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): January 16, 2003
Barnes Group Inc.
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(Exact name of registrant as specified in its charter)
Delaware 1-04801 06-0247840
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
123 Main Street Bristol, CT 06010
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(Address of principal executive offices) (Zip Code)
(860) 583-7070
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Registrant's telephone number, including area code
N/A
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(Former name or former address, if changed since last report)
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Item 5. Other Events and Required FD Disclosure.
On January 16, 2003, Barnes Group Inc. issued a press release. A
copy is attached hereto as Exhibit 99.1 and is incorporated
herein by reference.
Item 7. Exhibits.
The following Exhibits are filed as part of this Report.
99.1 Press Release issued January 16, 2003.
SIGNATURES
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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.
Dated: January 21, 2003 BARNES GROUP INC.
By:/s/ Signe S. Gates
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Signe S. Gates
Senior Vice President,
General Counsel and Secretary
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EXHIBIT 99.1
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BARNES GROUP INC. [Logo] News Release
Contact:
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FOR IMMEDIATE RELEASE Phillip J. Penn
January 16, 2003 Investor Relations
(860) 973-2126
Stephen J. McKelvey
Corporate Communications
(860) 973-2132
BARNES GROUP INC. TO ACQUIRE KAR PRODUCTS
BRISTOL, CONNECTICUT, JANUARY 16, 2003---Barnes Group Inc. (NYSE: B)
today announced that it has signed a definitive agreement to acquire Kar
Products of Des Plaines, Illinois, a leading full service distributor of
maintenance, repair and operating (MRO) supplies to industrial, construction,
transportation and other markets.
The acquisition is expected to close in the first quarter of 2003 and
will add more than $120 million in annual sales to Barnes Group Inc.'s Barnes
Distribution unit. Terms of the agreement were not disclosed. Purchase
consideration will include a combination of cash and Barnes Group Inc. common
stock.
"Kar Products is an excellent strategic fit with our existing Barnes
Distribution operation, providing us with an organization that, like Barnes
Distribution, is highly service-oriented and that expands our geographic and
product line reach," said Edmund M. Carpenter, President and Chief Executive
Officer. "Kar Products adds to Barnes Distribution a diversified customer
base in all 50 states, Puerto Rico, and Canada, further enhancing our
leadership position within the MRO market and reinforcing our international
presence. As with the 2000 acquisition of Curtis Industries, we expect to
achieve cost savings and other synergies through headquarters and
infrastructure consolidation in this acquisition. We anticipate that the
acquisition will be accretive within the first year."
"The combination of Barnes Distribution and Kar Products will provide us
with an unmatched sales organization in the North American MRO market,
creating a top 20 industrial distribution company with total North American
sales of more than $350 million," said Keith Drewett, President, Barnes
Distribution. "The combined sales and service organization will have a
direct field sales force of more than 1,600 professionals, allowing us to
further enhance our ability to service national, regional and local customers
rapidly in virtually every zip code in North America."
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"This is now the eighth acquisition that Barnes Group has undertaken
since late 1999, and the third acquisition for our Barnes Distribution unit.
We are very pleased with the successful integration of the Bowman, Mechanics
Choice, Curtis and Raymond brands into Barnes Distribution over the past two
years. We will continue to identify acquisition opportunities that complement
and expand our company and that will help create shareholder value over the
long term," concluded Carpenter.
Barnes Group Inc. (www.barnesgroupinc.com) is a diversified
international manufacturer of precision metal parts and distributor of
industrial supplies, serving a wide range of markets and customers. Founded
in 1857 and headquartered in Bristol, Connecticut, Barnes Group consists of
three businesses with 2001 sales of $769 million: Associated Spring, one of
the world's largest manufacturers of precision mechanical and nitrogen gas
springs; Barnes Aerospace, a manufacturer and repairer of highly engineered
assemblies and products for commercial and military aircraft engines and
airframes, and for land-based industrial gas turbines; and Barnes
Distribution, a full service international distributor of maintenance, repair
and operating supplies. Over 5,200 dedicated employees at more than 50
locations worldwide contribute to Barnes Group Inc.'s success.
This release may contain certain forward-looking statements as defined
in the Private Securities Litigation Reform Act of 1995. These forward-
looking statements are subject to risks and uncertainties that may cause
actual results to differ materially from those contained in the statements.
Investors are encouraged to consider these risks and uncertainties as
described within the Company's periodic filings with the Securities and
Exchange Commission, including the following: the ability of the parties to
conclude the agreed transaction; the ability of the Company to integrate
newly acquired businesses and to realize acquisition synergies on schedule;
changes in market demand for the types of products and services produced and
sold by Barnes Group; the Company's success in identifying, and attracting
customers in, new markets; the Company's ability to develop new and enhanced
products to meet customers' needs timely; the effectiveness of the Company's
marketing and sales programs; changes in economic and political conditions,
worldwide and in the locations where the Company does business; interest and
foreign exchange rate fluctuations; and regulatory changes.
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