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):
May 16, 2014
WABASH NATIONAL CORPORATION
(Exact name of registrant as specified in
its charter)
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Delaware |
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1-10883 |
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52-1375208 |
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(State or other jurisdiction of incorporation or organization) |
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(Commission File
Number) |
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(I.R.S. Employer
Identification No.) |
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1000 Sagamore Parkway South
Lafayette, Indiana |
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47905 |
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(Address of principal executive offices) |
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(Zip Code) |
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Registrant’s telephone number, including
area code: (765) 771-5310
Not applicable
(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:
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oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Section 7 — |
Regulation FD |
Item 7.01 |
Regulation FD Disclosure. |
On May 16, 2014, Wabash National Corporation (“Wabash
National” or the “Company”) issued a press release announcing that it had entered into a definitive agreement
to sell to TEC Equipment, Inc. certain assets relating to three of the Company’s retail branch locations that sell new and
used trailers and provides aftermarket parts and service, for $4.5 million in cash, subject to closing-date purchase price adjustments
relating to final quantities of operating assets acquired. The transaction is expected to close during the second quarter of 2014,
and following the closing TEC Equipment will operate these locations as a Wabash dealer. A copy of the press release is attached
to this Current Report as Exhibit 99.1 and is incorporated by reference herein.
Section 9 — |
Financial Statements and Exhibits |
Item 9.01 |
Financial Statements and Exhibits. |
(d) Exhibits.
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99.1 |
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Press Release of Wabash National dated May 16, 2014. |
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.
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Wabash National Corporation |
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Date: May 16, 2014 |
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By: |
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/s/ Jeffery L. Taylor |
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Jeffery L. Taylor |
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Senior Vice President and
Chief Financial Officer |
Exhibit Index
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Exhibit No.
99.1 |
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Exhibit
Press Release of Wabash National dated May 16, 2014. |
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Exhibit 99.1
Media
Contact:
Dana Stelsel
Corporate Communications Manager
(765) 771-5766
dana.stelsel@wabashnational.com
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Wabash
National® Expands West Coast Sales and Service with New Dealer TEC Equipment, Inc.
Commercial
Trailer Products Group announces dealer agreement with TEC Equipment for dry vans, refrigerated vans and platform trailers
LAFAYETTE, Ind. — May 16, 2014 — Wabash
National Corporation (NYSE: WNC), a diversified industrial manufacturer and North America’s leading producer
of semi-trailers and liquid transportation systems, today announced an agreement with Portland-based TEC Equipment, Inc. to provide
sales, parts and service for Wabash National®, Transcraft® and Benson® brand trailers in California, Oregon and Washington.
“The agreement with TEC Equipment
is one more step in executing Wabash National Corporation’s strategic growth plan as we expand access and service along the
West Coast,” explained Dick Giromini, president and chief executive officer of Wabash National Corporation.
Beginning May 2014, TEC Equipment will
facilitate the transition of three Wabash National Trailer Centers to independent dealer facilities operated by TEC Equipment.
These locations in Portland, Oregon, and Sacramento and Fontana, California, will add to the geographic footprint of TEC Equipment’s
four existing locations that will sell and service Wabash National, Transcraft and Benson products.
“TEC Equipment has extensive
expertise in the business and a long history of providing effective transportation solutions to its customer base,” added
Brent Yeagy, group president of Commercial Trailer Products at Wabash National. “We are pleased to welcome TEC Equipment
to the team as we strengthen our competitive presence on the West Coast, while continuing to expand and elevate our dealer network
to provide the level of support our customers expect.”
“Our relationship with TEC Equipment
provides the opportunity for our retail locations to channel their energies in driving the many growth and diversification efforts
already underway, including tank parts and service expansion, mobile service growth, and customer-site service growth opportunities,”
added Rick Klein, vice president and general manager of Retail.
TEC Equipment will be fully stocked
with new model year Wabash National dry and refrigerated vans, and Transcraft and Benson platform trailers, in addition to being
outfitted with a full selection of parts through Aurora Parts & Accessories, LLC, the exclusive supplier of authorized parts
for Wabash National.
“Aurora looks forward to this
new partnership with the TEC Equipment team,” said Mike Conley, vice president of sales at Aurora Parts & Accessories.
“We are committed to providing the highest level of parts and service support to ensure a seamless transition for the local
customer base and our national fleet customers through FleetPerform®.”
“We are very excited about our
new relationship with Wabash National,” said TEC Equipment Chief Executive Officer and President Dave Thompson. “As
the largest full-service truck dealership on the West Coast, TEC is positioned to service small and large fleets alike as our trailer
sales and support division grows with the addition of Wabash National’s portfolio of high-quality vans and platform trailers.”
Customers may contact Sean Kenney,
vice president of sales for Commercial Trailer Products, at (765) 771-5300 with questions about sales and service support at these
new locations.
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About Wabash National Corporation
Headquartered in Lafayette, Indiana, Wabash National Corporation
(NYSE: WNC) is a diversified industrial manufacturer and North America’s leading producer of semi trailers and liquid transportation
systems. Established in 1985, the company specializes in the design and production of dry freight vans, refrigerated vans, platform
trailers, liquid tank trailers, intermodal equipment, engineered products and composite products. Its innovative products are
sold under the following brand names: Wabash National®, Transcraft®, Benson®, DuraPlate®, Walker Transport, Walker
Defense Group, Walker Barrier Systems, Walker Engineered Products, Brenner® Tank, Beall®, Garsite, Progress Tank, TST®,
Bulk Tank International and Extract Technology®. To learn more, visit www.wabashnational.com.
About TEC Equipment, Inc.
Headquartered in Portland, Oregon, TEC Equipment, Inc. has
19 locations strategically located along the west coast’s I-5 corridor in Oregon, Washington, Nevada and California. Since
its modest beginnings in 1976, TEC Equipment has grown to be the west’s largest and most recognized multi-point, full-service
truck dealership. TEC Equipment’s commercial truck franchises include: Mack, Volvo, Isuzu, Hino and GMC, Cottrell car carriers,
and Wabash trailers, along with authorized service centers for Autocar and Cummins & CAT engines. With a large inventory of
equipment, parts, service, body shop, fuel, insurance, financing, rental and leasing, TEC Equipment offers one-stop truck shopping.
For more information, please visit www.tecequipment.com or contact Dave Schwanke, corporate marketing manager at 503-285-7667
or dschwanke@tecequipment.com.
Safe Harbor Statement
This press release contains certain forward-looking statements
as defined by the Private Securities Litigation Reform Act of 1995 about the Company’s proposed sale of certain assets of
Wabash National Corporation to TEC Equipment and the timing of the anticipated transaction. Forward-looking statements convey the
Company’s current beliefs, expectations or forecasts of future events but are subject to a number of risks, uncertainties
and changes in circumstances, which may cause actual results or actions to differ materially from what is expressed or implied
by these statements. All statements contained in this press release other than statements of historical fact are forward-looking
statements. The factors that could cause actual future results to differ materially from current expectations include, but are
not limited to, the satisfaction of conditions to closing the transaction and the time and resources required to do so, competitive
developments, conditions in each of the companies industries. Readers should review and consider the various disclosures made by
the Company in this report and in the Company’s other reports to its stockholders and periodic reports on Forms 10-K and
10-Q and the risk factors discussed in the Company’s filings with the U.S. Securities and Exchange Commission.
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