Attached files

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EX-99.3 - EXHIBIT 99.3 - TPI COMPOSITES, INCexh_993.htm
EX-99.2 - EXHIBIT 99.2 - TPI COMPOSITES, INCexh_992.htm
EX-99.1 - EXHIBIT 99.1 - TPI COMPOSITES, INCexh_991.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

 

 

March 16, 2017

Date of Report (Date of earliest event reported)

 

 

TPI Composites, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware 001-37839 20-1590775
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)

 

8501 N. Scottsdale Rd, Gainey Center II, Suite 100, Scottsdale, AZ 85253
(Address of principal executive offices) (Zip Code)

 

 

Registrant’s telephone number, including area code: (480) 305-8910

 

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 (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 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION

 

On March 16, 2017, TPI Composites, Inc. (the Company) issued a press release announcing its financial results for the three months and full year ended December 31, 2016. A copy of the Company’s press release is furnished herewith as Exhibit 99.1 to this current report on Form 8-K and is incorporated by reference herein. The Company also posted a presentation to its website at www.tpicomposites.com under the tab “Investor Relations” providing information regarding its results of operations and financial condition for the three months and full year ended December 31, 2016. The information contained in the presentation is incorporated by reference herein. The presentation is being furnished herewith as Exhibit 99.2 to this current report on Form 8-K. The Company’s website and the information contained therein is not part of this disclosure.

 

The information in Items 2.02 and 7.01 of this current report on Form 8-K (including Exhibits 99.1 and 99.3) are being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in Item 2.02 and 7.01 of this current report on Form 8-K (including Exhibits 99.1 and 99.3) shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

 

Item 7.01. REGULATION FD DISCLOSURE

 

The information set forth under Item 2.02 of this current report on Form 8-K is incorporated by reference as if fully set forth herein.

 

On March 16, 2017, the Company issued a press release announcing it has entered an agreement to supply Proterra Inc. with composite bus bodies for its Catalyst transit vehicles. A copy of the Company’s press release is furnished herewith as Exhibit 99.3 to this current report on Form 8-K and is incorporated by reference herein.

 

The information in Exhibit 99.3 of this current report on Form 8-K is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in Item 7.01 of this current report on Form 8-K (including Exhibit 99.3) shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended.

 

Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS

 

(d) Exhibits

 

99.1 – Press Release dated March 16, 2017

99.2 – Presentation dated March 17, 2017

99.3 – Press Release dated March 16, 2017

 

 

 
 

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 thereunto duly authorized.

 

 

 

    PI COMPOSITES, INC.  
       
       
       
       
March 16, 2017 By:   /s/ William E. Siwek  
    William E. Siwek  
    Chief Financial Officer