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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 (Date of earliest event reported): September 22, 2020
AMERICAN AXLE & MANUFACTURING HOLDINGS, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation) | | | | | |
| 1-14303 | 38-3161171 |
| | |
| (Commission File Number) | (IRS Employer Identification No.) |
| |
One Dauch Drive, Detroit, Michigan | 48211-1198 |
| | |
| (Address of Principal Executive Offices) | (Zip Code) |
| | | | | |
| (313) | 758-2000 |
| (Registrant's Telephone Number, Including Area Code) | |
| |
| (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:
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act: | | | | | | | | |
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
| Common Stock, par value $0.01 per share | AXL | The New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
SECTION 7 - REGULATION FD
Item 7.01 Regulation FD Disclosure
On September 22, AAM's Malvern Manufacturing Facility in Ohio (“Malvern”) experienced a significant industrial fire. All associates were evacuated safely and without injury. The Company is still assessing the impact of the damage as well as coordinating plans to work around this disruption and protect continuity of supply to our customers, including utilizing production capacity and resources at other AAM facilities.
The Company’s insurance policies (less applicable deductibles) are expected to cover the repair or replacement of the Company’s assets that incurred loss or damage. In addition, the Company's insurance policies are expected to provide coverage for interruption to its business, including lost profits, and reimbursement for other expenses and costs that are incurred relating to the event.
Malvern’s major product lines include pinion forgings and axle tubes for internal AAM consumption as well as other forgings for outside customers, both automotive and non-automotive. Malvern generated approximately $100 million of sales in 2019, including intercompany sales.
Forward-Looking Statements
This report contains forward-looking statements and other information relating to matters that are not historical facts. These forward-looking statements involve certain risks and uncertainties that could cause actual results to differ materially from those expressed or implied by these statements. These risks and uncertainties include the factors detailed from time to time in the reports we file with the SEC, including those described under “Risk Factors” in our Annual Report on Form 10-K and our Quarterly Reports on Form 10-Q. These forward-looking statements speak only as of the date of this report. We expressly disclaim any obligation or undertaking to disseminate any updates or revisions to any forward-looking statement contained herein to reflect any change in our expectations with regard thereto or any change in events, conditions or circumstances on which any such statement is based.
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. | | | | | | | | | | | | | | | | | |
| | | | | |
| | AMERICAN AXLE & MANUFACTURING HOLDINGS, INC. | | | |
| Date: | September 23, 2020 | By: | /s/ Christopher J. May | | |
| | | Christopher J. May | | |
| | | Vice President & Chief Financial Officer | | |