8-K 1 v458092_8-k.htm FORM 8-K

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): February 1, 2017

Commission file number: 001-13337

STONERIDGE, INC.

(Exact name of registrant as specified in its charter)

Ohio | 34-1598949
(State or other jurisdiction of | (I.R.S. Employer
incorporation or organization) | Identification No.)
39675 MacKenzie Drive Suite 400, Novi, Michigan | 48377
(Address of principal executive offices) | (Zip Code)

(248) 489-9300

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):

| 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 7.01 | Regulation FD Disclosure.

On January 31, 2017, Stoneridge B.V., an indirect wholly-owned subsidiary of Stoneridge, Inc., entered into an agreement to acquire Wide-Angle Management B.V. and Exploitatiemaatschappij Berghaaf B.V. (“Orlaco”). The attached presentation provides an overview of Orlaco and the acquisition.

The presentation furnished as Exhibit 99.1 hereto, which was posted to the Stoneridge, Inc. website on February 1, 2017, shall not be deemed to be “filed” for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section, and shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. In addition, the exhibit furnished herewith contains statements intended as “forward-looking statements” that are subject to the cautionary statements about forward-looking statements set forth in such exhibit.

| ITEM 9.01 | Financial Statements and Exhibits.

| (d) | Exhibits.

Exhibit No. | Description
99.1 | Orlaco Transaction Overview presentation dated February 1, 2017.

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.

| Stoneridge, Inc.
Date: February 1, 2017 | /s/ Robert R. Krakowiak
| Robert R. Krakowiak, Chief Financial Officer and Treasurer (Principal Financial Officer)

Exhibit Index

99.1 | Orlaco Transaction Overview presentation dated February 1, 2017.