UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: July 1, 2009
Date of earliest event reported: March 4, 2009
SPARTON CORPORATION
(Exact Name of Registrant as Specified in its Charter)
|
|
|
|
|
Ohio
|
|
1-1000
|
|
38-1054690 |
(State or other jurisdiction
of incorporation)
|
|
(Commission File Number)
|
|
(IRS Employer
Identification No.) |
|
|
|
2400 East Ganson Street |
|
|
Jackson, Michigan
|
|
49202 |
(Address of Principal Executive Offices)
|
|
(Zip Code) |
Registrants telephone number, including area code: (517) 787-8600
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:
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))
Preliminary Note:
This Form 8-K/A amends the Form 8-K filed by Sparton Corporation, an Ohio corporation (the
Company or Sparton) on March 4, 2009 solely to update the financial information required by
Item 2.05.
Item 2.05 Costs Associated with Exit or Disposal Activities.
On March 4, 2009 Sparton issued a press release announcing that it would discontinue manufacturing
operations conducted at its plant located in Jackson, Michigan (the Jackson Facility) no later
than June 30, 2009 and transition the manufacturing operations to other Company facilities (the
Jackson Closing). The Company decided to discontinue manufacturing operations at the Jackson
Facility in response to current economic conditions, the state of competition within the industries
served by the Company, and as part of the Companys plan to return to profitability.
The Company estimated in March 2009 that it would incur total costs in current and future fiscal
quarters related to the Jackson Closing of approximately $3.8 million to $4.8 million. The Company
now expects that it will incur costs in connection with the closure of the Jackson Facility of
approximately $3,260,000, of which it recorded approximately $10,000 during the three months ended
March 31, 2009. The Company expects to record approximately $2,620,000 during the fourth quarter
ending June 30, 2009 and approximately $630,000 in fiscal 2010. These expenses are expected to
include approximately $700,000 in lease termination costs, approximately $650,000 in personnel
costs for employee termination (severance) and retention bonuses, approximately $200,000 for the
transfer of production and production equipment to other Sparton facilities, and approximately
$1,710,000 for facility closure and related impairment charges. Approximately $1,960,000 of these
charges are expected to require cash expenditures, which are to be disbursed beginning in the
fourth quarter of 2009 and will continue to be disbursed through fiscal 2011.
Certain statements, including, without limitation, statements regarding the estimated costs and
cash expenditures associated with the closing of the facility described in this Current Report on
Form 8-K/A, are forward-looking statements within the scope of the Securities Act of 1933, as
amended (the Securities Act), and the Securities Exchange Act of 1934, as amended (the Exchange
Act). Forward-looking statements may be identified by the words believe, expect, anticipate,
project, plan, estimate, will or intend and similar words or expressions. These
forward-looking statements reflect the Companys current views with respect to future events and
are based on currently available financial, economic and competitive data and the Companys current
business plans. Actual results could vary materially depending on risks and uncertainties that may
affect the Companys operations, markets, prices and other factors. Important factors that could
cause actual results to differ materially from those forward-looking statements include, but are
not limited to, the Companys financial performance and the implementations and results of its
ongoing strategic initiatives. For a more detailed discussion of these and other risk factors, see
Part I, Item 1A, Risk Factors and Part II, Item 7, Managements Discussion and Analysis of
Financial Condition and Results of Operations, in the Companys Form 10-K for the year ended June
30, 2008 as well as Part I, Item 2, Managements Discussion and Analysis of Financial Condition and
Results of Operations and Part II, Item 1A, Risk Factors, in Spartons Form 10-Q for the quarter
ended March 31, 2009, which are incorporated herein by reference. The Company undertakes no
obligation to publicly update or revise any forward-looking statement as a result of new
information, future events or otherwise, except as otherwise required by law.