- Current report filing (8-K)
2010年10月27日 - 5:01AM
Edgar (US Regulatory)
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):
October 26,
2010
KEMET Corporation
(Exact
name of registrant as specified in its charter)
Delaware
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0-20289
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57-0923789
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(State
or Other Jurisdiction of
Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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2835 Kemet Way
Simpsonville, SC
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29681
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(Address
of principal executive offices)
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(Zip
Code)
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(864) 963-6300
(Registrants
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:
o
Written communications
pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
Soliciting material pursuant
to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
o
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
Item 8.01.
Other Events.
This Current Report on Form 8-K
is being filed by KEMET Corporation (KEMET and the Company) to present
condensed consolidating financial information in order for the subsidiary
guarantors of the Companys public debt to be exempt from reporting under the
Securities Exchange Act of 1934. The
updates do not represent a restatement of previously issued financial
statements. Neither this Form 8-K
nor the exhibits hereto reflect any events occurring after May 25, 2010 or
modify or update the disclosures in the Companys 2010 Annual Report (Form 10-K)
that may be affected by subsequent events, except for the disclosures contained
in Note 19, Condensed Consolidating Financial Statements to the consolidated
financial statements.
This
requirement arose when the Company completed a private placement of
$230.0 million in aggregate principal amount of the Companys 10.5% Senior
Notes due 2018 (the 10.5% Senior Notes) and entered into a Registration
Rights Agreement (the Registration Rights Agreement) on May 5, 2010. The
terms of the Registration Rights Agreement require the Company and the Companys
domestic restricted subsidiaries (the Guarantors) to (i) use their
commercially reasonable efforts to file with the Securities and Exchange Commission
within 210 days after the date of the initial issuance of the 10.5% Senior
Notes, a registration statement with respect to an offer to exchange the 10.5%
Senior Notes for a new issue of debt securities registered under the Securities
Act, with terms substantially identical to those of the 10.5% Senior Notes
(except for provisions relating to the transfer restrictions and payment of
additional interest); (ii) use the Companys commercially reasonable
efforts to consummate such exchange offer within 270 days after the date
of the initial issuance of the 10.5% Senior Notes; and (iii) in certain
circumstances, file a shelf registration statement for the resale of the
10.5% Senior Notes. If the Company and the Guarantors fail to satisfy the
Companys registration obligations under the Registration Rights Agreement,
then the Company will be required to pay additional interest to the holders of
the 10.5% Senior Notes, up to a maximum additional interest rate of 1.0% per
annum.
The condensed consolidating
financial information can be found in Note 19, Condensed Consolidating
Financial Statements to the consolidated financial statements.
1
Item 9.01
Financial Statements and Exhibits
Exhibit No.
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Description of Exhibit
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23.1
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Consent of
Ernst & Young LLP
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23.2
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Consent of KPMG LLP
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23.3
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Consent
of Deloitte & Touche S.p.A.
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99.1
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Consolidated Financial
Statements and Notes to the Consolidated Financial Statements for the years
ended March 31, 2010, 2009 and 2008.
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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.
Dated: October 26,
2010
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KEMET
CORPORATION
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By:
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/s/ WILLIAM M. LOWE, JR.
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William M. Lowe, Jr.
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Executive Vice President
and Chief Financial Officer
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2
Kraneshares Dynamic Emer... (AMEX:KEM)
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から 6 2024 まで 7 2024
Kraneshares Dynamic Emer... (AMEX:KEM)
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から 7 2023 まで 7 2024