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| LEI | 549300MJL50HVCB7RP74 |
| CIK | 916459 |
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Gardner Denver Holdings, Inc.
SEC Filings (Chronological Order)
Halaman ini menyediakan daftar lengkap dan kronologis dari Pengajuan SEC, tidak termasuk pengajuan kepemilikan yang kami sediakan di tempat lain.
| August 12, 2013 |
FORM 15-12B UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-13215 GARDNER DENVER, INC. (Exact name of registrant as spec |
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| August 9, 2013 |
Form S-8 POS As filed with the Securities and Exchange Commission on August 9, 2013 Registration No. |
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| August 9, 2013 |
Form S-8 POS As filed with the Securities and Exchange Commission on August 9, 2013 Registration No. |
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| August 9, 2013 |
Form S-8 POS As filed with the Securities and Exchange Commission on August 9, 2013 Registration No. |
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| August 9, 2013 |
Form S-8 POS As filed with the Securities and Exchange Commission on August 9, 2013 Registration No. |
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| August 9, 2013 |
Form S-8 POS As filed with the Securities and Exchange Commission on August 9, 2013 Registration No. |
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| August 9, 2013 |
Form S-8 POS As filed with the Securities and Exchange Commission on August 9, 2013 Registration No. |
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| August 5, 2013 |
GARDNER DENVER, INC. ARTICLE I MEETING OF STOCKHOLDERS EX-3.2 Exhibit 3.2 GARDNER DENVER, INC. BY-LAWS ARTICLE I MEETING OF STOCKHOLDERS Section 1. Place of Meeting and Notice. Meetings of the stockholders of the Corporation shall be held at such place either within or without the State of Delaware as the Board of Directors may determine. Section 2. Annual and Special Meetings. Annual meetings of stockholders shall be held, at a date, time and place f |
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| August 5, 2013 |
AMENDED AND RESTATED CERTIFICATE OF INCORPORATION GARDNER DENVER, INC. EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF GARDNER DENVER, INC. FIRST: The name of the corporation (which is hereinafter referred to as the “Corporation”) is Gardner Denver, Inc. SECOND: The name and address of the registered agent in the State of Delaware is The Corporation Trust Company, 1209 Orange Street, Wilmington, New Castle County, Delaware 19801. THIRD: The pu |
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| August 5, 2013 |
EX-99.1 Exhibit 99.1 For Immediate Release KKR COMPLETES ACQUISITION OF GARDNER DENVER Timothy W. Sullivan Appointed President & Chief Executive Officer WAYNE, PA and NEW YORK – July 30, 2013 – Gardner Denver, Inc. (NYSE: GDI) and Kohlberg Kravis Roberts & Co. L.P. (together with its affiliates, “KKR”) today announced that the companies have completed the transaction under which KKR acquired all o |
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| August 5, 2013 |
8-K 1 d580192d8k.htm 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): August 5, 2013 (July 30, 2013) GARDNER DENVER, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-13215 76-0419383 (State or Other Jurisdictio |
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| July 31, 2013 |
GDI / Gardner Denver Holdings, Inc. / GAMCO INVESTORS, INC. ET AL Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Gardner Denver, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 365558105 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Number of |
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| July 31, 2013 |
EX-99.25 2 ruleprovisionnotice.htm NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on August 12, 2013, pursuant to the provisions of Rule 12d2-2 (a). [ X ] 17 CFR 240.12d2 |
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| July 17, 2013 |
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): July 17, 2013 (July 16, 2013) GARDNER DENVER, INC. (Exact name of Registrant as Specified in its Charter) Delaware 1-13215 76-0419383 (State or Other Jurisdiction of Incorpor |
