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 27, 2007
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MUELLER INDUSTRIES, INC.
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(Exact name of registrant as specified in its charter)
Delaware 1-6770 25-0790410
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(State or other (Commission File (IRS Employer
jurisdiction of Number) Identification No.)
incorporation)
8285 Tournament Drive Suite 150
Memphis, Tennessee 38125
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (901) 753-3200
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Not Applicable
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(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:
[ ] 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 1.01. Entry into a Material Definitive Agreement
On February 27, 2007, Mueller Industries, Inc. (the "Company") entered into a
Stock Purchase Agreement (the "Purchase Agreement") with TBG Holdings N.V. and
N.V. Hollandsch-Amerikaansche Beleggingsmaatschappij Holland-American Investment
Corporation (collectively, the "Sellers") providing for the purchase by the
Company and the sale by the Sellers of all the outstanding capital stock (the
"Shares") of Extruded Metals, Inc., a Delaware corporation ("Extruded"). The
closing of the transaction occurred on February 27, 2007.
The aggregate consideration paid by the Company to the Sellers for the Shares
was $32.0 million in cash in immediately available funds. In connection with the
transaction, the Company assumed approximately $10.1 million of Extruded's bank
debt. The Purchase Agreement contains customary representations and warranties
for both the Company and the Sellers. A portion of the purchase price equal to
$2.5 million is being held in escrow to satisfy certain potential
indemnification obligations of the Sellers.
The summary of the Purchase Agreement in this Current Report on Form 8-K is
qualified in its entirety by reference to the full text of the Purchase
Agreement attached hereto as Exhibit 10.1.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
Exhibit No. Description
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10.1 Stock Purchase Agreement by and between TBG Holdings N.V.
and N.V. Hollandsch-Amerikaansche Beleggingsmaatschappij
Holland-American Investment Corporation, as Sellers, and
Mueller Industries, Inc., as Buyer, dated as of February 27,
2007.
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.
MUELLER INDUSTRIES, INC.,
By: /s/ Gary C. Wilkerson
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Name: Gary C. Wilkerson
Title: Vice President, General Counsel and
Secretary
EXHIBIT INDEX
Exhibit No. Description
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10.1 Stock Purchase Agreement by and between TBG Holdings N.V.
and N.V. Hollandsch-Amerikaansche Beleggingsmaatschappij
Holland-American Investment Corporation, as Sellers, and
Mueller Industries, Inc., as Buyer, dated as of February 27,
2007.