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:
May 23, 2007 (Date of earliest event reported: May 22,
2007)
RBC
BEARINGS INCORPORATED
(EXACT
NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
|
Delaware
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333-124824
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95-4372080
|
|
(State
or other jurisdiction
of
incorporation)
|
(Commission
File
Number)
|
(IRS
Employer
Identification
No.)
|
One
Tribology Center
Oxford,
CT 06478
(Address
of Principal Executive Offices, Including Zip Code)
(203)
267-7001
(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):
o
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o
Soliciting
material pursuant to Rule 14a-12 under
the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement
communications pursuant to Rule
14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
Pre-commencement
communications pursuant to Rule
13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Page
1
Item
8.01. Other Events.
On
May
22, 2007, RBC
Bearings Incorporated (the
“Company”) announced that it has acquired Phoenix Bearings Limited in
Gloucestershire, England for approximately $4.3 million in cash. A copy of
the
press release announcing the acquisition is attached hereto as Exhibit 99.1
and
is incorporated by reference herein.
Item 9.01
Financial Statements and Exhibits.
(d) Exhibits
Exhibit 99.1 Press Release of RBC Bearings Incorporated dated
May 22, 2007.
SIGNATURES
According
to the requirements of the Securities Exchange Act of 1934, the Company has
duly
caused this report to be signed on its behalf by the undersigned, hereunto
duly
authorized.
Date:
May
23, 2007.
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RBC
BEARINGS INCORPORATED
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|
|
|
|
|
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By:
|
/s/
Thomas J.
Williams
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Name:
Thomas J. Williams
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Title:
Corporate General Counsel &
Secretary
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Page
2
Press
release
RBC
Bearings Incorporated Completes the Acquisition of Phoenix Bearings
Limited
Oxford,
CT - May 22, 2007 - RBC Bearings Incorporated (Nasdaq: ROLL), a
leading
international manufacturer of highly-engineered precision plain, roller and
ball
bearings for the industrial, defense and aerospace industries,
today
announced that it has acquired Phoenix Bearings Limited (“Phoenix”) for
approximately $4.3 million in cash.
Phoenix,
located in Gloucestershire, England, manufactures bearings for the steel and
mining industries as well as other general industrial applications with bore
sizes ranging from 100 millimeters to one meter. Phoenix generated revenues
of
approximately $4.5 million in its most recent calendar year. The financial
results of Phoenix will be reported as part of RBC’s Roller Bearings
segment.
Dr.
Michael J. Hartnett, Chairman and Chief Executive Officer, commented, “The
Phoenix team represents a unique combination of skills and experience, which
will offer important benefits to RBC. The company’s technology and expertise in
manufacturing large bearings with bore sizes of up to one meter enhances our
offering to both existing and new business. We are excited to add the Phoenix’s
capabilities and products to our portfolio. The acquisition is in line with
our
strategy and goals of continually expanding our base, adding value to our
clients, and increasing our value to the marketplace.”
About
RBC Bearings
RBC
Bearings Incorporated is an international manufacturer and marketer of highly
engineered precision bearings and components. Founded in 1919, the Company
is
primarily focused on producing highly technical or regulated bearing products
requiring sophisticated design, testing, and manufacturing capabilities for
the
diversified industrial, aerospace and defense markets. Headquartered in Oxford,
Connecticut, RBC Bearings currently employs approximately 1,850 people and
operates 16 manufacturing facilities in three countries.
Safe
Harbor for Forward Looking Statements
Certain
statements in this press release contain “forward-looking statements.” All
statements other than statements of historical fact are “forward-looking
statements” for purposes of federal and state securities laws, including any
section of this press release entitled “Outlook”; any projections of earnings,
revenue or other financial items relating to the Company, any statement of
the
plans, strategies and objectives of management for future operations; any
statements concerning proposed future growth rates in the markets we serve;
any
statements of belief; any characterization of and the Company’s ability to
control contingent liabilities; anticipated trends in the Company’s businesses;
and any statements of assumptions underlying any of the foregoing.
Forward-looking statements may include the words “may”, “estimate”, “intend”,
“continue”, “believe”, “expect”, “anticipate” and other similar words. Although
the Company believes that the expectations reflected in any forward-looking
statements are reasonable, actual results could differ materially from those
projected or assumed in any of our forward-looking statements. Our future
financial condition and results of operations, as well as any forward-looking
statements, are subject to change and to inherent risks and uncertainties beyond
the control of the Company. These risks and uncertainties include, but are
not
limited to, risks and uncertainties relating to our ability to integrate
acquired companies or assets, general economic conditions, geopolitical factors,
future levels of general industrial manufacturing activity, future financial
performance, market acceptance of new or enhanced versions of the Company’s
products, the pricing of raw materials, changes in the competitive environments
in which the Company’s businesses operate, the outcome of pending or future
litigation and governmental proceedings and approvals, estimated legal costs,
increases in interest rates, the Company’s ability to meet its debt obligations,
and risks and uncertainties listed or disclosed in the Company’s reports filed
with the Securities and Exchange Commission, including, without limitation,
the
risks identified under the heading “Risk Factors” set forth in the Company’s
Annual Report filed on Form 10-K on June 16, 2006. The Company does not intend,
and undertakes no obligation, to update or alter any forward-looking
statement.
Contacts
RBC
Bearings
Daniel
A.
Bergeron
203-267-5028
dbergeron@rbcbearings.com
Ashton
Partners
Lauren
Murphy
800-281-1163
investors@rbcbearings.com