form_8k.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 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 25, 2008
BRUNSWICK
CORPORATION
(Exact
Name of Registrant Specified in Charter)
Delaware
|
|
001-01043
|
|
36-0848180
|
(State
or Other
Jurisdiction
of
Incorporation)
|
|
(Commission
File
Number)
|
|
(I.R.S.
Employer
Identification
No.)
|
1
N. Field Court
Lake
Forest, Illinois
|
|
60045-4811
|
(Address
of Principal Executive Offices)
|
|
(Zip
Code)
|
Registrant’s
telephone number, including area code: (847) 735-4700
(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:
[ ] |
|
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
2.05
|
Costs Associated with Exit or
Disposal Activities. |
On June
25, 2008, Brunswick Corporation (“Brunswick”) approved a series of comprehensive
cost reduction initiatives designed to improve Brunswick’s operational
efficiency and profitability.
In
connection with the implementation of these initiatives, Brunswick expects to
incur aggregate pretax costs and charges totaling $200 million to $220
million. Of this amount, Brunswick reported approximately $22 million
in restructuring charges, and estimated future charges of $29 million, in its
Quarterly Report on Form 10-Q for the quarterly period ending March 29, 2008,
and announced an estimated $25 million to $30 million of restructuring
charges related to the shutdown of the Bluewater Marine Group in the
Corporation’s Current Report on Form 8-K filed May 14, 2008, for a total of
between $75 million and $80 million in charges previously
disclosed.
The total
charges at the lower end of the range include approximately: $76 million of
asset write-downs and asset impairments, including approximately $18 million
relating to the Valley-Dynamo commercial pool table business, $18 million
relating to the Bluewater Marine Group business, and $8 million related to the
Baja boat business; $62 million of severance costs; $51 million in costs
associated with manufacturing site rationalizations; and $12 million of other
costs.
The
company estimates that approximately $170 million to $180 million of these
charges will be recorded in 2008 (including the $22 million incurred in the
first quarter), with the balance in 2009. Of the restructuring costs to be
incurred during 2008, just over 50 percent will be cash
charges.
Item
2.06
|
Material
Impairments. |
The
information included in Item 2.05 above is incorporated herein by
reference.
Item
7.01
|
Regulation FD
Disclosure. |
The news
release announcing these actions is furnished as Exhibit 99.1 and incorporated
herein by reference. The information in this Item 7.01 and Exhibit
99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, or otherwise subject to the liabilities of
that Section, nor shall it be deemed incorporated by reference into any filing
under the Securities Act of 1933, as amended, except as expressly set forth by
specific reference in such filing.
This
Current Report on Form 8-K contains forward-looking statements regarding
Brunswick’s future operations and future impairments and charges that Brunswick
may incur. Actual events or results may differ materially from those
described herein. Among the important factors that could cause future
events or results to vary are the risks arising from the ability of Brunswick to
effect the cost reduction initiatives as planned, the potential for unexpected
liabilities related to the disposition of certain assets, and the possibility
that the final accounting and valuation of the assets involved could vary from
the estimates set forth herein. Additional factors that might
affect these forward-looking statements are described in filings with the SEC
such as Brunswick's most recent Forms 10-K and 10-Q.
Item
9.01 |
Financial
Statements and Exhibits |
(d) |
|
Exhibits: |
|
|
|
Exhibit
No. |
|
Description
of Exhibit |
|
|
|
99.1 |
|
News
Release dated June 26, 2008, announcing cost reduction
initiatives. |
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.
|
BRUNSWICK
CORPORATION
|
|
|
|
|
|
Date: June 26, 2008
|
By:
|
/s/ ALAN
L. LOWE |
|
|
|
Name: Alan L. Lowe |
|
|
|
Title: Vice President and
Controller |
|
|
|
|
|
EXHIBIT
INDEX:
Exhibit
No.
|
|
Description of
Exhibit
|
|
|
|
99.1 |
|
News
Release dated June 26, 2008, of Brunswick Corporation, announcing cost
reduction initiatives. |