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): October 26, 2005
WOLVERINE TUBE, INC.
(Exact name of registrant as specified in its charter)
| | | | | |
Delaware
(State or other jurisdiction of
incorporation) | | 1-12164
(Commission File Number) | | 63-0970812
(IRS Employer
Identification No.) |
| | | | | |
200 Clinton Avenue West, Suite 1000
Huntsville, Alabama
(Address of principal executive offices)
| | 35801
(Zip Code) |
Registrant’s telephone number, including area code:(256) 353-1310
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:
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))
TABLE OF CONTENTS
Item 2.02 Results of Operations and Financial Condition.
On November 1, 2005, Wolverine Tube, Inc. (the “Company”) issued a press release announcing the Company’s earnings for the three and nine-month periods ended October 2, 2005. The press release is attached as Exhibit 99.1 hereto, and is incorporated herein by reference.
Item 2.06 Material Impairments.
On October 28, 2005, the Company completed the sale of a 1992 Beechjet 400A aircraft for $2.45 million to KS Air 3-7-12, LLC which was subject to numerous contingencies. In conjunction with this sale, because the ultimate sales price was less than the net book value of the asset, the Company, on October 26, 2005 (the date all contingencies were satisfied), recorded a write-down of this asset in the third quarter ending October 2, 2005 of approximately $0.6 million (pre-tax). The Company expects to pay an additional $0.1 million in cash for future expenditures relating to the sale of this asset (for sales commissions, final inspection costs and repair costs, all of which were accrued as of October 2, 2005).
Item 9.01 Financial Statements and Exhibits.
| | | | |
| | Exhibit No. | | Description |
| | 99.1 | | Press release, dated November 1, 2005, issued by Wolverine Tube, Inc. announcing the Company’s earnings for the three and nine-month periods ended October 2, 2005. |
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 hereto duly authorized.
Dated: November 1, 2005
| | | | | |
| | WOLVERINE TUBE, INC.
| |
| | By: | /s/Thomas B. Sabol | |
| | | Thomas B. Sabol | |
| | | Senior Vice President, Chief
Financial Officer and Secretary | |
EXHIBIT INDEX
| | | |
| Exhibit No. | | Description |
| 99.1 | | Press release, dated November 1, 2005, issued by Wolverine Tube, Inc. announcing the Company’s earnings for the three and nine-month periods ended October 2, 2005. |
