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) July 7, 2010 (June 30, 2010)
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Baldwin Technology Company, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware
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(State or Other Jurisdiction of Incorporation)
1-9334 13-3258160
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(Commission File Number) (IRS Employer Identification No.)
Two Trap Falls Road, Suite 402, Shelton, CT 06484
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(Address of Principal Executive Offices) (Zip Code)
203-402-1000
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(Registrant's Telephone Number, Including Area Code)
N/A
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(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 240.13e-4(c))
Item 2.05 Costs Associated with Exit or Disposal Activities
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On June 30, 2010, Baldwin Technology Company, Inc. (the "Company")
committed to the principal features of a plan (the "Plan") to restructure some
of its existing operations. The objective of the Plan is to achieve operational
efficiencies in Germany by reducing costs to better position the Company in the
current competitive marketplace. Actions under the Plan com-menced in June 2010.
The costs associated with the Plan were charged to the Company's results of
operations during the fourth quarter of Fiscal 2010 and consisted entirely of
employee personnel costs. The Company expects to incur costs of approximately
$540,000 anticipated to be paid in cash during Fiscal 2011. No non-cash charges
are contemplated in connection with the Plan. The Company estimates that annual
savings from the personnel reductions under the Plan will be approximately
$480,000.
Item 8.01 Other
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On June 30, 2010, the Company entered into an agreement (the "Contract")
with Gerald A. Nathe, Chairman of the Board of Directors (the "Board") of the
Company which provides: (i) effective June 30, 2010, Mr. Nathe, who had been
employed under an employment agreement with the Company dated June 19, 2007,
retired from full time employment with the Company; and (ii) the services which
Mr. Nathe, who will continue as Chairman of the Board, will perform.
A copy of the Contract is attached to this Report as Exhibit 10.1, and is
incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
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(d) Exhibits
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10.1 Contract for Chairman of the Board between
Baldwin Technology Company, Inc. and Gerald A. Nathe
(filed herewith).
This Current Report on Form 8-K contains "forward-looking statements"
within the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. These
forward-looking statements are subject to a number of risks and uncertainties,
many of which are beyond the Company's control, which could cause actual results
to differ materially from those set forth in, or implied by, such
forward-looking statements. All statements other than statements of historical
facts included in this Current Report on Form 8-K, including statements
regarding the Company's expected restructuring and related charges and expenses
associated with the Plan, are forward-looking statements. All forward-looking
statements speak only as of the date of this Current Report on Form 8-K. The
Company undertakes no obligation to update or revise any forward-looking
statements, whether as a result of new information, future events or otherwise.
In addition to the risks and uncertainties of ordinary business operations and
conditions in the general economy and the markets in which the Company competes,
the forward-looking statements of the Company contained in this Current Report
on Form 8-K are also subject to the following risks and uncertainties: the
Company's restructuring and related charges and expenses associated with the
Plan varying materially from management's current estimates of these charges and
expenses due to variations in anticipated headcount reductions, contract
terminations, and costs of the implementation of the Plan; and other risks and
uncertainties described in the Company's Annual Report on Form 10-K for the
fiscal year ended June 30, 2009, and other Securities and Exchange Commission
filings.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned, hereunto duly authorized.
BALDWIN TECHNOLOGY COMPANY, INC.
(Registrant)
By: /s/ John P. Jordan
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John P. Jordan
Vice President, Treasurer and
Chief Financial Officer
Dated: July 7, 2010
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