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): March 29, 1995
CLARK EQUIPMENT COMPANY
(Exact name of registrant as specified in its charter)
Delaware 1-5646 38-0425350
(State or other juris- (Commission (IRS Employer
diction of incorporation) File Number) Identification Number)
100 North Michigan Street
P. O. Box 7008
South Bend, Indiana
(Address of principal 46634
executive offices) (Zip Code)
Registrant's telephone number (219) 239-0100
including area code
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ITEM 5. OTHER EVENTS
On March 29, 1995, Registrant issued a press release announcing that its
Board of Directors met on March 27, 1995 to review a letter received from
Ingersoll-Rand proposing an acquisition of the company. A copy of this
press release is attached as Exhibit (99) and incorporated in this Item by
reference. The press release contains certain forward-looking statements
about Registrant as defined in paragraph (c) of Rule 3B-6, "Liability for
Certain Statements by Issuers" issued pursuant to the Securities Exchange
Act of 1934. The forward-looking statements of Registrant published in the
press release are reaffirmed hereby.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
Exhibit (99) - Registrant's press release announcing the Ingersoll-Rand
proposal issued on March 29, 1995.
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.
CLARK EQUIPMENT COMPANY
/s/ John J. Moran, Jr.
John J. Moran, Jr.
Assistant Secretary
Date: March 30, 1995
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EXHIBIT LIST AND INDEX
Filed Herewith Unless
Exhibit Description Otherwise Indicated
(99) Registrant's Press Release Page 4
dated March 29, 1995.
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<PAGE> EXHIBIT (99)
Clark Equipment Company
100 North Michigan St.
P.O. Box 7008
South Bend, Indiana 46634
NEWS RELEASE
Contact: Joe Fimbianti Release Date: Immediate
219-239-0176
CLARK SAYS INGERSOLL-RAND PROPOSAL INADEQUATE
SOUTH BEND, INDIANA, March 29, 1995 -- Clark Equipment Company (NYSE: CKL)
said today that its Board of Directors met on March 27, 1995, to review a
letter received from Ingersoll-Rand proposing an acquisition of the
company. After consulting with Clark's financial and legal advisors, the
Board of Directors unanimously determined to decline Ingersoll-Rand's
unsolicited proposal. The Board reaffirmed its long-standing position that
Clark is not for sale and its commitment to implement successfully its
strategic plan. This plan has included the recent acquisitions of Club Car
and Blaw-Knox and the impending divestiture of its 50 percent interest in
VME Group for $573.0 million.
Clark Chairman, Leo J. McKernan, stated that Ingersoll-Rand's proposal is
entirely inadequate. "Clark's share price reached a high of $71.00 only
five months ago. I believe this is an opportunistic attempt to buy Clark
during a temporary decline in the price of Clark's shares," added Mr.
McKernan.
Clark Equipment Company designs, manufactures and markets compact
construction machinery, golf cars, light utility vehicles, asphalt paving
equipment, and axles and transmissions for off-highway equipment.
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