Current Report Filing (8-k)
November 08 2017 - 4:09PM
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
November 8, 2017
Date of Report (Date of earliest event reported)
TPI Composites, Inc.
(Exact name of registrant as specified in its charter)
Delaware
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001-37839
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20-1590775
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(State or other jurisdiction
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(Commission
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(IRS Employer
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of incorporation)
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File Number)
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Identification No.)
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8501 N. Scottsdale Rd, Gainey Center II, Suite 100, Scottsdale, AZ
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85253
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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: (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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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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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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).
Emerging growth company ☒
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(a) of the Exchange Act. ☒
Item 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On November 8, 2017, TPI Composites, Inc. (the
Company) issued a press release announcing its unaudited financial results for the three months ended September 30, 2017. 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 ended September
30, 2017. 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 Exhibit 99.1) 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 Items 2.02 and 7.01 of this current report on Form 8-K (including Exhibit 99.1 and 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 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 November 8, 2017, the Company issued
a press release announcing it has entered a new, five-year supply agreement with Proterra, Inc. to be the supplier of
composite bus bodies for Proterra’s Catalyst
®
zero-emission electric buses. 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 November 8, 2017
99.2
– Presentation dated November 8, 2017
99.3
– Press Release dated November 8, 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.
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TPI COMPOSITES, INC.
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November 8, 2017
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By:
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/s/ William E. Siwek
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William E. Siwek
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Chief Financial Officer
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