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
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Date of Report (Date of earliest event reported)
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June 8, 2007 |
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(Exact name of registrant as specified in its charter)
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Ohio
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1-5978
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34-0553950 |
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(State or other jurisdiction of
incorporation or organization)
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(Commission File Number)
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(I.R.S. Employer Identification No.) |
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970 East 64th Street, Cleveland Ohio
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44103 |
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(Address of principal executive offices)
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(Zip Code) |
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Registrants telephone number, including area code:
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(216) 881-8600 |
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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. below):
o Written communication pursuant to Rule 245 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))
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Section 2
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Financial Information
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Item 2.01 Completion of Acquisition or Disposal of Assets
On June 8, 2007, SIFCO Industries, Inc. (SIFCO) and its Irish subsidiary, SIFCO Turbine
Components Limited (SIFCO Turbine), completed the sale of its industrial turbine engine component
repair business and certain related assets to PAS Technologies Inc., which is based in the United
States (PAS). PAS completed the acquisition through a wholly-owned Irish subsidiary named PAS
Turbines Ireland. The industrial turbine engine component repair business was operated in SIFCOs
Cork, Ireland facility. Proceeds from the sale of the business and certain related assets, before
third party transaction charges, are approximately $5.0 million payable in cash. Of the $5.0
million of proceeds, $0.9 million remained in escrow at closing subject to the satisfaction of
certain post closing requirements. SIFCO Turbine will retain ownership of the Cork, Ireland
facility (subject to a long-term lease arrangement with PAS Turbines Ireland) and substantially all
existing liabilities of the business. SIFCO has agreed to guarantee the performance by SIFCO
Turbine of all of its obligations under the Agreement.
As a result of this transaction, SIFCO will no longer maintain a turbine engine component repair
operation in Ireland, but will continue to own real estate subject to a long-term lease
arrangement .
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Section 9
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Financial Statements and Exhibits
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Item 9.01 Financial Statements and Exhibits
(b) Pro Forma Financial Information. The pro forma financial information required by Item
9.01(b) is included in Exhibit 99.1 to this Form 8-K.
(c) Exhibits 99.1 Pro Forma Financial Information
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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SIFCO Industries, Inc.
(Registrant)
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Date: June 12, 2007 |
/s/ Frank A. Cappello
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Frank A. Cappello |
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Vice President Finance and
Chief Financial Officer
(Principal Financial Officer) |
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