Current Report Filing (8-k)

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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) August 27, 2019

MATERION CORPORATION

(Exact name of registrant as specified in its charter)

Ohio 001-15885 34-1919973

(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

6070 Parkland Blvd., Mayfield Hts., Ohio 44124

(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code [phone]

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 Stock, no par value MTRN 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 (§204.12b-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 revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐

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Item 1.01 Entry into a Material Definitive Agreement.

On August 27, 2019, Materion Corporation (the “Company”) and certain of its subsidiaries entered into a Metals Consignment Agreement (the “Consignment Agreement”) with Bank of Montreal (“BMO”).  The Consignment Agreement represents the Company’s largest metals consignment facility.  The Consignment Agreement matures on August 27, 2022, and completely refinances and replaces the Third Amended and Restated Precious Metals Agreement with The Bank of Nova Scotia and the Copper Consignment Agreement with Scotiabank Europe plc, both of which would have matured on September 30, 2019. 

The Consignment Agreement is filed as Exhibit 10.1 to this Current Report on Form 8-K. The foregoing description of the Consignment Agreement is qualified in its entirety by reference to the full text of the Consignment Agreement, which is incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

Exhibits.

Exhibit Number		Description of Exhibit
10.1*		Metals Consignment Agreement, dated as of August 27, 2019
104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

*Portions of this exhibit have been omitted, which portions will be furnished to the Securities and Exchange Commission upon request.

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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.

		Materion Corporation
August 29, 2019	By:	/s/ Stephen Shamrock
		Stephen Shamrock
		Vice President, Corporate Controller and Investor Relations