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| July 17, 2013 |
EX-99.1 Exhibit 99.1 For Immediate Release GARDNER DENVER SHAREHOLDERS APPROVE DEFINITIVE AGREEMENT TO BE ACQUIRED BY KKR Gardner Denver Shareholders to Receive $76 Per Share In Cash Transaction Valued at Approximately $3.9 Billion WAYNE, PA —July 16, 2013—Gardner Denver, Inc. (NYSE: GDI) today announced that at the special meeting of Gardner Denver shareholders held today, shareholders voted over |
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| July 10, 2013 |
Preliminary Second Quarter Results EX-99.1 Exhibit 99.1 Preliminary Second Quarter Results GARDNER DENVER INC Unaudited Selected Second Quarter 2013 Data - Preliminary Estimates Pro Forma Adjusted EBITDA Reconciliation (Unaudited) ($ in millions) For the Three Months Ended June 30, 2012 For the Three Months Ended March 31, 2013 For the Three Months Ended June 30, 2013 Reconciliation: Actual Actual Low Estimate High Estimate Revenue |
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| July 10, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K 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): July 10, 2013 GARDNER DENVER, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-13215 76-0419383 (State or Other Jurisdiction of Incorporation) (Commission F |
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| July 8, 2013 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 d565218d8k.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): July 8, 2013 GARDNER DENVER, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-13215 76-0419383 (State or Other Jurisdiction of Incorpor |
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| July 8, 2013 |
EX-99.1 Exhibit 99.1 Certain Financial Information GARDNER DENVER INC. Pro Forma Adjusted EBITDA Reconciliation by Segment Amounts in Millions For the Year Ended December 31, Historical Twelve Months Ended March 31, 2012 2013 IPG EPG IPG EPG Operating income 134.4 238.3 148.7 207.6 Depreciation and amortization expense 44.4 19.3 40.1 19.5 Less: Net income attributable to noncontrolling interests ( |
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| July 3, 2013 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as permitted b |
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| June 13, 2013 |
DEFM14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| June 12, 2013 |
CORRESP SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP FOUR TIMES SQUARE NEW YORK 10036-6522 —— FIRM/AFFILIATE OFFICES —— TEL: (212) 735-3000 FAX: (212) 735-2000 www. |
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| June 10, 2013 |
Correspondence Letter SKADDEN, ARPS, SLATE, MEAGHER & FLOM LLP FOUR TIMES SQUARE NEW YORK 10036-6522 TEL: (212) 735-3000 FAX: (212) 735-2000 www. |
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| June 5, 2013 |
CORRESP5 June 5, 2013 VIA EDGAR TRANSMISSION Russell Mancuso, Esq., Jay Mumford, Esq. Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3628 RE: Gardner Denver, Inc. Amendment No. 2 to Preliminary Proxy Statement on Schedule 14A Filed May 28, 2013 File No. 001-13215 Dear Messrs. Mancuso and Mumford: In response to your request in the lette |
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| June 5, 2013 |
PRER14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| June 5, 2013 |
CORRESP4 June 5, 2013 VIA EDGAR TRANSMISSION AND BY ELECTRONIC MAIL Russell Mancuso, Esq. |
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| May 28, 2013 |
CORRESP May 28, 2013 VIA EDGAR TRANSMISSION AND BY ELECTRONIC MAIL Russell Mancuso, Esq. |
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| May 28, 2013 |
PRER14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 24, 2013 |
GARDNER DENVER DECLARES QUARTERLY CASH DIVIDEND EX-99.1 Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE May 24, 2013 Contact: Vikram U. Kini VP, Investor Relations (610) 249-2009 GARDNER DENVER DECLARES QUARTERLY CASH DIVIDEND WAYNE, Pa. (May 24, 2013) – On May 22, 2013, the Board of Directors of Gardner Denver, Inc. (NYSE: GDI) declared a regular quarterly dividend of five cents per share for the first quarter of 2013. The first quarter divid |
