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
Date of Report (Date of earliest event reported): October 29, 2015
Modine Manufacturing Company
(Exact name of registrant as specified in its charter)
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Wisconsin
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1-1373
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39-0482000
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification Number)
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1500 DeKoven Avenue, Racine, Wisconsin
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53403
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(Address of principal executive offices)
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(Zip Code)
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Registrant's telephone number, including area code:
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(262) 636-1200
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(Former name or former address, if changed since last report.)
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N/A
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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
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Information to be Included in the Report
| Item 2.02 |
Results of Operations and Financial Condition |
On October 29, 2015, Modine Manufacturing Company (the “Company”) issued a press release announcing the results of operations and financial condition for the second quarter ended September 30, 2015.
During a conference call scheduled to be held at 9:00 a.m. EDT on October 30, 2015, the Company’s President and Chief Executive Officer, Thomas A. Burke, and Vice President, Finance and Chief Financial Officer, Michael B. Lucareli, will discuss the Company’s results for the second quarter ended September 30, 2015.
Attached to this Current Report on Form 8-K as Exhibit 99.1 is a copy of the Company’s press release in connection with the announcement. The information in this Item 2.02, including Exhibit 99.1, is furnished pursuant to Item 2.02 and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing.
Also on October 29, 2015, the Company issued a press release announcing its Strengthen, Diversify and Grow transformational framework and a $50 million share repurchase authorization. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.2 and is incorporated herein by reference.
| Item 9.01 |
Financial Statements and Exhibits |
The following exhibits are being furnished herewith:
| 99.1 |
Press Release dated October 29, 2015 announcing the results of operations and financial condition for the second quarter ended September 30, 2015. |
| 99.2 |
Press Release dated October 29, 2015 announcing the Strengthen, Diversify and Grow transformational framework and a $50 million share repurchase authorization. |
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.
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Modine Manufacturing Company |
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By: /s/ Thomas A. Burke
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Thomas A. Burke
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President and Chief Executive Officer
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Date: October 29, 2015
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Exhibit Index
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Exhibit No.
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Exhibit Description
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Press Release dated October 29, 2015 announcing the results of operations and financial condition for the second quarter ended September 30, 2015.
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Press Release dated October 29, 2015 announcing the Strengthen, Diversify and Grow transformational framework and a $50 million share repurchase authorization.
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