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 5, 2010
Commercial Vehicle Group, Inc.
(Exact name of registrant as specified in its charter)
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| Delaware
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001-34365
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41-1990662 |
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| (State or other jurisdiction
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(Commission
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(I.R.S. Employer |
| of incorporation)
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File Number)
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Identification No.) |
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| 7800 Walton Parkway, New Albany, Ohio
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43054 |
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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: 614-289-5360 |
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:
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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)) |
Item 3.02. Unregistered Sales of Equity Securities.
On August 4, 2009, Commercial Vehicle Group, Inc. (the “Company”) issued 42,124 units, consisting
of $42.1 million in aggregate principal amount of the 11%/13% third lien senior secured notes due
2013 and warrants (the “Warrants”) to purchase 745,000 shares of the Company’s common stock, par
value $0.01 per share (the “Common Stock”). The units and the warrants were issued pursuant to a
warrant and unit agreement dated August 4, 2009.
The Company issued 372,905 shares of Common Stock upon the exercise of certain of the Warrants on
February 5, 2010. The warrants were exercised on a cashless exercise basis as required under the
warrant and unit agreement, and, accordingly, such shares of Common Stock were issued in reliance
upon the exemption from registration set forth in Section 3(a)(9) of the Securities Act of 1933, as
amended.