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| May 24, 2013 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 d544733d8k.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) May 24, 2013 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incor |
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| May 9, 2013 |
CORRESP May 9, 2013 VIA EDGAR TRANSMISSION Russell Mancuso, Esq., Joseph McCann, Esq. Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-3628 RE: Gardner Denver, Inc. Preliminary Proxy Statement on Schedule 14A Filed April 15, 2013 File No. 001-13215 Dear Messrs. Mancuso and McCann: In response to your request in the letter dated May 3, 201 |
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| May 9, 2013 |
CORRESP May 9, 2013 VIA EDGAR TRANSMISSION AND HAND DELIVERY Russell Mancuso, Esq. |
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| May 9, 2013 |
PRER14A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| April 29, 2013 |
Pro Forma Adjusted EBITDA Reconciliation EX-99.1 Exhibit 99.1 Pro Forma Adjusted EBITDA Reconciliation The following reconciliation is included for illustrative purposes only and represents a sample presentation of Pro Forma Adjusted EBITDA based on and for purposes of the expected EBITDA definitions under the Company’s new debt agreements. As a result, Pro Forma Adjusted EBITDA includes adjustments to exclude/include certain items such |
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| April 29, 2013 |
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): April 29, 2013 GARDNER DENVER, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-13215 76-0419383 (State or Other Jurisdiction of Incorporation) (Commission |
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| April 29, 2013 |
Pro Forma Adjusted EBITDA Reconciliation EX-99.1 Exhibit 99.1 Pro Forma Adjusted EBITDA Reconciliation The following reconciliation is included for illustrative purposes only and represents a sample presentation of Pro Forma Adjusted EBITDA based on and for purposes of the expected EBITDA definitions under the Company’s new debt agreements. As a result, Pro Forma Adjusted EBITDA includes adjustments to exclude/include certain items such |
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| April 29, 2013 |
Financial Statements and Exhibits, Other Events - FORM 8-K 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): April 29, 2013 GARDNER DENVER, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-13215 76-0419383 (State or Other Jurisdiction of Incorporation) (Commission |
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| April 26, 2013 |
10-Q 1 d508114d10q.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2013 OR ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Com |
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| April 26, 2013 |
GARDNER DENVER REPORTS FIRST QUARTER 2013 RESULTS Gardner Denver, Inc. Press Release dated April 26, 2013 Exhibit 99.1 Press Release April 26, 2013 Contact: Vikram U. Kini VP, Investor Relations Tel. (610) 249-2009 GARDNER DENVER REPORTS FIRST QUARTER 2013 RESULTS • Reports quarterly revenue of $514 million, a decrease of 15% versus the prior year • Delivers Diluted Earnings Per Share (“DEPS”) of $0.93 and Adjusted DEPS of $1.06, a decrease of 24 |
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| April 26, 2013 |
8-K 1 d527260d8k.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) April 26, 2013 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of inc |
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| April 26, 2013 |
EX-10.1 Exhibit 10.1 Waiver and Release Agreement Page 1 of 5 WAIVER AND RELEASE AGREEMENT I, Brian Cunkelman, understand my last day of employment with Gardner Denver, Inc. (?GDI?) is January 18, 2013 (?Termination of Employment Date?), and I accept the following, which GDI promises to me, in consideration for the promises I make in this Waiver and Release Agreement (this ?Release? or ?Agreement? |
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| April 24, 2013 |
