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): March 7, 2011
Dresser-Rand Group Inc.
(Exact name of registrant as specified in its Charter)
| Delaware | 001-32586 | 20-1780492 |
| (State or other jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
10205 Westheimer Road, Houston, Texas 112 Avenue Kleber, Paris, France | 77042 75784 |
| (Address of principal executive offices) | (Zip Code) |
| Registrant's telephone number, including area code: | (713) 354-6100 (Houston) 33 156 26 71 71 (Paris) |
Not Applicable
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):
¨ 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 7.01. Regulation FD Disclosure
Dresser-Rand Group Inc. (“Dresser-Rand” or the “Company”) (NYSE: DRC), a global supplier of rotating equipment and aftermarket parts and services, previously announced that it has signed a Share Purchase Agreement (“SPA”) to acquire Grupo Guascor S.L. (“GG”) for an enterprise value of €500 million ($690 million) in a cash and stock transaction.
The Company also announced that it would provide more information on the potential acquisition at a conference call on Monday, March 7, 2011. A webcast presentation will be accessible live at 9:00 a.m. Eastern Time. You may access the live presentation at www.dresser-rand.com. Participants may also join the conference call by dialing (877) 303-3199 in the U.S. and (408) 427-3882 from outside the U.S. five to ten minutes prior to the scheduled start time.
A replay of the webcast will be available from 12:00 (noon) Eastern Time on March 7, 2011, through 11:59 p.m. Eastern Time on March 14, 2011. You may access the webcast replay at www.dresser-rand.com. A replay of the conference can be accessed by dialing (800) 642-1687 in the U.S. and (706) 645-9291 from outside the U.S. and referencing conference ID 49245005.
Access to this site is public (not password protected).
All information in the presentation slide deck is furnished and shall not be deemed "filed" with the SEC for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that Section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent registrant specifically incorporated it by reference.
| Exhibit No. | Description | |
| 99.1 | Dresser-Rand’s slide deck for use on its conference call scheduled for March 7, 2011, to discuss its potential acquisition of Grupo Guascor S.L. (“GG”). |
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 hereunto duly authorized.
| DRESSER-RAND GROUP INC | |||
| (Registrant) | |||
| Date: March 7, 2011 | By: | /s/ Mark E. Baldwin | |
| Mark E. Baldwin | |||
| Executive Vice President and Chief Financial Officer | |||
DRESSER-RAND GROUP INC.
EXHIBIT INDEX
| Exhibit No. | Subject Matter | |
| 99.1 | Dresser-Rand’s slide deck for use on its conference call scheduled for March 7, 2011, to discuss its potential acquisition of Grupo Guascor S.L. (“GG”). | |