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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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 8, 2007
ROGERS CORPORATION
(Exact name of Registrant as specified in Charter)
Massachusetts 1-4347 06-0513860
(State or Other (Commission File Number) (I.R.S. Employer
Jurisdiction Identification No.)
of Incorporation)
One Technology Drive, P.O. Box 188, Rogers, Connecticut 06263-0188
(Address of Principal Executive Offices and Zip Code)
(860) 774-9605
(Registrant's telephone number, including area code)
Not Applicable
(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 (see General Instruction A.2. below):
|_| 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 204.13e-4(c))
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Item 2.05 Costs Associated with Exit or Disposal Activities
On June 8, 2007, Rogers Corporation (the Company) committed to a plan to
restructure its Custom Electrical Components reporting segment workforce and
reduce other related costs. The plan calls for a significant employee reduction
associated with shifting electroluminescent (EL) lamp production to its China
facility, as a result of accelerated program terminations in the portable
communications market and a reduced outlook for the future market demand for the
Company's keypad backlight lamps. The Company is currently assessing the impact
of the related severance costs in accordance with Statement of Financial
Accounting Standards (SFAS) No. 146, Accounting for Costs Associated with Exit
or Disposal Activities, and SFAS No. 112, Employers' Accounting for
Postretirement Benefits, and will provide this information when it is able to
make a determination of such estimate or range of estimates.
A copy of the press release issued by the Company on June 13, 2007 announcing
the restructuring is filed as Exhibit 99.1 to this Form 8-K and is incorporate
herein by reference.
Item 2.06 Material Impairments
Also as a result of the plan discussed above, on June 8, 2007 the Company
determined that it currently expects to take a non-cash impairment charge in the
second quarter of 2007 related to the write-down of certain assets within the
Company's Custom Electrical Components reporting segment, specifically related
to the Durel Division. These assets currently have a book value of approximately
$24 million, and are comprised of land, a building, equipment, unamortized
technology licenses, and inventory. The Company, with the assistance of an
independent third party valuation specialist, is currently performing a complete
valuation analysis on these assets in accordance with SFAS No. 144, Accounting
for the Impairment or Disposal of Long-Lived Assets, and will provide this
information when it is able to make a determination of such estimate or range of
estimates of the impairment charge.
It is not anticipated that the impairment charge will result in future cash
expenditures by the Company.
A copy of the press release issued by the Company on June 13, 2007 announcing
the expected impairment charge is filed as Exhibit 99.1 to this Form 8-K and is
incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
Exhibit No. Description
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99.1 Press release, dated June 13, 2007, issued by Rogers Corporation
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.
ROGERS CORPORATION
By: /s/ Dennis M. Loughran
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Dennis M. Loughran
Vice President, Finance and
Chief Financial Officer
Date: June 13, 2007