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): May 22, 2007
Commercial Vehicle Group, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware
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000-50890
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41-1990662 |
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(I.R.S. Employer
Identification No.) |
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6530 West Campus Oval, New Albany, Ohio
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43054 |
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(Address of principal executive offices)
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(Zip Code) |
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Registrant’s telephone number, including area code:
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614-289-5360 |
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Not Applicable
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Former name or former address, if changed since last report
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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:
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o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 2.05 Costs Associated with Exit or Disposal Activities
On May 22, 2007, the Board of Directors of Commercial Vehicle Group, Inc. (the “Company”) approved
the closing of its Seattle, Washington facility and transfer of operations to existing plants
throughout the United States in order to improve customer service and strengthen the Company’s
long-term competitive position.
The closure is expected to be substantially completed by December 31, 2007.
The Company estimates that it will record in the current and future fiscal quarters in accordance
with FASB Statement of Financial Accounting Standards No. 146, Accounting for Costs Associated with
Exit or Disposal Activities, total charges of approximately $3.2 million in connection with the
closing of the Seattle facility, consisting of employee related costs of approximately $1.1
million, non-cash expense related to the write-down of certain assets of approximately $0.4 million
and facility exit and other contractual costs of approximately $1.7 million. The Company estimates
that approximately $2.8 million of the total charges will be incurred as future cash expenditures.
A copy of the press release announcing the closure of the Seattle facility is attached hereto as
Exhibit 99.1 and is incorporated herein by reference.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements that are subject to risks and
uncertainties. These statements are indicated by words such as “expect,” “estimate” or similar
expressions. In particular, this Current Report on Form 8-K contains forward-looking statements
about management estimates of the charges expected to be incurred with the closure of the Seattle
facility and the nature of charges to be incurred. These statements are based upon information
available to management as of the date hereof. Actual results may differ materially from the
anticipated results because of certain risks and uncertainties, including, but not limited to,
higher than expected closure expenses, a delay in implementation of the closure and other risks and
uncertainties described in “Item 1A. Risk Factors” in the Company’s Annual Report on Form 10-K for
the year ended December 31, 2006. The Company undertakes no obligation to update or revise
forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events
or changes to future operating results over time, except as required by law. All subsequent
written and oral forward-looking statements attributable to the Company or persons acting on behalf
of the Company are expressly qualified in their entirety by such cautionary statements.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press release dated May 22, 2007 announcing closure of Seattle, WA facility