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EX-99.1 - EX-99.1 - TransDigm Group INCd251860dex991.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): November 8, 2011

 

 

TransDigm Group Incorporated

(Exact name of registrant as specified in its charter)

 

 

Delaware

(State or other jurisdiction of incorporation)

001-32833

(Commission File Number)

41-2101738

(IRS Employer Identification No.)

 

1301 East 9th Street, Suite 3000, Cleveland, Ohio   44114
(Address of principal executive offices)   (Zip Code)

(216) 706-2960

(Registrant’s telephone number, including area code)

(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 registrants’ under any of the following provisions (see General Instruction A.2. below):

 

¨ 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 7.01 Regulation FD Disclosure

On November 8, 2011, TransDigm Group Incorporated (NYSE: TDG), announced that it has entered into a definitive agreement to acquire Harco Laboratories, Incorporated (“Harco”), for approximately $84 million in cash. The acquisition, subject to review under the Hart-Scott-Rodino Act and other customary closing conditions, is expected to close in the first quarter of fiscal 2012. Harco, located in Branford, Connecticut, manufactures proprietary, highly engineered components for major commercial aircraft.

A copy of the November 8, 2011 press release announcing the agreement is attached to this Report as Exhibit 99.1.

 

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

The following exhibits are being filed with this Current Report on Form 8-K:

 

  99.1 Press Release issued November 8, 2011.


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.

 

TRANSDIGM GROUP INCORPORATED

By:

  /s/ Gregory Rufus
  Gregory Rufus
 

Executive Vice President, Chief

Financial Officer and Secretary

Date: November 8, 2011


Exhibit Index

 

Exhibit No.

  

Description

99.1    Press Release of TransDigm Group Incorporated, dated November 8, 2011.