UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
MARCH 26, 2007
Date of Report (Date of earliest event reported)
ALTRA INDUSTRIAL MOTION, INC.
------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE N/A 30-0283143
------------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
14 HAYWARD STREET
QUINCY, MASSACHUSETTS 02171
------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(617) 328-3300
(Registrant's telephone number, including area code)
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):
[_] 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))
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT
AMENDMENT TO THE EXISTING INDENTURES
On March 21, 2007, Altra Industrial Motion, Inc. (the
"Company") announced in the press release attached hereto as Exhibit
99.1 that the Company, the guarantors party thereto and the trustee
thereunder entered into a supplemental indenture (the "Fourth
Supplemental Indenture") effecting the proposed amendments described
in the consent solicitation statement dated March 7, 2007 amending
the Indenture governing the Company's 9% senior secured notes due
2011, dated as of November 30, 2004, among the Company, the
guarantors party thereto and the trustee thereunder.
On March 26, 2007, the Company announced in the press release
attached hereto as Exhibit 99.3 that the Company, the guarantors
party thereto and the trustee thereunder entered into a supplemental
indenture (the "Second Supplemental Indenture") effecting the
proposed amendments described in the consent solicitation statement
dated March 7, 2007 amending the Indenture governing the Company's
11 1/4% senior notes due 2013 (the "2013 Notes"), dated as of
February 8, 2006, among the Company, the guarantors party thereto
and the trustee thereunder.
A copy of each of the Fourth Supplemental Indenture and Second
Supplemental Indenture is attached as Exhibit 4.1 and Exhibit 4.2,
respectively, to this Form 8-K and is hereby incorporated by
reference.
ITEM 3.03 MATERIAL MODIFICATION TO RIGHTS OF SECURITY HOLDERS
The section "Amendment to the Existing Indentures" in Item
1.01 above is incorporated by reference herein as if stated in its
entirety under this Item 3.03.
ITEM 8.01 OTHER EVENTS
On March 23, 2007, the Company announced in the press release
attached hereto as Exhibit 99.2 that it had increased the consent
fee from (pound)2.50 in cash for each (pound)1,000 principal amount
of its outstanding 2013 Notes to (pound)5.00 in cash for each
(pound)1,000 principal amount of its outstanding 2013 Notes.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
Exhibit No. Description
- ----------- --------------------------------------------------------------
4.1 Fourth Supplemental Indenture, dated as of March 21, 2007,
among the Company, the guarantors and The Bank of New York
Trust Company, N.A., as trustee.
2
4.2 Second Supplemental Indenture, dated as of March 26, 2007,
among the Company, the guarantors and The Bank of New York, as
trustee.
99.1 Press Release, dated March 21, 2007.
99.2 Press Release, dated March 26, 2007.
99.3 Press Release, dated March 23, 2007.
3
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.
ALTRA INDUSTRIAL MOTION, INC.
/s/ Michael L. Hurt
-------------------------------
Name: Michael L. Hurt
Title: Chief Executive Officer
Date: March 26, 2007
4