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EX-99.1 - EX-99.1 - TIMKEN COd373303dex991.htm

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):            June 27, 2017                                                 

THE TIMKEN COMPANY

 

(Exact Name of Registrant as Specified in its Charter)

Ohio

 

(State or Other Jurisdiction of Incorporation)

 

1-1169

 

34-0577130

(Commission File Number)   (I.R.S. Employer Identification No.)

4500 Mt. Pleasant St. NW, North Canton, Ohio 44720-5450

 

(Address of Principal Executive Offices)    (Zip Code)

(234) 262-3000

 

(Registrant’s Telephone Number, Including Area Code)

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))

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 7.01   Regulation FD Disclosure

On June 27, 2017, The Timken Company (the “Company”) issued a press release announcing that it has entered into a definitive agreement to acquire the Groeneveld Group, a provider of automated lubrication systems. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by this reference.

This information shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 9.01   Financial Statements and Exhibits

 

Exhibit

No.

 

Description

99.1   Press Release of The Timken Company dated June 27, 2017

 

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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.

 

    THE TIMKEN COMPANY
Date: June 27, 2017     By:  

/s/ Philip D. Fracassa

     

Philip D. Fracassa

Executive Vice President and Chief Financial

Officer

 

 

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EXHIBIT INDEX

 

Exhibit

No.

 

Description

99.1   Press Release of The Timken Company dated June 27, 2017

 

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