $66.6 million of sales. Under the original shareholder agreement,
SKF Group and FAG have the right to sell to NN, Inc. their respective ownership
interests in NN Euroball beginning on January 1, 2003. However, either party may
sell their shares prior to that date by mutual consent.
NN, Inc. manufactures and supplies high precision bearing components consisting
of balls, rollers, seals, and retainers for leading bearing manufacturers on a
global basis. In addition, the Company manufactures a variety of other plastic
components. NN, Inc. had sales of US $180 million in 2001.
With the exception of the historical information contained in the release, the matters described herein contain forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve a number of risks and uncertainties that may cause actual results to be materially different from such forward-looking statements. Such factors include, among others, general economic conditions and economic conditions in the industrial sector, competitive influences, risks that current customers will commence or increase captive production, risks of capacity underutilization, quality issues, availability of raw materials, currency and other risks associated with international trade, the Company's dependence on certain major customers, 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, 2001.