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): November 30, 2012
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DOVER CORPORATION
(Exact name of registrant as specified in its charter)
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State of Delaware | 1-4018 | 53-0257888 |
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
3005 Highland Parkway | ||
Downers Grove, Illinois | 60515 | |
(Address of principal executive offices) | (Zip Code) | |
(630) 541-1540
(Registrant’s telephone number, including area code)
______________________
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:
¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01 Regulation FD
Dover Corporation today issued the press release attached hereto as Exhibit 99.1 in connection with its acquisition of Anthony International.
The information furnished in or pursuant to this Item 7.01, including Exhibit 99.1 shall not be deemed to be incorporated by reference into any of Dover's filings with the SEC under the Securities Act of 1933.
Item 8.01 Other Events
Dover Corporation announced today that it has acquired Anthony International, a leading manufacturer of specialty glass, commercial glass refrigerator and freezer doors, lighting systems and display equipment for $602.5 million, subject to customary closing adjustments.
Item 9.01 Financial Statements and Exhibits
(a) | Financial statements of businesses acquired. |
Not applicable.
(b) | Pro forma financial information. |
Not applicable.
(c) | Shell company transactions. |
Not applicable.
(d) | Exhibits. |
The following exhibit is furnished as part of this report:
99.1 Dover Corporation Press Release dated November 30, 2012.
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: November 30, 2012 | DOVER CORPORATION | ||
(Registrant) | |||
By: | /s/ Joseph W. Schmidt | ||
Joseph W. Schmidt | |||
Senior Vice President, General Counsel & Secretary | |||
EXHIBIT INDEX
Number | Exhibit | |
99.1 | Press Release of Dover Corporation dated November 30, 2012 | |
Exhibit 99.1
CONTACT: | ||
Paul Goldberg | ||
Vice President - Investor Relations | ||
(212) 922-1640 | ||
DOVER ACQUIRES ANTHONY INTERNATIONAL
Acquisition Enhances Product Breadth and Expands Markets in Refrigeration & Food Equipment
Downers Grove, IL, November 30, 2012 - Dover Corporation (NYSE:DOV) announced today that it has acquired Anthony International ("Anthony"), a leading manufacturer of specialty glass, commercial glass refrigerator and freezer doors, lighting systems, and display equipment for $602.5 million, subject to normal closing adjustments. Based in Sylmar, California, Anthony will join the Refrigeration and Industrial platform of Dover's Engineered Systems segment.
Anthony's leading positions in refrigeration and freezer doors, re-skinning services, and specialty & curved glass provide food retailers with a breadth of solutions to improve energy efficiency and enhance the consumer shopping experience. Anthony operates globally with locations in the U.S., Italy, China and South Africa.
Anthony's 2012 revenue is estimated to be approximately $310 million. Dover expects this acquisition to be $0.02 dilutive to 2012 continuing earnings per share due to integration and acquisition related costs. In 2013, Anthony will be modestly accretive to continuing earnings per share.
"The acquisition of Anthony builds upon our strategy of deploying capital in our five key growth spaces and brings another leading manufacturer to our Engineered Systems segment. Anthony expands our product portfolio and enhances our service offerings which will enable us to help our customers improve their energy efficiency and profitability. Consistent with our growth strategy, Anthony's global operations will allow us to leverage a worldwide customer base and open new markets for our existing refrigeration business," said Bob Livingston, Dover's President and Chief Executive Officer.
Tom Giacomini, President and Chief Executive Officer of Dover's Engineered Systems segment added, "Anthony expands our portfolio of industry-leading technology in the refrigeration space and opens up the important convenience store market to all our product categories. Anthony is the clear leader in the emerging 'close-the-case' business. By closing the case, or essentially installing doors on traditional open refrigeration cases, retailers can realize a significant improvement in their energy consumption. This compelling value proposition leads us to believe we are at the beginning of a long conversion cycle to closed cases."
About Dover
Dover Corporation is a diversified global manufacturer with annual revenues of over $8 billion. For over 50 years, Dover has been delivering outstanding products and services that reflect its market leadership and commitment to operational and technical excellence. The Company's entrepreneurial business model encourages, promotes and fosters deep customer engagement which has led to Dover's well-established and valued reputation for providing superior customer service and industry-leading product innovation. Dover 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. Headquartered in Downers Grove, Illinois, Dover employs 35,000 people worldwide. Dover Corporation is traded on the New York Stock Exchange under "DOV." Additional information is available on the company's website at www.dovercorporation.com.
About Anthony International
Founded in 1958 and headquartered in Sylmar, California, Anthony is a leading manufacturer of specialty glass, commercial glass refrigerator and freezer doors, case lighting, and display and merchandising systems. Anthony provides customers with the most technologically advanced merchandising systems on the market, offering low-energy products to cut operating costs and help preserve natural resources. For more information about Anthony, please visit www.anthonyintl.com.
Forward Looking Statements
Dover Corporation makes information available to the public, orally and in writing, which may use words like "anticipates," "expects," "believes," "indicates," "suggests," "will," "plans" and "should", which are "forward-looking statements" under the Private Securities Litigation Reform Act of 1995. This press release contains forward-looking statements concerning future events and the performance of Dover Corporation that involve inherent risks and uncertainties that could cause actual results to differ materially from current expectations. 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.