UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM8-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): December 8, 2014 (December 5, 2014)
WABCO HOLDINGS INC.
(Exact name of registrant as specified in its charter)
| | | | |
| Delaware | | 1-33332 | | 20-8481962 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
| |
Chaussee de Wavre, 1789 1160 Brussels, Belgium 2770 Research Drive Rochester Hills, MI | | 48309-3511 |
| (Address of principal executive offices) | | (zip code) |
Registrant’s telephone number, including area code:32-2-663-9-800
Check the appropriate box below if the Form8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c) |
ITEM 8.01 Other Events.
On December 5, 2014, the Board of Directors of WABCO Holdings Inc. (the “Company”) authorized the company to enter into an additional two-year share repurchase program. The board authorization allows for the repurchase of up to an additional $500 million of common shares at the discretion of management from December 5, 2014 through December 31, 2016.
ITEM 9.01 Financial Statements and Exhibits.
The following exhibits are filed or furnished as part of this report to the extent described in Item 8.01
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| 99.1 | | Press Release dated December 8, 2014. |
INFORMATION CONCERNING FORWARD-LOOKING STATEMENTS
Comments in this report, and in the exhibit attached hereto contain certain forward-looking statements, which are based on management’s good faith expectations and beliefs concerning future developments. Actual results may differ materially from these expectations as a result of many factors. These factors include, but are not limited to, the risks and uncertainties described in the “Risk Factors” section and the “Forward Looking Statements” section of WABCO’s Annual Report on Form10-K, as well as in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Information Concerning Forward Looking Statements” sections of WABCO’s Form10-Q Quarterly Reports. WABCO does not undertake any obligation to update such forward-looking statements. All market and industry data are based on Company estimates.
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.
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| Date: December 8, 2014 | | | | WABCO HOLDINGS INC. |
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| | | | By: | | /s/ Vincent Pickering |
| | | | Name: | | Vincent Pickering |
| | | | Title: | | Chief Legal Officer and Secretary |
