Exhibit 99.1
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 the earliest event reported)
January 24, 2004
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CompX International Inc.
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(Exact name of Registrant as specified in its charter)
Delaware 1-13905 57-0981653
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) No.)
5430 LBJ Freeway, Suite 1700, Dallas, Texas 75240-2697
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code
(972) 448-1400
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(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):
[ ] 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 1.01 Entry into a Material Definitive Agreement
Item 2.01. Completion of Acquisition or Disposition of Assets
On January 24, 2005 the registrant completed the disposition of
all of the net assets of its Thomas Regout precision slide and
window furnishing operations, conducted at its facility in the
Netherlands, to members of Thomas Regout management (through
Anchor Holdings B.V.) for proceeds of $22.9 million. The proceeds
consisted of $18.7 million in cash and a subordinated promissory
note of $4.2 million. The subordinated note is to be repaid over
a period of four years and bears interest at 7% per annum.
Item 7.01 Regulation FD Disclosure.
The registrant hereby furnishes the information set forth in its press
release issued on January 25, 2005, a copy of which is attached hereto as
Exhibit 99.2 and incorporated herein by reference.
The information, including the exhibit, the registrant furnishes under
this item is not deemed "filed" for purposes of section 18 of the
Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of that section. Registration statements or other documents
filed with the Securities and Exchange Commission shall not incorporate
this information by reference, except as otherwise expressly stated in such
filing.
Item 9.01. Financial Statements and Exhibits
(b) Pro forma financial information.
Pro forma condensed consolidated financial statements of the
Registrant, which present the pro forma effects of the transaction
described in Items 1.01 and 2.01 above, assuming such transaction had
occurred as of the dates set forth in the accompanying notes, are
included herein as Exhibit 99.1
(c) Exhibit
Item No. Exhibit Index
99.1 Pro forma financial information of the Registrant.
99.2 Press release dated January 25, 2005 issued by the registrant
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.
CompX International Inc.
(Registrant)
By: /s/ Darryl R. Halbert
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Darryl R. Halbert
Vice President, Chief Financial Officer
and Controller
Date: January 28, 2005