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)
November 3, 2005
Gardner Denver, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
Delaware 1-13215 76-0419383
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(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
1800 Gardner Expressway 62305
Quincy, Illinois --------------
----------------------------------------------- (Zip Code)
(Address of Principal Executive Offices)
(217) 222-5400
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(Registrant's Telephone Number, Including Area Code)
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):
[ ] 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))
ITEM 7.01 REGULATION FD DISCLOSURE
On November 3, 2005, Gardner Denver, Inc. (the "Company") issued a
press release announcing the completion of its exchange of $125 million 8%
Senior Subordinated Notes due 2013, which are registered under the
Securities Act of 1933 (the "Securities Act"), for $125 million of its
outstanding 8% Senior Subordinated Notes due 2013, which were issued in a
private placement in May 2005. A copy of this press release is furnished
with this report as Exhibit 99.1 and incorporated by reference herein.
The information in this Item 7.01 and the exhibit attached hereto shall
not be deemed to be "filed" for the purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject
to the liabilities of such section, nor shall such information or exhibit be
deemed incorporated by reference in any filing under the Securities Act or
Exchange Act, except as shall be expressly set forth by specific reference
in such a filing.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
Exhibit Number Description of Exhibit
99.1 Gardner Denver, Inc. Press Release dated November 3, 2005
announcing completion of exchange of its 8% Senior
Subordinated Notes due 2013.
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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 thereunto duly authorized.
GARDNER DENVER, INC.
Date: November 3, 2005 By: /s/ Tracy D. Pagliara
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Tracy D. Pagliara
Vice President, Administration,
General Counsel and Secretary
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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99.1 Gardner Denver, Inc. Press Release dated November 3,
2005 announcing completion of exchange of its 8%
Senior Subordinated Notes due 2013.
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