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EX-99.2 - EX-99.2 - GENTHERM Incd619697dex992.htm
EX-99.1 - EX-99.1 - GENTHERM Incd619697dex991.htm

 

 

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): October 31, 2013

 

 

GENTHERM INCORPORATED

(Exact name of registrant as specified in its charter)

 

 

 

Michigan   0-21810   95-4318554

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

21680 Haggerty Road, Ste. 101, Northville, MI   48167
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (248) 504-0500

 

 

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 follow 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 250.13e-4(c))

 

 

 


Item 2.02 Results of Operations and Financial Condition.

On October 31, 2013, Gentherm Incorporated (the “Company”) publicly announced its financial results for the third quarter and first nine months of 2013. A copy of the Company’s news release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated in this report by reference. The information in this Item 2.02 and the attached exhibit shall not be deemed filed for purposes of Section 18 of the Securities Act of 1934, as amended, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly stated by specific reference in such filing.

 

Item 7.01 Regulation FD Disclosure.

On October 31, 2013, the Company publicly announced that it had registered a squeeze-out transaction in Germany and now owns 100 percent of the outstanding shares of W.E.T. Automotive Systems AG. A copy of the Company’s news release is furnished as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated in this report by reference. The information in this Item 7.01 and the attached exhibit shall not be deemed filed for purposes of Section 18 of the Securities Act of 1934, as amended, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly stated by specific reference in such filing.

 

Section 9. Financial Statements and Exhibits.

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits
Exhibit 99.1    Company news release dated October 31, 2013 concerning financial results.
Exhibit 99.2    Company news release dated October 31, 2013 concerning registration of squeeze-out.


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.

 

GENTHERM INCORPORATED
By:  

        /s/ Kenneth J. Phillips

 

Kenneth J. Phillips

Vice-President and General Counsel

 

Date: October 31, 2013


Exhibit Index

    
99.1    Company news release dated October 31, 2013 concerning financial results.
99.2    Company news release dated October 31, 2013 concerning registration of squeeze-out.