Attached files
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EX-99.1 - PRESS RELEASE DATED DECEMBER 14, 2009 - TITAN INTERNATIONAL INC | ex991.htm |
EX-99.2 - UPDATED RISK FACTORS - TITAN INTERNATIONAL INC | ex992.htm |
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): December 14,
2009
TITAN
INTERNATIONAL, INC.
(Exact
name of Registrant as specified in its Charter)
Illinois
|
1-12936
|
36-3228472
|
(State
of Incorporation)
|
(Commission
File Number)
|
(I.R.S.
Employer Identification No.)
|
2701
Spruce Street, Quincy, IL 62301
(Address
of principal executive offices, including Zip Code)
(217) 228-6011
(Registrant’s
telephone number, including area code)
Check the
appropriate box below if the Form 8-K filling is intended to simultaneously
satisfy the filing obligations of the registrant under any of the following
provisions:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
INFORMATION
TO BE INCLUDED IN THIS REPORT
Item
8.01 Other Events
Notes
Offering
On
December 14, 2009, Titan International, Inc. (the “Company”) issued a press
release pursuant to Rule 135c under the Securities Act of 1933, as amended (the
“Securities Act”), in connection with the proposed issuance by the Company of
its convertible senior subordinated notes (the “Notes”) to certain institutional
investors in an offering exempt from the registration requirements of the
Securities Act.
In
accordance with Rule 135c(d) under the Securities Act, a copy of the press
release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is
incorporated by reference into this Report.
Supplement
of Risk Factors
In
connection with its contemplated offering of the Notes, the Company has updated
its risk factors. The updated description of the Company’s risk factors has been
filed as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated by
reference into this Report. The risk factors filed herewith as Exhibit 99.2
supplement the risk factors contained in “Item 1A. Risk Factors” to the
Company’s Annual Report on Form 10-K for the year ended December 31,
2008.
Item
9.01 Financial
Statements and Exhibits
(d) Exhibits
Exhibit No.
|
Description
|
99.1
|
Titan
International, Inc.’s press release dated December 14, 2009, announcing
the offering of its convertible senior subordinated notes
|
99.2
|
Updated
Risk Factors which supplement the risk factors contained in “Item 1A. Risk
Factors” of the Company’s Annual Report on Form 10-K for the year ended
December 31, 2008
|
SIGNATURE
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.
TITAN
INTERNATIONAL, INC.
|
|
(Registrant)
|
Date:
|
December
14, 2009
|
By:
|
/s/
Kent W. Hackamack
|
Kent
W. Hackamack
|
|||
Vice
President of Finance and Treasurer
|
|||
(Principal
Financial Officer)
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EXHIBIT
INDEX
Exhibit No.
|
Description
|
99.1
|
Titan
International, Inc.’s press release dated December 14, 2009, announcing
the offering of its convertible senior subordinated notes
|
99.2
|
Updated
Risk Factors which supplement the risk factors contained in “Item 1A. Risk
Factors” of the Company’s Annual Report on Form 10-K for the year ended
December 31, 2008
|
|