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): April 29, 2021
COLUMBUS MCKINNON CORPORATION
(Exact name of registrant as specified in its charter)
New York
(State or other jurisdiction of incorporation)
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| 0-27618 | | 16-0547600 |
| (Commission File Number) | | (IRS Employer Identification No.) |
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| 205 Crosspoint Parkway | Buffalo | NY | 14068 |
| (Address of principal executive offices) | (Zip Code) |
Registrant's telephone number including area code: (716) 689-5400
_________________________________________________
(Former name or former address, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, $0.01 par value per share | CMCO | NASDAQ Global Select Market |
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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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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| If an Emerging Growth Company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ |
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| Item 1.01 | Entry into a Material Definitive Agreement. |
On April 29, 2021, Columbus McKinnon Corporation (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC, as representative of the several underwriters (the “Underwriters”) listed on Schedule 1 therein, relating to the underwritten public offering (the “Offering”) by the Company of 3,750,000 shares of its common stock, par value $0.01 per share (the “Common Stock”), pursuant to the Company’s registration statement on Form S-1 (File No. 333-255375) and registration statement on Form S-1 pursuant to Rule 462(b) promulgated under the Securities Act of 1933, as amended (File. No. 333-255628). Pursuant to the Underwriting Agreement, the Company granted the Underwriters an option (the “Underwriters’ Option”) for 30 days to purchase an additional 562,500 shares of Common Stock, which option was exercised in full on April 30, 2021.
A copy of the Underwriting Agreement is filed as Exhibit 1.1 herewith and incorporated by reference herein.
On May 4, 2021, the Company issued a press release announcing the closing of the Offering and the full exercise of the Underwriters’ Option. A copy of the press release announcing the closing of the Offering and the full exercise of the Underwriters’ Option is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
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| Item 9.01 | Financial Statements and Exhibits. |
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EXHIBIT
NUMBER | | DESCRIPTION |
| | | |
| | Underwriting Agreement, dated April 29, 2021, by and between Columbus McKinnon Corporation and J.P. Morgan Securities LLC, as representative of the several underwriters listed on Schedule 1 therein |
| | Press Release dated May 4, 2021 |
| 104 | | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document) |
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 thereunto duly authorized.
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| COLUMBUS McKINNON CORPORATION |
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| /s/ Alan S. Korman |
| Alan S. Korman |
| Vice President Corporate Development, General |
| Counsel and Chief Human Resources Officer |
Dated: May 4, 2021
