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): January 29, 2010
BEL FUSE INC.
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(Exact Name of Registrant as Specified in its Charter)
New Jersey
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(State or Other Jurisdiction of Incorporation)
0-11676 22-1463699
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(Commission File Number) (IRS Employer Identification No.)
206 Van Vorst Street, Jersey City, New Jersey 07302
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (201) 432-0463
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 2.01 Completion of Acquisition or Disposition of Assets.
On January 29, 2010, Bel Fuse Inc., a New Jersey corporation (the
"Registrant"), completed its acquisition of all of the issued and
outstanding capital stock (the "Stock") of Cinch Connectors, Inc. ("Cinch
U.S.") and Cinch Connectors Limited ("Cinch U.K."). Pursuant to a stock
purchase agreement, dated as of December 28, 2009, among the Registrant,
Safran USA, Inc. ("Safran U.S.") and Safran UK Limited ("Safran U.K." and,
together with Safran U.S., the "Sellers"), the Registrant acquired (i) the
Stock of Cinch U.S. from Safran U.S. and (ii) the Stock of Cinch U.K. from
Safran U.K., in exchange for an aggregate purchase price of approximately
$37,500,000.00 in cash plus approximately $1,500,000.00 for the assumption
of certain expenses. The cash portion of the purchase price was funded with
cash on hand. The final purchase price remains subject to certain
adjustments related to working capital. As part of the stock purchase
agreement, the Registrant also indirectly acquired, through its acquisition
of Cinch U.S., approximately 99.9% of the issued and outstanding capital
stock of Cinch Connectors de Mexico, S.A. de C.V. ("Cinch MX" and, together
with Cinch U.S. and Cinch U.K., the "Cinch Companies"), which such capital
stock is owned by Cinch U.S. The other approximately 0.1% of Cinch MX was
transferred from Labinal Investments, Inc., a wholly-owned subsidiary of
Safran U.S., to Bel Ventures Inc., a wholly-owned subsidiary of the
Registrant.
The Cinch Companies manufacture a broad range of interconnect products
for customers in the military and aerospace, high-performance computing,
telecom/datacom, and transportation markets.
The Registrant has issued a press release describing the acquisition
of the Cinch Companies.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits
Exhibit 99.1 - Press release dated January 29, 2010.
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.
BEL FUSE INC.
By: /s/ Colin Dunn
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Name: Colin Dunn
Title: Vice President of Finance
Dated: January 29, 2010
EXHIBIT INDEX
Exhibit 99.1 - Press release dated January 29, 2010.