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) May 17, 1999
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NACCO Industries, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 1-9172 34-1505819
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) Number)
5875 Landerbrook Drive, Mayfield Heights, Ohio 44124
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(Address of principal (Zip Code)
executive offices)
Registrant's telephone number, including area code (440) 449-9600
N/A
(Former name or former address, if changed since last report)
<PAGE>
Item 5. Other Events
On May 17, 1999, NACCO Industries, Inc. ("NACCO") issued a news release
announcing that NACCO and certain of its subsidiaries, NACCO Materials Handling
Group, Inc. and Hyster-Yale Materials Handling, Inc., have entered into a
memorandum of understanding with Nissan Motor Co., Ltd. for the purchase of
Nissan's global forklift truck business. The May 17, 1999 news release, a copy
of which is attached hereto as Exhibit 99.2, is incorporated herein by
reference.
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits
(a) Financial Statements of Business Acquired. Not
applicable
(b) Pro Forma Financial Information. Not applicable
(c) Exhibits
99.2 - News Release, dated May 17, 1999
<PAGE>
Signature
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
NACCO Industries, Inc.
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(Registrant)
Date: May 18, 1999 By: /s/Charles A. Bittenbender
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Name: Charles A. Bittenbender
Title: Vice President, General Counsel
and Secretary
<PAGE>
Exhibit Index
Exhibit Number Exhibit Description
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99.2 News Release, dated May 17, 1999
For Immediate Release
Monday, May 17, 1999
NACCO ANNOUNCES INTENT TO ACQUIRE
NISSAN'S GLOBAL FORKLIFT TRUCK BUSINESS
Mayfield Heights, Ohio, May 17, 1999 - NACCO Industries, Inc. (NC-NYSE)
today announced that NACCO and its operating subsidiary, NACCO Materials
Handling Group, Inc. (NMHG), have entered into a memorandum of understanding
with Nissan Motor Co., Ltd. for the purchase by NMHG of Nissan's global forklift
truck business.
The agreement includes NMHG's acquisition of all of Nissan's North
American and European operations, seven forklift truck dealerships in Japan, and
all other non-manufacturing operations in Japan. NMHG and Nissan will enter into
an interim sourcing arrangement through which Nissan's plant in Japan will
supply forklift trucks and components to NMHG. The transaction is expected to be
completed later this year.
The memorandum of understanding contemplates that the final purchase
price will be established based on the adjusted value of the assets of the
business as of the closing of the transaction, plus a fixed amount of goodwill.
On this basis, NMHG estimates that the value of the transaction is likely to be
in excess of $300 million, a portion of which will be assumed by NMHG's 50
percent-owned joint venture in Japan. A portion of the consideration to be
received by Nissan, approximately $17 million, will consist of shares of a newly
issued preferred stock of NMHG.
NMHG views Nissan's forklift truck business as an excellent strategic
fit which should create additional economies of scale and significant synergy
opportunities. It will also substantially strengthen NMHG's operations in Japan
and add a strong sales base in the Asia-Pacific region, as well as reinforce
NMHG's position in North America and Europe. In 1998, Nissan and NMHG produced
over 100,000 units on a combined basis.
Following the acquisition, NMHG intends to maintain the Nissan(R)
brand, product line and dealer network in addition to its existing Hyster(R) and
Yale(R) operations. In keeping with NMHG's ongoing operational cost-reduction
initiatives, selected Nissan forklift truck activities will be integrated into
the existing NMHG organization over time.
NACCO Materials Handling Group, Inc. designs, engineers, manufactures
and sells a full line of lift trucks and replacement parts marketed worldwide
under the Hyster(R) and Yale(R) brand names and under the Yale(R) and
Sumitomo-Yale brand names in Japan through its 50-50 joint venture with Sumitomo
Heavy Industries Ltd.
NACCO Industries, Inc. is an operating holding company with three principal
operating business. In addition to NACCO Materials Handling Group, Inc., NACCO
Industries owns NACCO Housewares Group, which consists of Hamilton
Beach/Proctor-Silex, Inc., a leading manufacturer and marketer of small electric
motor and heat-driven household appliances as well as commercial products for
restaurants, bars and hotels, and The Kitchen Collection, Inc., a national
specialty retailer of brand-name kitchenware, small electrical appliances and
related accessories; and The North American Coal Corporation, which mines and
markets lignite primarily as fuel for power generation by electric utilities.
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FOR FURTHER INFORMATION, CONTACT:
Investor Relations Contact
Ira Gamm
Manager-Investor Relations
NACCO Industries, Inc.
Mayfield Heights, Ohio USA
(440) 449-9676
Europe, Africa and Middle East Contact
Victoria L. Rickey
Managing Director, Europe, Africa & Middle East
NACCO Materials Handling Group, Ltd.
Irvine, Scotland
44-1294-315600
Americas and Asia-Pacific Contact
Geoffrey D. Lewis
Vice President
NACCO Materials Handling Group, Inc.
Portland, Oregon USA
(503) 721-6060
