Current Report Filing (8-k)
April 26 2017 - 6:49AM
Edgar (US Regulatory)
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): April 26, 2017
SUPERIOR INDUSTRIES INTERNATIONAL, INC.
(Exact Name of Registrant as Specified in Its Charter)
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Delaware
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1-6615
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95-2594729
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(State or Other Jurisdiction
of Incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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26600 Telegraph Road, Suite 400
Southfield, Michigan
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48033
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrants Telephone Number, Including Area Code: (248)
352-7300
(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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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule
14a-12
under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule
14d-2(b)
under the Exchange Act (17 CFR
240.14d-2(b))
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☐
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Pre-commencement
communications pursuant to Rule
13e-4(c)
under the Exchange Act (17 CFR
240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule
12b-2
of the Securities Exchange Act of 1934
(§240.12b-2
of this
chapter) ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting standards provided pursuant to Section 13(e) of the Exchange Act ☐
Item 2.02
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Results of Operations and Financial Condition
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On April 26, 2017, Superior Industries
International, Inc. (Superior or the Company) issued a press release announcing the results of operations for the first quarter of 2017 and reaffirmed its outlook for 2017. A copy of the press release is furnished as Exhibit
99.1 to this report and is incorporated herein by reference.
The information contained in Exhibit 99.1 shall not be deemed filed for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set
forth by specific reference in such a filing.
This Current Report on Form
8-K
contains statements that are
forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all statements that do not relate solely to historical or current facts and can generally be identified by the
use of future dates or words such as may, should, could, will, expects, seeks to, anticipates, plans, believes, estimates,
intends, predicts, projects, potential or continue or the negative of such terms and other comparable terminology. These statements also include, but are not limited to, the 2017 outlook,
Superiors ability to consummate the acquisition of UNIWHEELS AG, and Superiors strategic and operational initiatives, and are based on current expectations, estimates, and projections about Superiors business based, in part, on
assumptions made by management. These statements are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Therefore, actual outcomes and results may differ materially from what is
expressed or forecasted in such forward-looking statements due to numerous factors, risks and uncertainties discussed in the Superiors Securities and Exchange Commission filings and reports, including Superiors 2016 Annual Report on Form
10-K
for the year-ended December 25, 2016, Quarterly Reports on Form
10-Q
and other reports from time to time filed with the Securities and Exchange Commission. You
are cautioned not to unduly rely on such forward looking statements when evaluating the information presented in this report. Such forward-looking statements speak only as of the date on which they are made and Superior does not undertake any
obligation to update any forward-looking statement to reflect events or circumstances after the date of this report
Item 9.01
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Financial Statements and Exhibits
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(d) Exhibits:
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Exhibit
Number
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Exhibit
Description
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99.1
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Press Release, dated April 26, 2017, as issued by Superior Industries International, Inc. announcing results of operations for the first quarter of 2017, furnished herewith.
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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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SUPERIOR INDUSTRIES INTERNATIONAL, INC.
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(Registrant)
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Date: April 26, 2017
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/s/ Kerry A. Shiba
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Kerry A. Shiba
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Executive Vice President and Chief Financial Officer
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INDEX TO EXHIBITS
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Exhibit
Number
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Exhibit
Description
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99.1
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Press Release, dated April 26, 2017, as issued by Superior Industries International, Inc. announcing results of operations for the first quarter of 2017, furnished herewith.
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