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): October 22, 2009
Alamo Group Inc.
(Exact name of registrant as specified in its charter)
|
State of Delaware |
0-21220 |
74-1621248 |
|
(State or other jurisdiction of incorporation) |
(Commission File No.) |
(IRS Employer Identification No.) |
1627 E. Walnut Seguin, Texas 78155
(Address of Principal executive offices)
|
Registrant's telephone number, including area code: |
(830) 379-1480 |
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:
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))
Item 2.01. Completion of Acquisition or Disposition of Assets
On October 22, 2009, Alamo Group Inc. (the “Company”) completed the acquisition of the majority of the assets of Bush Hog, LLC (“Bush Hog”) according to the terms and conditions which were previously announced on September 4, 2009. As consideration for the assets acquired, the Company issued 1.7 million unregistered shares of Alamo Group Inc. common stock ($.10 par value) and assumed certain operating liabilities, though no funded debt.
The foregoing summary of certain terms of the Asset Purchase Agreement does not purport to be complete, and is subject to and qualified in its entirety by reference to the Asset Purchase Agreement, a copy of which was filed as Exhibit 2.1 on Form 8-K dated September 10, 2009.
Item 8.01. Other Events
The Company issued a press release on October 22, 2009 announcing the closing of the Acquisition.
A copy of the press release is attached hereto as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired
The financial statements required by Item 9.01(a) of Form 8-K will be filed by amendment no later than 71 calendar days after the date this Current Report on Form 8-K must be filed.
(b) Pro Forma Financial Information
The pro forma financial information required by Item 9.01(b) of Form 8-K will be filed by amendment no later than 71 calendar days after the date this Current Report on Form 8-K must be filed.
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.
|
Date: October 28, 2009 |
By: /s/ Robert H. George |
|
|
Robert H. George, |
|
|
Vice President-Administration |
|
|
2
EXHIBIT INDEX
|
Exhibit No. |
Description
|
|
99.1 |
Press release dated October 22, 2009 |
|
|
3