UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): April 3, 2005
UNOVA, INC.
(Exact name of registrant as specified in its charter)
Delaware 001-13279 95-4647021
(State or other jurisdiction (Commission file number) (I.R.S. Employer
of incorporation) Identification Number)
6001 36th Avenue West 98203-1264
Everett, Washington (Zip Code)
www.unova.com
(Address of principal executive offices and internet site)
Registrant's telephone number, including area code: (425) 265-2400
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))
Item 2.01 Completion of Acquisition or Disposition of Assets
UNOVA, Inc. (the "Company") completed the disposition of its Cincinnati Lamb
division ("Cincinnati Lamb") to MAG Industrial Automation Systems, LLC ("MAG"),
an entity established by Maxcor, Inc. of New York, New York, effective April 3,
2005. Cincinnati Lamb is a global manufacturer of machining and assembly systems
as well as stand-alone production equipment, primarily for the automotive,
aerospace, heavy equipment and general machining industries. The two companies
announced the transaction on March 21, 2005.
MAG and certain of its affiliates acquired the global operations of Cincinnati
Lamb for approximately $60 million in consideration, subject to possible closing
balance sheet adjustments. The consideration consisted of $16 million in cash,
$10 million in notes and the assumption of approximately $34 million of
liabilities relating to certain pension and other post-retirement obligations.
Item 8.01. Other Events
On April 4, 2005, the Company issued a press release announcing the completion
of the sale of Cincinnati Lamb, which is attached as Exhibit 99.1 hereto.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
Exhibit
Number Description
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99.1 Press release issued by UNOVA, Inc. dated April 4, 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 hereunto duly authorized.
UNOVA, INC.
By: /s/ Michael E. Keane
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Michael E. Keane
Senior Vice President and
Chief Financial Officer
April 7, 2005
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