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)
October 29, 2008 (October 29, 2008)
Baldwin Technology Company, Inc. |
(Exact Name of Registrant as Specified in Its Charter) |
Delaware |
(State or Other Jurisdiction of Incorporation) |
1-9334 |
13-3258160 |
(Commission File Number) |
(IRS Employer Identification No.) |
Two Trap Falls Road, Suite 402, Shelton, CT |
06484 |
(Address of Principal Executive Offices) | (Zip Code) |
203-402-1000 |
(Registrant’s Telephone Number, Including Area Code) |
(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
On October 29, 2008, Baldwin Technology Company, Inc. (the “Company”) committed to the principal features of a plan (the “Plan”) to realign 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 commenced during October 2008 and have been completed.
The costs associated with the Plan will be charged to the Company’s results of operations during the second quarter of Fiscal 2009 and consist entirely of employee personnel costs. The Company expects to incur costs of approximately $681,000, anticipated to be paid in cash primarily during Fiscal 2009. No non-cash charges are contemplated in connection with the Plan.
The Company estimates that annual savings from Plan activities, together with other initiatives undertaken during the quarter, will be approximately $2.1 million.
Item 8.01 Other
Events
The Company issued a press release dated October 29, 2008, a copy of which is filed herewith as Exhibit 99.1 and is incorporated herein by reference.
Item 9.01 Financial
Statements and Exhibits
(d) Exhibits
99.1 Press release entitled “Baldwin Announces Realignment and Expense Reduction” dated and issued by the Company on October 29, 2008 (furnished herewith).
This Current Report on Form 8-K contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 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, 2008, and other Securities and Exchange Commission filings.
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. |
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(Registrant) |
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|
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By: |
/s/ John P. Jordan |
|
John P. Jordan |
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Vice President, Treasurer and |
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Chief Financial Officer |
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Dated: |
October 29, 2008 |
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