UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
DC 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of
1934
Date
of
report:
June 15, 2007 (Date of earliest event reported: June 15,
2007)
RBC
BEARINGS INCORPORATED
(EXACT
NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
|
Delaware
|
333-124824
|
95-4372080
|
|
(State
or other jurisdiction
of
incorporation)
|
(Commission
File
Number)
|
(IRS
Employer
Identification
No.)
|
One
Tribology Center
Oxford,
CT 06478
(Address
of Principal Executive Offices, Including Zip Code)
(203)
267-7001
(Registrant’s
Telephone Number, Including Area Code)
N/A
(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 (see General Instruction A.2. below):
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
On
June
15, 2007, RBC
Bearings Incorporated (the
“Company”) announced that its Board of Directors authorized the Company to
repurchase up to $10 million of the Company’s common stock, from time to time on
the open market, in block trade transactions and through privately negotiated
transactions depending on market conditions, alternative uses of capital and
other factors. Purchases may be commenced, suspended or discontinued at any
time
without prior notice. A copy of the press release announcing the Board of
Directors’ authorization of the stock repurchase is attached hereto as Exhibit
99.1 and is incorporated by reference herein.
Item 9.01
Financial Statements and Exhibits.
| (d) |
Exhibits
|
| Exhibit 99.1 |
Press
Release of RBC Bearings Incorporated dated June 15,
2007.
|
2
SIGNATURES
According
to the requirements of the Securities Exchange Act of 1934, the Company has
duly
caused this report to be signed on its behalf by the undersigned, hereunto
duly
authorized.
Date:
June 15, 2007
|
RBC
BEARINGS INCORPORATED
|
||
| |
|
|
| By: |
/s/
Thomas J. Williams
|
|
|
Name:
Thomas J. Williams
|
||
|
Title:
Corporate General Counsel &
Secretary
|
||
3
Press
release
RBC
Bearings Incorporated Announces Share Repurchase Program
Oxford,
CT - June 15, 2007 - RBC Bearings Incorporated (Nasdaq: ROLL), a leading
international manufacturer of highly-engineered precision plain, roller and
ball
bearings for the industrial, defense and aerospace industries, today announced
that its Board of Directors has authorized the repurchase of up to $10,000,000
of the Company's common stock.
This
new
program replaces the $7,500,000 program that expired on March 31, 2007. Under
that program, the Company repurchased 37,356 shares at an average price of
$28.07 per share. Under the new program, the Company may repurchase shares
from
time to time on the open market, through block trades, or in privately
negotiated transactions.
“The
continuation and expansion of our stock repurchase program underscores our
ongoing commitment to enhancing long-term shareholder value,” said Dr. Michael
J. Hartnett, Chairman, President and Chief Executive Officer. “This repurchase
program also reflects the strong cash-generating characteristics of our business
which give us the ability to not only execute this program, but also continue
to
pursue additional strategic growth opportunities.”
The
new
program is effective immediately and does not have an expiration date. The
timing and amount of specific repurchases are subject to the requirements of
the
Securities and Exchange Commission, market conditions, alternative uses of
capital and other factors. Purchases may be commenced, suspended or discontinued
at any time without prior notice.
About
RBC Bearings
RBC
Bearings Incorporated is an international manufacturer and marketer of highly
engineered precision bearings and components. Founded in 1919, the Company
is
primarily focused on producing highly technical or regulated bearing products
requiring sophisticated design, testing and manufacturing capabilities for
the
diversified industrial, aerospace and defense markets. Headquartered in Oxford,
Connecticut, RBC Bearings currently employs approximately 1,900 people and
operates 17 manufacturing facilities in four countries.
Safe
Harbor for Forward Looking Statements
Certain
statements in this press release contain “forward-looking statements.” All
statements other than statements of historical fact are “forward-looking
statements” for purposes of federal and state securities laws, including any
projections of earnings, revenue or other financial items, any statement of
the
plans, strategies and objectives of management for future operations; any
statements concerning liquidity or future financial flexibility; any statements
of belief; characterization of the Company’s ability to control contingent
liabilities; any anticipated trends in the Company’s businesses; and any
statements of assumptions underlying any of the foregoing. Forward-looking
statements may include the words “may”, “estimate”, “intend”, “continue”,
“believe”, “expect”, “anticipate” and other similar words. Although the Company
believes that the expectations reflected in any forward-looking statements
are
reasonable, actual results could differ materially from those projected or
assumed in any of our forward-looking statements. Our future financial condition
and results of operations, as well as any forward-looking statements, are
subject to change and to inherent risks and uncertainties beyond the control
of
the Company. These risks and uncertainties include, but are not limited to,
risks and uncertainties relating to general economic conditions, geopolitical
factors, future levels of general industrial manufacturing activity, future
financial performance, market acceptance of new or enhanced versions of the
Company’s products, the pricing of raw materials, changes in the competitive
environments in which the Company’s businesses operate, the outcome of pending
or future litigation and governmental proceedings and approvals, estimated
legal
costs, increases in interest rates, the Company’s ability to meet its debt
obligations, and risks and uncertainties listed or disclosed in the Company’s
reports filed with the Securities and Exchange Commission, including, without
limitation, the risks identified under the heading “Risk Factors” set forth in
the Company’s Annual Report on Form 10K and other filings made by the Company
with the Securities and Exchange Commission. The Company does not intend, and
undertakes no obligation, to update or alter any forward-looking
statement.
Contacts
RBC
Bearings
Daniel
A.
Bergeron
203-267-5028
dbergeron@rbcbearings.com
Ashton
Partners
Steve
Calk
800-
281-1163
investors@rbcbearings.com