UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K/A
(Amendment No. 1)
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 26, 2015
SPX CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE | | 1-6948 | | 38-1016240 |
(State or other jurisdiction of
incorporation) | | (Commission File Number) | | (IRS Employer
Identification No.) |
13320-A Ballantyne Corporate Place
Charlotte, North Carolina 28277
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code (980) 474-3700
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 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))
Item 2.01 Completion of Acquisition or Disposition of Assets.
This Amendment No. 1 amends the Current Report on Form 8-K of SPX Corporation (the “Company”) filed with the Securities and Exchange Commission (the “SEC”) on September 28, 2015 (the “September 28 8-K”) related to its tax-free spin-off of its Flow business, comprising its Flow Technology reportable segment, its Hydraulic Technology business and certain of its corporate subsidiaries, into a new standalone, publicly traded company, SPX FLOW, Inc. This Form 8-K/A amends the September 28 8-K to include the financial statements required by Item 9.01 of Form 8-K and to include an exhibit under Item 9.01 of this Current Report on Form 8-K/A. The information previously reported in the September 28 8-K is hereby incorporated by reference into this Current Report on Form 8-K/A.
CAUTIONARY LANGUAGE CONCERNING FORWARD-LOOKING STATEMENTS
Information set forth in this filing contains financial estimates and other forward-looking statements that are subject to risks and uncertainties, and actual results may differ materially. A discussion of factors that may affect future results is contained in the Company’s filings with the SEC. The Company disclaims any obligation to update or revise statements contained in this filing based on new information or otherwise.
Item 9.01 Financial Statements and Exhibits.
(b) Pro forma financial information
The unaudited pro forma condensed consolidated balance sheet of the Company as of June 27, 2015, and the unaudited pro forma condensed consolidated statements of operations of the Company for the six months ended June 27, 2015 and each of the last three fiscal years ended December 31, 2014, are filed as Exhibit 99.1 to this Current Report on Form 8-K/A.
(d) Exhibits
Exhibit Number | | Description |
99.1 | | Unaudited Pro Forma Condensed Consolidated Financial Information. |
2
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.
| SPX CORPORATION |
| |
| | |
Date: October 1, 2015 | By: | /s/ Scott W. Sproule |
| | Scott W. Sproule |
| | Vice President, Chief Financial Officer and Treasurer |
3
EXHIBIT INDEX
Exhibit
Number | | Description |
99.1 | | Unaudited Pro Forma Condensed Consolidated Financial Information. |
4
