Preformed Line Products Company 8-K
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 15, 2008
Preformed Line Products Company
(Exact name of registrant as specified in its charter)
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Ohio
(State or other jurisdiction of incorporation
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0-31164
(Commission File Number)
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34-0676895
(IRS Employer Identification No.) |
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660 Beta Drive
Mayfield Village, Ohio
(Address of principal executive offices)
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44143
(Zip Code) |
Registrants telephone number, including area code: (440) 461-5200
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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ITEM 1.01 |
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Entry into a Material Definitive Agreement. |
Shares Purchase Agreements
On May 15, 2008, Preformed Line Products Company (the Company) entered into, and closed, two
Shares Purchase Agreements to purchase 152,726 Common Shares of the Company from the John Deaver
Drinko Trust Agreement, dated October 27, 1994, as amended (the Drinko Trust) and from the
Elizabeth Gibson Drinko IRA (the Drinko IRA), at a price per share of $42.24. The purchase price
was calculated using the average closing price of the Companys Common Shares on the NASDAQ over
the prior thirty calendar days less 15%. John D. Drinko was a director of the Company since 1954
until his death in January 2008. Elizabeth Drinko is the wife of John D. Drinko. The agreements
were executed on behalf of the Drinko Trust and Drinko IRA by Elizabeth Drinko, as beneficiary of
the Drinko IRA and as Trustee of the Drinko Trust and individually and by National City Bank, as
Trustee of the Drinko IRA. The purchase was made pursuant to the previously disclosed February
2007 authorization by the Companys Board of Directors for repurchase up to 200,000 common shares.
Copies of the Shares Purchase Agreements are attached hereto as Exhibit 99.1 and Exhibit 99.2.
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ITEM 9.01 |
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Financial Statements and Exhibits |
(d) Exhibits
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99.1
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Shares Purchase Agreement between the Company and Elizabeth Gibson Drinko as Trustee of the
John Deaver Drinko Trust Agreement and individually |
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99.2
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Shares Purchase Agreement between the Company and Elizabeth Gibson Drinko as grantor and
beneficiary of the Elizabeth Gibson Drinko IRA Trust under agreement dated April 21, 2008 and
National City Bank, as Trustee of the IRA Trust. |
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.
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PREFORMED LINE PRODUCTS COMPANY
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/s/ Caroline S. Vaccariello |
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Caroline S. Vaccariello, |
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DATED: May 16, 2008 |
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General Counsel and Corporate Secretary |
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Exhibit Index
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99.1
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Shares Purchase Agreement between the Company and Elizabeth Gibson Drinko as Trustee of the
John Deaver Drinko Trust Agreement |
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99.2
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Shares Purchase Agreement between the Company and Elizabeth Gibson Drinko as grantor and
beneficiary of the Elizabeth Gibson Drinko IRA Trust under agreement dated April 21, 2008 and
National City Bank, as Trustee of the IRA Trust. |