SECURITIES AND EXCHANGE COMMISSION
Pursuant to Section 13 OR 15(d)
of The Securities Exchange Act of 1934
Date of Report: October 17, 2014
Signature Group Holdings, Inc.
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Delaware |
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001-08007 |
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46-3783818 |
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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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15301 Ventura Boulevard, Suite 400 Sherman Oaks, California 91403 |
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(Address of principal executive offices)(Zip Code) |
Registrant’s telephone number, including area code: (805) 435-1255
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(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))
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Item 8.01. |
Other Events. |
On October 17, 2014, Signature Group Holdings, Inc. issued a press release announcing the signing of a definitive agreement to acquire the global recycling and specifications alloys business (“GRSA”) from Aleris Corporation and its affiliates (the “Proposed Acquisition”). A copy of the press release is filed herewith as Exhibit 99.1 and is incorporated herein by reference.
Included in the press release are call-in details for an investor call relating to the Proposed Acquisition.
Exhibit 99.1 contains certain non-GAAP financial information. The reconciliation of such non-GAAP financial information to GAAP financial measures is included in Exhibit 99.1. Further, Exhibit 99.1 contains statements intended as “forward-looking statements,” all of which are subject to the cautionary statements about forward-looking statements set forth therein.
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Item 9.01. |
Financial Statements and Exhibits. |
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(d) |
Exhibits. |
The following is filed as an exhibit to this report:
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99.1 |
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Signature Group Holdings, Inc. press release dated October 17, 2014 |
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 thereunto duly authorized.
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(Registrant) |
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Date: |
October 17, 2014 |
By: |
/s/ W. CHRISTOPHER MANDERSON |
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Name: |
W. Christopher Manderson |
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Title: |
Executive Vice President, |
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General Counsel & Secretary |
INDEX TO EXHIBITS