UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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):
May 31,
2005
NACCO INDUSTRIES, INC.
Delaware
34-1505819
(IRS Employer Identification Number)
44124-4017
(Zip Code)
(440) 449-9600
N/A
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)) | ||||
Item 1.01 Entry into a Material Definitive Agreement.
On May 31, 2005, NACCO Industries, Inc.’s wholly owned subsidiary, NACCO Materials Handling Group, Inc. (the “Company”), entered into a letter agreement with General Electric Capital Corporation (“GECC”) to extend the term of its International Operating Agreement dated April 15, 1998 with GECC (the “Agreement”) until September 1, 2005.
Item 9.01 Financial Statements and Exhibits.
As described in Item 1.01 of this Current Report on Form 8-K, the following Exhibit is filed as part of this Current Report on Form 8-K.
(c) Exhibits
| 10.1 | Letter Agreement between NACCO Materials Handling Group, Inc. and General Electric Capital Corporation dated May 31, 2005. |
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, hereunto duly authorized.
Date: June 6, 2005
NACCO INDUSTRIES, INC.
By:
/s/ Kenneth C. Schilling
Name: Kenneth C. Schilling
Title: Vice President and Controller
Exhibit 10.1
May 31, 2005
Mr. Jeffrey Mattern
Treasurer
NACCO Materials Handling Group, Inc.
650 Northeast Holladay Street, Suite 1600
Portland, OR 97232
| RE: |
(i) Restated and Amended Joint Venture and Shareholders Agreement dated April15, 1998 as
amended from time to time (the “JV Agreement”);
(ii) International Operating Agreement dated April 15, 1998 as amended from time to time (the “Operating Agreement”); (iii) Recourse and Indemnity Agreement dated October 21, 1998 as amended from time to time (the “R&I Agreement”) |
Dear Jeff:
NACCO Materials Handling Group, Inc. (“NMHG”) and General Electric Capital Corporation (“GE Capital”) and all of their respective affiliates and subsidiaries which may be parties to any of the above-referenced agreements (collectively the “Agreements”) hereby agree that the “Base Term” (as that term is described in each of the respective Agreements) shall be extended and shall now expire on September 1, 2005 (“New Base Expiration Date”) and all of the duties and obligations of the parties under the Agreements shall continue unmodified and in full force and effect until such date. Accordingly, in conjunction with the extension of the Base Term to the New Base Expiration Date, the obligations of NMHG arising under (i) the Recourse for Wholesale Accounts set forth in Section 3.7 of the Operating Agreement; and (ii) the R& I Agreement, shall continue unmodified and in full force and effect through the New Base Expiration Date.
By their respective signatures below, NMHG and GE Capital each hereby agree to all of the extensions noted above.
GENERAL ELECTRIC CAPITAL CORPORATION
By:
/s/ Edward J. Simoneau
Edward J. Simoneau
Vice President and General Manager — Dealer Financial Services
NACCO MATERIALS HANDLING GROUP, INC.
By:
/s/ Jeffrey C. Mattern
Jeffrey C. Mattern
Treasurer