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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): May 8, 2024
Oshkosh Corporation
(Exact name of registrant
as specified in its charter)
Wisconsin |
|
1-31371 |
|
39-0520270 |
(State
or other jurisdiction
of incorporation) |
|
(Commission
File Number) |
|
(IRS
Employer
Identification No.) |
1917 Four Wheel Drive
Oshkosh, Wisconsin |
|
54902 |
(Address
of principal executive offices) |
|
(Zip
Code) |
(920)
502-3400
(Registrant’s telephone
number, including area code)
Not Applicable
(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:
¨ | 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)) |
Securities
registered pursuant to Section 12(b) of the Act:
Title of each class |
|
Trading symbol(s) |
|
Name of each exchange on which registered |
Common Stock ($0.01 par value) |
|
OSK |
|
New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging
growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging
growth company ¨
If
an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for
complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 7.01 Regulation FD Disclosure.
On May 8, 2024, Oshkosh Corporation
(the “Company”) issued a press release announcing that the Company entered into a definitive agreement to acquire AUSACORP
S.L., a privately held company headquartered in Spain. A copy of such press release is furnished as Exhibit 99.1 and is incorporated by
reference herein. The definitive agreement provides for a purchase price of Euro 115 million (approximately $124 million based on the
exchange rate as of the date of this report) on a cash free, debt free basis, which is payable in cash.
Item 9.01 Financial Statements and Exhibits.
|
(a) |
|
Not applicable. |
|
|
|
|
|
(b) |
|
Not applicable. |
|
|
|
|
|
(c) |
|
Not applicable. |
|
|
|
|
|
(d) |
|
Exhibits. |
EXHIBIT INDEX
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.
|
OSHKOSH CORPORATION |
|
|
|
Date: May 8, 2024 |
By: |
/s/ Ignacio A. Cortina |
|
|
Ignacio A. Cortina |
|
|
Executive Vice President, General Counsel and Secretary |
Exhibit
99.1
Oshkosh Corporation Classification -
Highly Restricted
For more information, contact:
| Financial: | Patrick Davidson
Senior Vice President, Investor
Relations
920.502.3266 |
| | |
| Media: | Jennifer
Stiansen
Vice President, Global Branding and Communications
240.500.6485 |
Oshkosh
Corporation to Acquire AUSA
Complementary
Product Portfolio Deepens Market Reach, Builds on Partnership with JLG
OSHKOSH, Wis. (May 8, 2024)
– Oshkosh Corporation (NYSE: OSK), a leading innovator of purpose-built vehicles and equipment, today announced it has entered
into a definitive agreement to acquire AUSACORP S.L. (AUSA), a privately held international company and manufacturer of wheeled dumpers,
rough terrain forklifts and telehandlers for the construction, material handling, agriculture, landscape and specialty equipment industries.
Upon closing, AUSA will become part of the Oshkosh Access segment.
“AUSA’s history of producing
high-quality, purpose-built equipment aligns with our Innovate. Serve. Advance. strategy, allowing us to broaden our product offerings
in both current and adjacent markets,” said John Pfeifer, Oshkosh Corporation’s president and chief executive officer. “We
look forward to welcoming the AUSA team into the Oshkosh family.”
AUSA products will enhance the JLG®
line of telehandlers, as well as Hinowa tracked dumpers and forklifts to strengthen the Access segment’s portfolio of equipment.
The companies began working together through a partner agreement in 2020, with AUSA manufacturing the JLG-branded SkyTrak® 3013 compact
telehandler.
“We are excited to join forces
with a proven partner like AUSA,” said Mahesh Narang, executive vice president Oshkosh Corporation, and president, Access. “Combining
our advanced technology capabilities and robust training, support and service infrastructures will allow us to better serve customers
and enable targeted growth.”
“We constantly pursue excellence
in our products, services and business,” said Ramon Carbonell, AUSA’s chief executive officer. “A deeper relationship
with Oshkosh will expand the reach of our products, which is an objective our companies share.”
AUSA, which was founded in 1956 in Barcelona,
Spain, reported sales of approximately $132 million euros in 2023. The company’s near 350 team members and 600 dealers bring with
them a long history of innovation, quality and customer service.
