Form 8-K - Current report

GRACO INC false 0000042888 0000042888 2024-11-04 2024-11-04

 

 

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): November 4, 2024

 

 

Graco Inc.

(Exact name of registrant as specified in charter)

 

 

 

Minnesota		001-09249		41-0285640
(State or other Jurisdiction of Incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)

 

88 - 11th Avenue Northeast Minneapolis, Minnesota		55413
(Address of principal executive offices)		(Zip Code)

[phone]

Registrant’s 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:

 

☐	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		GGG		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. ☐

 

 

 

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Item 7.01.

Regulation FD Disclosure.

On November 4, 2024, Graco Inc. (the “Company”) announced it had closed the acquisition it had previously announced on September 26, 2024, of Corob S.p.A., a global manufacturer of hi-tech dispensing and mixing solutions for paints and coatings.

The full text of the press release dated November 4, 2024, is attached as Exhibit 99.1 to this Current Report on Form 8-K.

The information in the exhibit hereto contains “forward-looking statements” within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. Such statements are made based on the current beliefs and expectations of the Company’s management and are subject to certain risks and uncertainties. Actual results or events may differ from those anticipated by forward-looking statements. Please refer to the last paragraph of the attached press release for information concerning risks, uncertainties, and other factors that may affect future results.

The information furnished pursuant to Item 7.01 of this Current Report, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of such section, nor shall it be incorporated by reference into future filings by the Company under the Securities Act, or under the Exchange Act, unless the Company expressly sets forth in such future filing that such information is to be considered “filed” or incorporated by reference therein.

 

Item 9.01.

Financial Statements and Exhibits.

 

(d)

Exhibits

 

99.1

Press Release dated November 4, 2024.

 

104

Cover Page Interactive Data File (included within the Inline XBRL document).

 

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Signature

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, thereunto duly authorized.

 

						GRACO INC.
Date: November 8, 2024				By:		/s/ Joseph James Humke
						Joseph James Humke
						Its: Executive Vice President, General Counsel and Corporate Secretary

Exhibit 99.1

 

		GRACO INC. P.O. Box 1441 Minneapolis, MN 55440-1441 NYSE: GGG

 

FOR IMMEDIATE RELEASE:		FOR FURTHER INFORMATION:
November 4, 2024		Investors: David M. Lowe, 612-623-6456
		Media: Meredith Sobieck, 763-353-1498
		[e-mail]

Graco Inc. has Completed its previously-announced acquisition of Corob S.p.A., a Global Manufacturer of Hi-tech Dispensing and Mixing Solutions for Paints and Coatings.

MINNEAPOLIS (November 4, 2024) – Graco Inc. (NYSE:GGG) announced today that it has completed its previously-announced acquisition of Corob S.p.A. (“Corob”) for €230 million, subject to customary adjustments, with up to €30 million in additional contingent consideration.

Corob is a global leader in the design and manufacturing of high-performance volumetric and gravimetric dispense, mixing, and shaking equipment used in mission-critical tinting applications. Corob had revenue of €110 million in 2023, has more than 600 employees worldwide and is headquartered in Italy with additional manufacturing operations in India and Canada.

“The completion of this acquisition will bolster our existing presence in the growing paint and coating equipment manufacturing category to benefit both new and existing Graco customers,” said Mark Sheahan, President & CEO of Graco. “Corob brings valuable technology and innovation to Graco, and we will leverage the complementary strengths of our two companies to drive growth and expand our global manufacturing footprint.”

ABOUT GRACO

Graco Inc. supplies technology and expertise for the management of fluids and coatings in both industrial and commercial applications. It designs, manufactures and markets systems and equipment to move, measure, control, dispense and spray fluid and powder materials. A recognized leader in its specialties, Minneapolis-based Graco serves customers around the world in the manufacturing, processing, construction, and maintenance industries. For additional information about Graco Inc., please visit us at www.graco.com.

Cautionary Statement Regarding Forward-Looking Statements

The Company desires to take advantage of the “safe harbor” provisions regarding forward-looking statements of the Private Securities Litigation Reform Act of 1995 and is filing this Cautionary Statement in order to do so. The Company’s statements about the expected impacts of the closing of the acquisition, including with respect to existing presence, benefits to customers, growth and expansion are forward-looking statements. The expected impacts of the closing of the acquisition could differ due to any event, change or other circumstance that prevents the parties from achieving these results in a timely fashion or at all.

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Document and Entity Information	Nov. 04, 2024
Cover [Abstract]
Entity Registrant Name	GRACO INC
Amendment Flag	false
Entity Central Index Key	0000042888
Document Type	8-K
Document Period End Date	Nov. 04, 2024
Entity Incorporation State Country Code	MN
Entity File Number	001-09249
Entity Tax Identification Number	41-0285640
Entity Address, Address Line One	88 - 11th Avenue Northeast
Entity Address, City or Town	Minneapolis
Entity Address, State or Province	MN
Entity Address, Postal Zip Code	55413
City Area Code	(612)
Local Phone Number	623-6000
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Security 12b Title	Common
Trading Symbol	GGG
Security Exchange Name	NYSE
Entity Emerging Growth Company	false

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