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 8, 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 | | 77042 |
| (Address of principal executive offices) | | (Zip Code) |
| Registrant's telephone number, including area code: (713) 354-6100 | |
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):
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))
On March 8, 2011, Dresser-Rand Group Inc. announced that it has commenced a cash tender offer and consent solicitation for any and all of its $370 million outstanding aggregate principal amount of 7-3/8% Senior Subordinated Notes due 2014. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
| Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
| Exhibit No. | Description |
| | |
| 99.1 | Press release dated March 8, 2011. |
SIGNATURE
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. | |
| | | |
| | | | |
| | By: | /s/ Mark E. Baldwin | |
| | Name: | Mark E. Baldwin | |
| | Title: | Executive Vice President and Chief Financial Officer | |
| | | | |
Date: March 8, 2011
EXHIBIT INDEX
| Exhibit No. | Description |
| | |
| 99.1 | Press release dated March 8, 2011. |