GDI / Gardner Denver Holdings, Inc. / GAMCO INVESTORS, INC. ET AL Activist Investment SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 Gardner Denver, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 365558105 (CUSIP Number) David Goldman GAMCO Investors, Inc. One Corporate Center Rye, New York 10580-1435 (914) 921-5000 (Name, Address and Telephone Number of Person Authorized |
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| April 22, 2013 |
EX-99.1 Exhibit 99.1 Certain Information Included in or Otherwise Derived from Senior Unsecured Bridge Loan Confidential Information Memorandum 2012 Revenue Breakdown (total company) Note: High growth, developing and emerging markets (including China and Brazil) account for 27% of the Company’s sales Note: Percentages may not sum to 100 due to rounding Note: The Company has over 100,000 customers |
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| April 22, 2013 |
EX-99.1 Exhibit 99.1 Certain Information Included in or Otherwise Derived from Senior Unsecured Bridge Loan Confidential Information Memorandum 2012 Revenue Breakdown (total company) Note: High growth, developing and emerging markets (including China and Brazil) account for 27% of the Company’s sales Note: Percentages may not sum to 100 due to rounding Note: The Company has over 100,000 customers |
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| April 22, 2013 |
Financial Statements and Exhibits, Other Events - 8-K 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): April 22, 2013 GARDNER DENVER, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-13215 76-0419383 (State or Other Jurisdiction of Incorporation) (Commission File |
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| April 22, 2013 |
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): April 22, 2013 GARDNER DENVER, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-13215 76-0419383 (State or Other Jurisdiction of Incorporation) (Commission File |
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| April 15, 2013 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: x Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defi |
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| April 15, 2013 |
10-K/A 1 d519110d10ka.htm FORM 10-K/A Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K/A (Amendment No. 1) þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transitio |
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| March 18, 2013 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as permitted b |
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| March 13, 2013 |
8-A12B/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8–A /A (Amendment No. 3) FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 GARDNER DENVER, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 1-13215 76-0419383 (State or Other Jurisdiction of Incorporation) (Commission Fi |
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| March 8, 2013 |
EX-99.1 Exhibit 99.1 For Immediate Release GARDNER DENVER ENTERS INTO DEFINITIVE AGREEMENT TO BE ACQUIRED BY KKR Gardner Denver Shareholders to Receive $76 Per Share In Cash Transaction Valued at Approximately $3.9 Billion WAYNE, PA and NEW YORK, NY – March 8, 2013 – Gardner Denver, Inc. (NYSE: GDI) and Kohlberg Kravis Roberts & Co. L.P. (together with its affiliates, “KKR”) today announced that t |
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| March 8, 2013 |
EX-2.1 Exhibit 2.1 Execution Copy AGREEMENT AND PLAN OF MERGER By and Among RENAISSANCE PARENT CORP., RENAISSANCE ACQUISITION CORP. and GARDNER DENVER, INC. Dated as of March 7, 2013 TABLE OF CONTENTS Article I DEFINITIONS Section 1.1 Definitions 1 Article II THE MERGER Section 2.1 The Merger 1 Section 2.2 The Closing 2 Section 2.3 Effective Time 2 Section 2.4 Certificate of Incorporation and Byla |
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| March 8, 2013 |
AMENDMENT NO. 2 TO THE AMENDED AND RESTATED RIGHTS AGREEMENT EX-4.1 Exhibit 4.1 EXECUTION COPY AMENDMENT NO. 2 TO THE AMENDED AND RESTATED RIGHTS AGREEMENT THIS AMENDMENT dated as of March 7, 2013 (this “Amendment”), amends the Amended and Restated Rights Agreement, dated as of January 17, 2005, as amended on October 29, 2009, (the “Agreement”), by and between GARDNER DENVER, INC. (the “Company”), a Delaware corporation, and WELLS FARGO BANK, NATIONAL ASSOC |
