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): June 9, 2000
MODINE MANUFACTURING COMPANY
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(Exact name of registrant as specified in its charter)
Wisconsin 1-1373 39-0482000
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(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification No.)
incorporation)
1500 DeKoven Avenue, Racine, Wisconsin 53403
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including
area code: (262) 636-1200
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NOT APPLICABLE
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(Former name or former address, if changed since last report.)
An Exhibit Index appears on Page 2 herein.
Page 1 of 6 pages
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Item 5. Other Information.
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On June 9, 2000, Modine Manufacturing Company ("Modine")
mailed its Annual Report to Shareholders and issued a news
release, each of which contained the sales forecast for the 2000-
2001 fiscal year. These documents contain forward-looking
statements. These forward-looking statements involve risks and
uncertainties. Actual results could differ materially from those
projected in the forward-looking statements.
A copy of the news release is attached hereto as Exhibit 20.
A copy of the Important Factors and Assumptions Regarding
Forward-Looking Statements is attached hereto as Exhibit 99.
Item 7. Financial Statements and Exhibits.
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(c) Exhibits.
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Reference Number
per Item 601 of
Regulation S-K Page
---------------- ----
1 Not applicable.
2 Not applicable.
4(a) Rights Agreement dated as of October 16,
1986 between the Registrant and First
Chicago Trust Company of New York
(Rights Agent) (filed by reference to
the Registrant's Annual Report on Form
10-K for the fiscal year ended March 31,
1997).
4(a)(i) Rights Agreement Amendment No. 1 dated
as of January 18, 1995 between the
Registrant and First Chicago Trust
Company of New York (Rights Agent)
(filed by reference to the exhibit
contained within the Registrant's
Current Report on Form 8-K dated
January 13, 1995).
4(a)(ii) Rights Agreement Amendment No. 2 dated
as of January 18, 1995 between the
Registrant and First Chicago Trust
Company of New York (Rights Agent)
(filed by reference to the exhibit
contained within the Registrant's
Current Report on Form 8-K dated
January 13, 1995).
<PAGE>
Reference Number
per Item 601 of
Regulation S-K Page
---------------- ----
4(a)(iii) Rights Agreement Amendment No. 3 dated
as of October 15, 1996 between the
Registrant and First Chicago Trust
Company of New York (Rights Agent)
(filed by reference to the exhibit
contained within the Registrant's
Quarterly Report on Form 10-Q dated
December 26, 1996).
4(a)(iv) Rights Agreement Amendment No. 4 dated
as of November 10, 1997 between the
Registrant and Norwest Bank Minnesota,
N.A., (Rights Agent) (filed by reference
to the exhibit contained within the
Registrant's Quarterly Report on Form
10-Q dated December 26, 1997.)
Note: The amount of long-term debt
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authorized under any instrument defining
the rights of holders of long-term debt
of the Registrant, other than as noted
above, does not exceed ten percent of
the total assets of the Registrant
and its subsidiaries on a consolidated
basis. Therefore, no such instruments
are required to be filed as exhibits to
this Form. The Registrant agrees to
furnish copies of such instruments to
the Commission upon request.
16 Not applicable.
17 Not applicable.
*20 News Release of Modine Manufacturing
Company dated June 9, 2000. 6
23 Not applicable.
24 Not applicable.
27 Not applicable.
*99 Important Factors and Assumptions
Regarding Forwarding-Looking Statements. 7
*Filed herewith.
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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.
Date: June 9, 2000.
MODINE MANUFACTURING COMPANY
By: D. R. JOHNSON
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D. R. Johnson, President
and Chief Executive Officer
By: W. E. PAVLICK
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W. E. Pavlick, Senior Vice
President, General Counsel,
and Secretary
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