FORM 8-K

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): December 2, 2003

 

 

SPS TECHNOLOGIES, INC.

(Exact name of registrant as specified in charter)

 

 

Pennsylvania

  

1-4416

  

23-1116110

(State or other jurisdiction

of incorporation)

   (Commission file number)  

(IRS employer

identification no.)

 

 

Two Pitcairn Place, Suite 200

165 Township Line Road

Jenkintown, Pennsylvania 19046

(Address of principal executive offices) (Zip code)

 

 

Registrant’s telephone number, including area code:

(215) 517-2000

ITEM 5.    OTHER EVENTS.

 

On December 2, 2003, SPS Technologies, Inc. (“SPS”) announced that its shareholders had approved the proposed acquisition of SPS by Precision Castparts Corp. (“PCC”). The press release is filed as Exhibit 99.1 to this report.

 

On December 3, 2003, PCC and SPS issued a joint press release announcing the preliminary results of the merger consideration elections made by SPS shareholders with respect to the acquisition of SPS by PCC. The press release is filed as Exhibit 99.2 to this report.

 

ITEM 7.    FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.

 

  (a)   Financial Statements of Business Acquired:            Not Applicable

 

  (b)   Pro Forma Financial Information:                            Not Applicable

 

  (c)   Exhibits:

 

  99.1   Press Release of SPS Technologies, Inc. issued on December 2, 2003
 
  99.2   Joint Press Release of Precision Castparts Corp. and SPS Technologies, Inc. issued on December 3, 2003

 

2

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.

 

        SPS TECHNOLOGIES, INC.
Date: December 3, 2003       By:  

/s/    JAMES D. DEE        

               

James D. Dee

Vice President, General Counsel and Secretary

EXHIBIT INDEX

 

Exhibit No.
   

Description

99.1

    Press Release of SPS Technologies, Inc. issued on December 2, 2003

99.2

    Joint Press Release of Precision Castparts Corp. and SPS Technologies, Inc. issued on December 3, 2003