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| March 8, 2013 |
AMENDMENT NO. 2 TO THE AMENDED AND RESTATED RIGHTS AGREEMENT EX-4.1 Exhibit 4.1 EXECUTION COPY AMENDMENT NO. 2 TO THE AMENDED AND RESTATED RIGHTS AGREEMENT THIS AMENDMENT dated as of March 7, 2013 (this “Amendment”), amends the Amended and Restated Rights Agreement, dated as of January 17, 2005, as amended on October 29, 2009, (the “Agreement”), by and between GARDNER DENVER, INC. (the “Company”), a Delaware corporation, and WELLS FARGO BANK, NATIONAL ASSOC |
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| March 8, 2013 |
EX-2.1 Exhibit 2.1 Execution Copy AGREEMENT AND PLAN OF MERGER By and Among RENAISSANCE PARENT CORP., RENAISSANCE ACQUISITION CORP. and GARDNER DENVER, INC. Dated as of March 7, 2013 TABLE OF CONTENTS Article I DEFINITIONS Section 1.1 Definitions 1 Article II THE MERGER Section 2.1 The Merger 1 Section 2.2 The Closing 2 Section 2.3 Effective Time 2 Section 2.4 Certificate of Incorporation and Byla |
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| March 8, 2013 |
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): March 7, 2013 GARDNER DENVER, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-13215 76-0419383 (State or Other Jurisdiction of Incorporation) (Commission File N |
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| March 8, 2013 |
DEFA14A 1 d499499d8k.htm 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): March 7, 2013 GARDNER DENVER, INC. (Exact Name of Registrant as Specified in Charter) Delaware 1-13215 76-0419383 (State or Other Jurisdiction of Incorpor |
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| March 8, 2013 |
EX-99.1 Exhibit 99.1 For Immediate Release GARDNER DENVER ENTERS INTO DEFINITIVE AGREEMENT TO BE ACQUIRED BY KKR Gardner Denver Shareholders to Receive $76 Per Share In Cash Transaction Valued at Approximately $3.9 Billion WAYNE, PA and NEW YORK, NY – March 8, 2013 – Gardner Denver, Inc. (NYSE: GDI) and Kohlberg Kravis Roberts & Co. L.P. (together with its affiliates, “KKR”) today announced that t |
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| March 8, 2013 |
DEFA14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, For Use of the Commission Only (as permitted b |
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| February 28, 2013 |
Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K 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 27, 2013 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commi |
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| February 28, 2013 |
GARDNER DENVER DECLARES QUARTERLY CASH DIVIDEND EX-99.1 Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE February 27, 2013 Contact: Vikram U. Kini VP, Investor Relations (610) 249-2009 GARDNER DENVER DECLARES QUARTERLY CASH DIVIDEND WAYNE, Pa. (February 27, 2013) – On February 26, 2013, the Board of Directors of Gardner Denver, Inc. (NYSE: GDI) declared a regular quarterly dividend of five cents per share for the fourth quarter of 2012. The fou |
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| February 27, 2013 |
EX-24 12 d457427dex24.htm EX-24 Exhibit 24 POWER OF ATTORNEY The undersigned directors of Gardner Denver, Inc., a Delaware corporation (the “Company”), which anticipates filing with the Securities and Exchange Commission (the “Commission”) under the provisions of the Securities Exchange Act of 1934 (the “Act”) an Annual Report on Form 10-K (the “Annual Report”) for the year ended December 31, 2012 |
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| February 27, 2013 |
AMENDMENT NO. 1 CREDIT AGREEMENT Dated as of November 21, 2011 EX-10.1 2 d457427dex101.htm EX-10.1 Exhibit 10.1 EXECUTION COPY AMENDMENT NO. 1 TO CREDIT AGREEMENT Dated as of November 21, 2011 THIS AMENDMENT NO. 1 TO CREDIT AGREEMENT (“Amendment”) is made as of the “Amendment No. 1 Effective Date” (as defined below) by and among GARDNER DENVER, INC. (the “Borrower”), GD FIRST (UK) LIMITED, a limited company organized under the laws of England and Wales (the “ |