The AUSA acquisition supports the Oshkosh
accelerated growth strategy. The transaction, which is subject to customary closing conditions, is expected to close within 90 days.
Oshkosh Corporation Classification -
Highly Restricted
About Oshkosh Corporation
At Oshkosh (NYSE: OSK), we make innovative,
mission-critical equipment to help everyday heroes advance communities around the world. Headquartered in Wisconsin, Oshkosh Corporation
employs approximately 17,000 team members worldwide, all united behind a common purpose: to make a difference in people’s lives.
Oshkosh products can be found in more than 150 countries under the brands of JLG®, Hinowa, Power Towers, Pierce®, MAXIMETAL,
Oshkosh® Defense, McNeilus®, IMT®, Jerr-Dan®, Frontline™ Communications, Oshkosh® Airport Products, Oshkosh
AeroTech™ and Pratt Miller. For more information, visit oshkoshcorp.com.
®, ™
All brand names referred to in this news release with the exception of AUSA are trademarks of Oshkosh Corporation or its subsidiary companies.
About JLG
JLG®
Industries, Inc. is a world-leading designer, manufacturer, and marketer of access equipment. The Company’s diverse
product portfolio includes leading brands such as JLG® aerial work platforms; JLG and SkyTrak® telehandlers
and rotary telehandlers; and an array of complementary accessories that increase the versatility and efficiency of these products. JLG
is an Oshkosh Corporation business [NYSE: OSK]. For more information about JLG Industries, Inc., visit www.jlg.com, or find
us on Twitter [twitter.com], Facebook [facebook.com], LinkedIn [linkedin.com], Instagram [instagram.com]
and YouTube [youtube.com].
About AUSA
Established in 1956, AUSA is a company
that specializes in the design, manufacturing and sale of compact all-terrain industrial vehicles (dumpers, forklifts and telescopic
handlers) designed for the residential, civil and road construction industry and for the transportation and handling of industrial and
agricultural materials. With its headquarters in Manresa (Barcelona), Spain, AUSA operates in 90 countries and has subsidiaries in Madrid,
France, the United Kingdom, Germany, the US and China. Its firm commitment to innovation, providing more efficient and safer technological
solutions for its customers and its commitment to people and talent have made AUSA a leading company in its sector.
Forward Looking Statements
This news release contains statements
that the Company believes to be “forward-looking statements” within the meaning of the Private Securities Litigation Reform
Act of 1995. All statements other than statements of historical fact, including, without limitation, statements regarding the Company’s
future financial position, business strategy, targets, projected sales, costs, earnings, capital expenditures, debt levels and cash flows,
and plans and objectives of management for future operations, are forward-looking statements. When used in this news release, words such
as “may,” “will,” “expect,” “intend,” “estimate,” “anticipate,”
“believe,” “should,” “project,” “confident” or “plan” or the negative thereof
or variations thereon or similar terminology are generally intended to identify forward-looking statements. These forward-looking statements
are not guarantees of future performance and are subject to risks, uncertainties, assumptions and other factors, some of which are beyond
the Company’s control, which could cause actual results to differ materially from those expressed or implied by such forward-looking
statements. These factors include the possibility that the parties will fail to obtain necessary regulatory approvals or to satisfy any
of the other conditions to the proposed transaction; potential negative effects relating to the announcement of the proposed transaction;
failure to realize the expected benefits of the transaction or expected synergies; difficulties in predicting results of operations of
an acquired business; the cyclical nature of the Company’s access equipment, fire apparatus, refuse and recycling collection and
air transportation equipment markets, which are particularly impacted by the strength of U.S. and European economies and construction
seasons; the Company’s estimates of access equipment demand which, among other factors, is influenced by historical customer buying
patterns and rental company fleet replacement strategies; the strength of the U.S. dollar and its impact on Company exports,
translation of foreign sales and the cost of purchased materials; risks related to the collectability of receivables, particularly for
those businesses with exposure to construction markets; risks associated with international operations and sales, including compliance
with the Foreign Corrupt Practices Act; and risks related to the Company’s ability to successfully execute on its strategic road
map and meet its long-term financial goals and other risks, uncertainties, assumptions and other factors impacting future results of
the Company.
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