Attached files
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EX-99.1 - EXHIBIT 99.1 - American Railcar Industries, Inc. | c20510exv99w1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 21, 2011
AMERICAN RAILCAR INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
North Dakota | 000-51728 | 43-1481791 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
100 Clark Street St. Charles, Missouri |
63301 |
|
(Address of principal executive offices) | (Zip Code) |
Registrants telephone number, including area code: (636) 940-6000
N/A
(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:
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 2.02 Results of Operation and Financial Condition.
On July 27, 2011, ARI issued a press release announcing its financial results for the quarter ended
June 30, 2011. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated
by reference.
Limitation on Incorporation by Reference. The information contained in Exhibit 99.1 is being
furnished under Item 2.02 of Form 8-K and shall not be deemed filed for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise subject to the
liabilities of that section, nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by
specific reference in such a filing.
Cautionary Note Regarding Forward-Looking Statements. Except for historical information contained
in the press release attached as an exhibit hereto, the press release contains forward-looking
statements that involve certain risks and uncertainties that could cause actual results to differ
materially from those expressed or implied by these statements. Please refer to the cautionary
notes in the press release regarding these forward-looking statements.
Item 7.01 Regulation FD Disclosure.
On July 21, 2011, we entered into an agreement with The CIT Group/Equipment Financing, Inc. (CIT),
to sell 1,750 railcars for delivery between January 1, 2012 and December 31, 2012 (the Sale
Agreement). The type of railcars to be manufactured and sold pursuant to the Sale Agreement may
vary based upon CITs requirements. The purchase price of each railcar will be subject to
adjustments for price fluctuations and surcharges related to certain raw materials and components.
Either party may terminate the Sale Agreement by written notice upon a breach not remedied within
30 days of notice thereof, or in the event of the other partys bankruptcy, reorganization or
insolvency.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit Number | Description | |
Exhibit 99.1 | Press release dated July 27, 2011 of American Railcar
Industries, Inc. |
SIGNATURE
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.
Date: July 27, 2011 | American Railcar Industries, Inc. |
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By: | /s/ Dale C. Davies | |||
Name: | Dale C. Davies | |||
Title: | Senior Vice President, Chief Financial Officer and Treasurer |
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EXHIBIT INDEX
Exhibit Number | Description | |
Exhibit 99.1 | Press release dated July 27, 2011 of American Railcar
Industries, Inc. |