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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): December 11, 2008
BORGWARNER INC.
(Exact name of registrant as specified in its charter)
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| Delaware
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1-12162
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13-3404508 |
| (State or other jurisdiction
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(Commission File No.)
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(IRS Employer |
| of incorporation)
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Identification No.) |
3850 Hamlin Road, Auburn Hills, Michigan 48326
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (248) 754-9200
(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)) |
TABLE OF CONTENTS
Item 7.01 Regulation FD Disclosure
On December 11, 2008, BorgWarner Inc. issued a press release regarding a change in its
earnings guidance with respect to the fourth quarter of 2008 and the year to end December 31, 2008.
A copy of BorgWarner Inc.’s press release regarding the change is attached hereto as Exhibit
99.1 and is hereby incorporated by reference.
The information provided in the response to this Item 7.01 and the accompanying Exhibit 99.2
are being furnished under Item 7.01 of Form 8-K and shall not be deemed to be “filed” for the
purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to
the liability of such Section, nor shall such information be deemed incorporated by reference in
any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any
general incorporation by reference language in any such filing, except as shall be expressly set
forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits. The following exhibits are being furnished as part of this Report.
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Description |
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99.1
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Press release regarding change in earnings guidance issued by
BorgWarner Inc. dated December 11, 2008 |
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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BORGWARNER INC.
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| Date: December 12, 2008 |
By: |
/s/ John Gasparovic
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Name: |
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John Gasparovic |
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Its: |
Secretary |
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EXHIBIT INDEX
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| Exhibit |
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Description |
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99.1
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Press release regarding change in earnings guidance issued by
BorgWarner Inc. dated December 11, 2008 |