OMB APPROVAL
------------------------
OMB Number: 3235-0060
Expires: April 30, 2009
Estimated average burden
hours per response.. 5.0
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): FEBRUARY 29, 2008
TECUMSEH PRODUCTS COMPANY
- -------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
MICHIGAN 0-452 38-1093240
- -------------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
100 EAST PATTERSON STREET
TECUMSEH, MICHIGAN 49286
- -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (517) 423-8411
(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 (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 7.01 REGULATION FD DISCLOSURE
Reversion of Salaried Pension Plan
As previously announced, we are in the process of executing a conversion of our
Salaried Retirement Plan to a new plan. The old plan is substantially
over-funded. We previously expected that this conversion would make net cash
available to us in the amount of approximately $55 million. We now expect,
however, that the conversion will yield cash proceeds of approximately $80
million, which represents gross proceeds of $100 million net of excise tax of
$20 million. The net proceeds will be higher than we previously expected because
the old plan was able to purchase annuities to fund its future obligations for
a lower premium than we had estimated, due in part to the final actuarial
assumptions being more favorable than those we used for purposes of our original
estimate.
The arrangements we have made will fully secure the benefits payable under the
old plan and will also fund the new plan, without additional annual
contributions, for approximately six to eight future years.
As we also announced previously, the pension reversion will adversely affect our
results of operations due to the recognition of the excise tax referenced above,
net of gain on the termination of $9 million, for a total expense impact in 2008
of approximately $11 million. In addition, we anticipate a reduction in net
period income. The reduction in income, however, has been more than mitigated by
other actions taken to reduce the overall cost of benefits and due to personnel
reductions. Taking into account the cost of all retiree benefits, both pensions
and other post-retirement benefits, total expected income to be recognized in
2008, other than curtailment gains and losses and excluding potential changes in
actuarial assumptions, is expected to be approximately $12 million versus $15
million in 2007.
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.
TECUMSEH PRODUCTS COMPANY
Date: February 29, 2008 By /s/ James S. Nicholson
--------------------------
James S. Nicholson
Vice President, Treasurer and
Chief Financial Officer
NOTE: The information in this report is not to be deemed "filed" for purposes of
Section 18 of the Exchange Act or otherwise subject to the liabilities of that
section unless the registrant specifically incorporates it by reference into a
filing under the Securities Act or the Exchange Act.