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): September 13, 2021
Vontier Corporation
(Exact name of registrant as specified in its charter)
| | | | | |
| Delaware | | 001-39483 | | 84-2783455 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (I.R.S. Employer Identification No.) |
| | |
| 5438 Wade Park Boulevard, Suite 600, Raleigh, NC | | 27607 |
| (Address of principal executive offices) | | (Zip Code) |
Registrant’s telephone number, including area code: (984) 275-6000
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:
| ¨ | | 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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Common Stock, par value $0.0001 per share | | VNT | | New York Stock Exchange |
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).
Emerging growth company ¨
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. ¨
Item 8.01 Other Events.
On September 13, 2021, Vontier Corporation (the “Company”) issued a press release (the “Press Release”) announcing the completion of its acquisition of DRB Systems, LLC, a leading provider of point of sale, workflow software, and control solutions to the car wash industry, pursuant to the previously announced Agreement and Plan of Merger, dated July 18, 2021, by and among the Company, in its capacity as the parent guarantor, Gilbarco Inc., a wholly-owned subsidiary of the Company (“Gilbarco”), Bubbles Blocker Merger Sub, LLC and Bubbles Equity Merger Sub, LLC, wholly-owned subsidiaries of Gilbarco, New Mountain Partners V Special (AIV-B), LLC (“Blocker”), Fast Pass TopCo LLC (“Fast Pass”), and New Mountain Capital, L.L.C., as representative for the equityholders of Blocker and Fast Pass. A copy of the Press Release is attached hereto as Exhibit 99.1 and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
(d) The following exhibits are attached hereto:
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | | | | | | | | |
| | | | | Vontier Corporation |
| | | | |
| September 13, 2021 | | | | By: | | /s/ Courtney Kamlet |
| | | | | | | Name: | | Courtney Kamlet |
| | | | | | | Title: | | Vice President – Associate General Counsel and Corporate Secretary |
