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): March 23, 2012
MINE SAFETY APPLIANCES COMPANY
(Exact name of registrant as specified in its charter)
| Pennsylvania | 1-15579 | 25-0668780 | ||
| (State or other jurisdiction of incorporation or organization) |
(Commission File Number) |
(IRS Employer Identification Number) | ||
| 1000 Cranberry Woods Drive Cranberry Township, PA |
16066 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: 724-776-8600
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)) |
| Item 8.01 | Other Events. |
On March 23, 2012, Mine Safety Appliances Company (“MSA”) announced that it entered into a nonbinding letter of intent with a potential purchaser to sell MSA’s North America ballistic helmet business. Terms of the proposed deal are not being disclosed. The transaction is expected to close within approximately 45 days. A copy of the March 23, 2012 press release announcing the proposed transaction is furnished herewith as Exhibit 99.1 to this report.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits. The following exhibit is being furnished as part of this Report.
| Exhibit |
Description | |
| 99.1 | Press Release dated March 23, 2012 | |
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 thereunto duly authorized.
| MINE SAFETY APPLIANCES COMPANY | ||
| (Registrant) | ||
| By | /s/ Douglas K. McClaine | |
| Douglas K. McClaine | ||
| Vice President, General Counsel and Secretary | ||
Date: March 23, 2012
Exhibit 99.1
| FROM: | MSA (Mine Safety Appliances Company) Ticker: MSA (NYSE) Contact: Mark Deasy – (724) 741-8570 |
|
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FOR IMMEDIATE RELEASE
MSA to Sell North America Ballistic Helmet Business
PITTSBURGH, March 23, 2012 – MSA (NYSE: MSA) of Pittsburgh, Pa., the leading global manufacturer of safety equipment for worker and facility protection, today announced it has signed a non-binding letter of intent to sell its North America ballistic helmet business. Terms of the deal and the potential purchaser’s name are not being disclosed. MSA expects to complete the transaction within the next 45 days.
The potential sale of this business is something the company has been considering for some time, said Joseph A. Bigler, President for MSA North America. “The decision to move in this direction came down to two factors: alignment with MSA’s long-term business strategy, and pursuing a course of action that provides our associates who work on our North American ballistic helmet line the best opportunity for future success,” Mr. Bigler said.
MSA entered the ballistic helmet market in 2003 following the company’s 2002 acquisition of French helmet manufacturer CFG Gallet, and subsequent contract awards from the U.S. Army to produce Advanced Combat Helmets (ACH), the current standard of issue for the U.S. Army. The company currently manufactures ballistic helmets at its Newport, Vermont manufacturing plant, which employs approximately 40 people.
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Over the past five years MSA’s product strategy has increasingly focused on its “core” safety equipment product lines where the company has strong expertise, global R&D resources and vast market presence. MSA’s core product focus emphasizes industrial head protection, respiratory protective equipment, fall protection products, portable gas detection instruments and sensors, and fixed gas- and flame-detection systems.
“The competitive landscape for ballistic helmets has undergone tremendous change over the past several years, with multiple suppliers now intensely competing with MSA for this business,” Mr. Bigler said. “Quite simply, the manufacture of ballistic helmets for North American customers has become an increasingly challenging business for MSA and this drove our decision to explore alternative strategies for the business.”
About MSA:
Established in 1914, MSA is a global leader in the development, manufacture and supply of safety products that protect people’s health and safety. Many MSA products typically integrate any combination of electronics, mechanical systems and advanced materials to protect users against hazardous or life-threatening situations. The company’s comprehensive line of products is used by workers around the world in the fire service, oil, gas and petrochemical industry, homeland security, construction, mining and other industries, as well as the military. Principal products include self-contained breathing apparatus, gas masks, gas detection instruments, head protection, ballistic helmets, fall protection devices and thermal imaging cameras. The company also provides a broad range of consumer and contractor safety products through retail channels. These products will soon be marketed and sold under the Safety Works brand. (More information on Safety Works products is available at www.SafetyWorks.com.) MSA has annual sales of approximately $1 billion, manufacturing operations in the United States, Europe, Asia and Latin America, and 42 international locations. Additional information is available on the company’s Web site at www.msanet.com.
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