WESTINGHOUSE AIR BRAKE TECHNOLOGIES CORPORATION (NYSE:WAB) Files An 8-K Completion of Acquisition or Disposition of Assets
Item2.01.
| Completion of Acquisition or Disposition of Assets. |
On December1, 2016, Westinghouse Air Brake Technologies
Corporation (Wabtec) filed a Current Report on Form 8-K (the
Initial Form 8-K) with the Securities and Exchange Commission
(the SEC) reporting that, on November30, 2016, Wabtec completed
the purchase from Financire Faiveley S.A., Famille Faiveley
Participations, Mr.Franois Faiveley and Mr.Erwan Faiveley
(collectively, the Sellers) of 7,475,537 ordinary shares of
Faiveley Transport, S.A. (Faiveley Transport) owned in the
aggregate by the Sellers, representing a total of approximately
51% of the outstanding share capital of Faiveley Transport, to
the Share Purchase Agreement, dated October6, 2015, by and among
the Sellers, Wabtec and FW Acquisition LLC, as such agreement
subsequently was amended, with approximately 25% of the
consideration, or approximately $212million, paid in cash, and
the remaining consideration consisting of 6.3million shares of
Wabtec common stock.
This Current Report on Form 8-K/A is being filed to amend and
supplement the Initial Form 8-K to provide certain
historical financial statements of Faiveley Transport and related
pro forma financial information, as described in Item 9.01 below,
which were not previously filed with the Initial Form
8-K and which are
permitted to be filed by amendment no later than 71 calendar days
after the date the Initial Form 8-K was required to be filed with
the SEC. Except as otherwise noted, all other information in the
Initial Form 8-K remains unchanged.
| Item9.01. | Financial Statements and Exhibits. |
(a)Financial Statements of a
Business Acquired.
Faiveley Transports audited
consolidated financial statements as of March31, 2016, March31,
2015 and March31, 2014 and for the fiscal years of Faiveley
Transport then ended are attached as Exhibit 99.1 to this Form
8-K/A and incorporated herein by reference. Unaudited
consolidated financial statements of Faiveley Transport as of
September30, 2016 and for the six months then ended are
incorporated herein by reference to Exhibit 99.1 to the Current
Report on Form 8-K filed by Wabtec on December22,
2016.
(b)Pro Forma Financial
Information.
Unaudited pro forma condensed
combined financial information of Wabtec as of September30, 2016
and for the nine months then ended is incorporated herein by
reference to Exhibit 99.2 to the Current Report on Form 8-K filed
by Wabtec on December22, 2016.
(d)Exhibits.
| 23.1 | Consent of PricewaterhouseCoopers Audit. | |
| 99.1 |
Audited consolidated financial statements of Faiveley Transport, S.A. as of March 31, 2016, March 31, 2015 and March 31, 2014 and for the fiscal years of Faiveley Transport, S.A. then ended. |
|
| 99.2 |
Unaudited consolidated financial statements of Faiveley Transport, S.A. as of September 30, 2016 and for the six months then ended (incorporated herein by reference to Exhibit 99.1 to the Current Report on Form 8-K filed by Westinghouse Air Brake Technologies Corporation on December 22, 2016). |
|
| 99.3 |
Unaudited pro forma condensed combined financial information of Westinghouse Air Brake Technologies Corporation as of September 30, 2016 and for the nine months then ended (incorporated herein by reference to Exhibit 99.2 to the Current Report on Form 8-K filed by Westinghouse Air Brake Technologies Corporation on December 22, 2016). |
About WESTINGHOUSE AIR BRAKE TECHNOLOGIES CORPORATION (NYSE:WAB)
Westinghouse Air Brake Technologies Corporation (Wabtec), doing business as Wabtec Corporation, is a provider of technology-based equipment and services for the global rail industry. The Company primarily serves the freight rail and passenger transit industries. The Company provides its products and services through two principal business segments: the Freight Segment and the Transit Segment. The Freight Segment primarily manufactures and services components for new and existing locomotive and freight cars, supplies railway electronics, positive train control equipment, signal design and engineering services, builds switcher locomotives, rebuilds freight locomotives, and provides heat exchangers and cooling systems for rail and other industrial markets. The Transit Segment primarily manufactures and services components for new and existing passenger transit vehicles, typically subway cars and buses, builds new commuter locomotives and refurbishes subway cars. WESTINGHOUSE AIR BRAKE TECHNOLOGIES CORPORATION (NYSE:WAB) Recent Trading Information
WESTINGHOUSE AIR BRAKE TECHNOLOGIES CORPORATION (NYSE:WAB) closed its last trading session down -0.91 at 86.75 with 549,438 shares trading hands.
