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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 5, 2004
A.S.V., INC.
(Exact name of registrant as specified in its charter)
Minnesota 0-25620 41-1459569
(State or other jurisdiction (Commission file number) (I.R.S. Employer
of incorporation) Identification No.)
840 Lily Lane, Grand Rapids, Minnesota 55744
(Address of principal executive offices)
Registrant's telephone number, including area code: (218) 327-3434
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))
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Item 7.01. Regulation FD Disclosure
On October 5, 2004, A.S.V., Inc. ("ASV") issued a press
release disclosing it had competed its previously announced
acquisition of Loegering Mfg. Inc. of Casselton, North Dakota
in a merger transaction. ASV acquired all the outstanding
shares of common stock of Loegering for $18,230,000 through
the issuance of approximately 430,000 shares of ASV common
stock valued at $14.75 million and cash of $3.48 million. Of
the total ASV shares issued in the transaction, 130,699 shares
will be registered for resale on a Form S-3 Registration
Statement. Following completion of the transaction, Loegering
became a wholly owned subsidiary of ASV.
In a related transaction, ASV acquired real property
representing Loegering's manufacturing facility from Loegering
affiliates for $1.57 million in cash.
For additional information, see the press release included as
Exhibit 99 hereto.
Item 9.01. Financial Statements and Exhibits.
c. Exhibits
Exhibit Description of Exhibit
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99 Press release dated October 5, 2004
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 hereunto duly authorized.
Date: October 5, 2004
A.S.V., Inc.
By: /s/ Gary Lemke
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Its: Chief Executive Officer
EXHIBIT INDEX
Exhibit Description of Exhibit
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99 Press release dated October 5, 2004