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): August 10, 2007
TransDigm Group Incorporated
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
333-130483
(Commission File Number)
51-0484716
(IRS Employer Identification No.)
| 1301 East 9th Street, Suite 3710, Cleveland, Ohio | 44114 | |
| (Address of principal executive offices) | (Zip Code) |
(216) 706-2939
(Registrant’s telephone number, including area code)
(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 registrants’ under any of the following provisions (see General Instruction A.2. below):
| ¨ | 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 Disclosure |
On August 10, 2007, pursuant to an asset purchase agreement among TransDigm Inc., Bruce Industries, Inc. (“Bruce”) and the shareholders of Bruce, Bruce Aerospace, Inc., a newly formed indirect wholly-owned subsidiary of TransDigm Group Incorporated, acquired certain assets from Bruce. Bruce designs and manufactures specialized fluorescent lighting used in the aircraft industry.
The purchase price for the assets is approximately $35 million.
A copy of the August 10, 2007 press release announcing the transaction is attached to this Report as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits |
| Exhibit No. 99.1 | Press Release issued August 10, 2007. |
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.
| TRANSDIGM GROUP INCORPORATED | ||
| By |
/s/ Gregory Rufus | |
| Gregory Rufus | ||
| Executive Vice President and Chief | ||
| Financial Officer | ||
Date: August 10, 2007
Exhibit Index
| Exhibit No. 99.1 |
Press Release of TransDigm Group Incorporated, dated August 10, 2007. |
Exhibit 99.1
TRANSDIGM ACQUIRES BRUCE INDUSTRIES
CLEVELAND, August 10, 2007 /PRNewswire-FirstCall/ — TransDigm Group Incorporated (NYSE: TDG) announced today that it has acquired certain assets from Bruce Industries, Inc. (“Bruce”), for approximately $35 million in cash. Bruce is located in Dayton, Nevada, and has been a supplier of proprietary, highly engineered components to the aerospace and defense industries for many years. Bruce has approximately 125 employees.
Bruce designs and manufacturers specialized fluorescent lighting used in the aircraft industry. The major commercial aircraft applications include the Boeing 737, 747, 757, 767, 777 family of commercial jets; Bombardier regional jets; Challenger business jets; a broad range of Gulfstream business jets; and the Airbus A320, and A330/A340 family of commercial jets. Major customers include: Boeing, Airbus, the commercial airlines, Gulfstream, Bombardier, Honeywell and C&D. Approximately 85% of Bruce’s sales are in the commercial aircraft industry with a significant portion of these to the aftermarket.
W. Nicholas Howley, Chairman and CEO of TransDigm Group Incorporated stated, “Bruce has, over the last 35 years, developed a reputation as a premier supplier of highly engineered lighting solutions for the aircraft industry. The proprietary nature, established positions, and aftermarket content fit well with our overall business strategy.”
About TransDigm Group
TransDigm Group, through its wholly-owned subsidiaries, including TransDigm Inc., is a leading global designer, producer and supplier of highly engineered aircraft components for use on nearly all commercial and military aircraft in service today. Major product offerings, substantially all of which are ultimately provided to end-users in the aerospace industry, include ignition systems and components, gear pumps, mechanical/ electro-mechanical actuators and controls, NiCad batteries/chargers, power conditioning devices, hold-open rods and locking devices, engineered connectors, engineered latches and cockpit security devices, lavatory hardware and components, specialized AC/DC electric motors, aircraft audio systems, specialized cockpit displays and specialized valving.
CONTACT:
Sean Maroney
Investor Relations
216.706.2945
ir@transdigm.com