Attached files
file | filename |
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EX-23.1 - Houston Wire & Cable CO | v196033_ex23-1.htm |
EX-99.1 - Houston Wire & Cable CO | v196033_ex99-1.htm |
EX-99.3 - Houston Wire & Cable CO | v196033_ex99-3.htm |
EX-99.2 - Houston Wire & Cable CO | v196033_ex99-2.htm |
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K/A
CURRENT
REPORT
(Amendment No. 1)
Pursuant
to Section 13 or 15(d) of the
Securities
Exchange Act of 1934
Date
of Report: June 25, 2010
(Date
of earliest event reported)
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Houston
Wire & Cable Company
(Exact
name of registrant as specified in its charter)
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DE
(State
or other jurisdiction
of
incorporation)
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000-52046
(Commission
File Number)
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74-2400498
(IRS
Employer
Identification
Number)
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10201
North Loop East, Houston TX
(Address
of principal executive offices)
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77029
(Zip
Code)
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713-609-2200
(Registrant's
telephone number, including area code)
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Not
Applicable
(Former
Name or Former Address, if changed since last
report)
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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
2.01. Completion of Acquisition or Disposition of Assets.
This Amendment No. 1 amends the Current
Report on Form 8-K filed by Houston Wire & Cable Company, (“HWC”) on June
29, 2010 (the “June 8-K”) reporting HWC’s acquisition of Southwest Wire
Rope LP, Southwest Wire Rope GL LLC and Southern Wire LLC, previously
referred to as the Heavy Lift Business of Teleflex Incorporated (“Heavy Lift”).
This Form 8-K/A amends the June 8-K to include the financial information
required under Item 9.01(a) and (b).
Item
9.01. Financial Statements and Exhibits.
(a)
Financial Statements of Businesses Acquired.
The audited Combined Financial
Statements of Heavy Lift as of December 31, 2009 and 2008 and for the years
ended December 31, 2009, 2008 and 2007, and the related Notes thereto, are
included herein as Exhibit 99.1.
The unaudited Combined Financial
Statements of Heavy Lift as of March 28, 2010 and for the three month periods
ended March 28, 2010 and March 29, 2009, and the related Notes thereto, are
included herein as Exhibit 99.2.
(b) Pro
Forma Financial Information.
The following pro forma financial
information is included herein as Exhibit 99.3.
(i) Unaudited Pro Forma Condensed
Combined Balance Sheet as of March 31, 2010.
(ii) Unaudited Pro Forma Condensed
Combined Statement of Income for the three months ended March 31,
2010.
(iii) Unaudited Pro Forma Condensed
Combined Statement of Income for the year ended December 31, 2009.
(iv) Notes to the Unaudited Pro Forma
Condensed Combined Financial Statements.
(c) Not
applicable.
(d)
Exhibits.
Exhibit
Number
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Document Description
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23.1
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Consent
of Independent Registered Public Accounting Firm
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99.1
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Combined
Financial Statements of Heavy Lift as of December 31, 2009 and 2008 and
for the years ended December 31, 2009, 2008 and 2007, and the related
Notes thereto
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99.2
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Unaudited Combined
Financial Statements of Heavy Lift as of March 28, 2010 and for the three
month periods ended March 28, 2010 and March 29, 2009, and the related
Notes thereto
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99.3
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Unaudited
Pro Forma Condensed Combined Financial Statements, and the related Notes
thereto
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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, thereunto
duly authorized.
Date: September
8, 2010
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HOUSTON
WIRE & CABLE COMPANY
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BY: /s/ Nicol G.
Graham
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Nicol
G. Graham, Chief Financial
Officer
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Exhibit
Index
Exhibit
Number
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Document Description
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23.1
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Consent
of Independent Registered Public Accounting Firm
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99.1
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Combined
Financial Statements of Heavy Lift as of December 31, 2009 and 2008 and
for the years ended December 31, 2009, 2008 and 2007, and the related
Notes thereto
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99.2
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Unaudited Combined
Financial Statements of Heavy Lift as of March 28, 2010 and for the three
months ended March 28, 2010 and March 29, 2009, and the related Notes
thereto
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99.3
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Unaudited
Pro Forma Condensed Combined Financial Statements, and the related Notes
thereto
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