WNC Wabash National Corporation

  

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 18, 2014

 

Wabash National Corporation

(Exact name of registrant as specified in its charter)

 

Delaware	1-10883	52-1375208
(State or other jurisdiction	(Commission File No.)	(IRS Employer Identification No.)
of incorporation)

 

1000 Sagamore Parkway South, Lafayette, Indiana	47905
(Address of principal executive offices)	(Zip Code)

  

Registrant’s telephone number, including area code:
(765) 771-5300

 __________________

 

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:

 

¨

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))

 

 

INFORMATION TO BE INCLUDED IN THE REPORT

 

 

Section 8 – Other Events

 

Item 8.01 Other Events.

 

On December 18, 2014, the board of directors of Wabash National Corporation (“the Company”) authorized a share repurchase program pursuant to which the Company may, from time to time, purchase shares of its common stock for an aggregate repurchase price not to exceed $60 million over a two year period ending on December 31, 2016. Stock repurchases may be made in the open market or in private transactions at times and in amounts determined by the Company. A copy of a press release announcing the action taken by the board of directors is attached hereto as Exhibit 99.1.

  

Section 9 – Financial Statements and Exhibits

 

Item 9.01 Financial Statements and Exhibits.

 

(d)

Exhibits:

 

99.1

Wabash National Corporation press release dated December 18, 2014.

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

	WABASH NATIONAL CORPORATION
Date:  December 18, 2014	By:	/s/ Jeffery L. Taylor
		Jeffery L. Taylor
		Senior Vice President and Chief Financial Officer

 

 

EXHIBIT INDEX

 

Exhibit No.		Description
99.1		Wabash National Corporation Press Release dated December 18, 2014

 

Exhibit 99.1

 

Press Contact: Dana Stelsel Corporate Communications Manager (765) 771-5766		Wabash National Investor Relations: (765) 771-5310

 

FOR IMMEDIATE RELEASE

 

 

WABASH NATIONAL CORPORATION ANNOUNCES

STOCK REPURCHASE PROGRAM

 

 

LAFAYETTE, Ind., -- December 18, 2014 -- Wabash National Corporation (“Wabash” or “the Company”) (NYSE: WNC) today announced that its board of directors has authorized the Company to repurchase up to $60 million of its common stock over a two year period ending on December 31, 2016. Stock repurchases under this program may be made in the open market or in private transactions at times and in amounts determined by the Company. The Company, at its sole discretion, may limit or terminate the stock repurchase program at any time based on market conditions, liquidity needs, or other factors. The program is intended to enhance shareholder value by reducing the overall number of outstanding shares, including by offsetting dilution resulting from stock-based compensation programs.

 

Dick Giromini, President and Chief Executive Officer, said, "We are pleased that the continually strengthening financial performance of the Company has put us in a position to implement this program, and we are taking this action as part of our ongoing commitment to reward shareholders based on the confidence we have in Wabash’s earnings, cash flow, and growth potential. Going forward, we expect to continue to execute our capital allocation strategy of maintaining strong liquidity, deleveraging our balance sheet, returning capital to shareholders, and investing in the business, both organically and acquisitively, in ways that will continue to meaningfully strengthen shareholder value."

 

About Wabash National Corporation

 

Headquartered in Lafayette, Indiana, Wabash National Corporation (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(R), Transcraft(R), Benson(R), DuraPlate(R), Walker Transport, Walker Defense Group, Walker Barrier Systems, Walker Engineered Products, Brenner(R) Tank, Beall(R), Garsite, Progress Tank, TST(R), Bulk Tank International and Extract Technology(R). To learn more, visit www.wabashnational.com.

 

 

Safe Harbor Statement

 

This press release contains certain forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995. Forward-looking statements convey the Company’s current expectations or forecasts of future events. All statements contained in this press release other than statements of historical fact are forward-looking statements, including statements regarding the implementation of the repurchase program and the Company’s capital allocation strategy. These forward-looking statements are subject to certain risks and uncertainties that could cause actual results to differ materially from those implied by the forward-looking statements. Without limit, these risks and uncertainties include changes in economic conditions, changes in the Company’s business and results of operations, access to capital, availability of alternative uses of capital, and other risks, including those set forth in the various disclosures made by the Company’s filings with the SEC.

 

# # #