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| February 27, 2013 |
SUMMARY OF GARDNER DENVER, INC. MANAGEMENT RETENTION PROGRAM EX-10.20 5 d457427dex1020.htm EX-10.20 Exhibit 10.20 SUMMARY OF GARDNER DENVER, INC. MANAGEMENT RETENTION PROGRAM The Gardner Denver, Inc. (the “Company”) Management Retention Program (the “Program”) is effective on November 11, 2012. The Program is administered by the Management Development and Compensation Committee of the Board of Directors of the Company (the “Committee”). The Committee has pl |
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| February 27, 2013 |
10-K 1 d457427d10k.htm FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2012 or ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commissi |
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| February 27, 2013 |
EX-10.6 3 d457427dex106.htm EX-10.6 Exhibit 10.6 THIRD AMENDMENT TO THE GARDNER DENVER, INC. SUPPLEMENTAL EXCESS DEFINED CONTRIBUTION PLAN (Restated January 1, 2008) WHEREAS, Gardner Denver, Inc. (the “Company”) previously established the Gardner Denver, Inc. Supplemental Excess Defined Contribution Plan (the “Plan”); and WHEREAS, the Company restated the Plan effective January 1, 2008; and WHEREA |
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| February 27, 2013 |
PREFERABILITY LETTER FROM INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM EX-18 8 d457427dex18.htm EX-18 Exhibit 18 PREFERABILITY LETTER FROM INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM February 26, 2013 Board of Directors Gardner Denver, Inc. 1500 Liberty Ridge Drive, Suite 3000 Wayne, PA 19087 Note 1 of the Notes to the Consolidated Financial Statements of Gardner Denver, Inc. included in its Form 10-K for the year ended December 31, 2012 describes a change in metho |
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| February 27, 2013 |
Ex-12 (Computation of Ratio of Earnings to Fixed Charges) EX-12 Exhibit 12 GARDNER DENVER, INC. COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (Dollars in thousands) YEAR ENDED DECEMBER 31, 2012 2011 2010 2009 2008 Earnings: Net income (loss) before income taxes $ 361,562 386,981 231,851 (138,394 ) 234,997 Fixed charges 25,846 25,814 32,882 38,896 33,709 Total earnings (loss), as defined $ 387,408 412,795 264,733 (99,498 ) 268,706 Fixed Charges: Inter |
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| February 27, 2013 |
EX-10.23 Exhibit 10.23 November 28, 2011 Ms. Susan Gunn 2605 Brown Street Philadelphia, Pennsylvania 19130 Dear Ms. Gunn; This will serve to confirm our recent discussion regarding our offer to you to join Gardner Denver, Inc. (the “Company”) as the Vice President, Human Resources reporting directly to me. Your job will be located at our Wayne, Pennsylvania global headquarters. This offer is conti |
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| February 27, 2013 |
EX-10.18 Exhibit 10.18 Gardner Denver, Inc. Nonemployee Director Restricted Stock Unit Agreement RECIPIENT: RS UNITS: DATE OF AWARD: VEST DATE: EXPIRATION DATE: «Name» «RSUnits» May 2, 2012 May 2, 2013 N/A This Nonemployee Director Restricted Stock Unit Agreement is made between Gardner Denver, Inc., a Delaware corporation (the “Company”), and the undersigned, a Director of the Company or a subsid |
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| February 27, 2013 |
Ex-21 (Subsidiaries of the Registrant) EX-21 Exhibit 21 SUBSIDIARIES OF GARDNER DENVER, INC. Gardner Denver’s principal subsidiaries as of December 31, 2012 are listed below. All other subsidiaries, if considered in the aggregate as a single subsidiary, would not constitute a significant subsidiary. LEGAL NAME JURISDICTION OF INCORPORATION CompAir (Australasia) Ltd. Australia Gardner Denver Industries Australia Pty Ltd. Australia CompA |
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| February 26, 2013 |
GARDNER DENVER REPORTS FOURTH QUARTER AND FULL YEAR 2012 RESULTS EX-99.1 Exhibit 99.1 Press Release February 22, 2013 Contact: Vikram U. Kini VP, Investor Relations Tel. (610) 249-2009 GARDNER DENVER REPORTS FOURTH QUARTER AND FULL YEAR 2012 RESULTS • Fourth Quarter Diluted Earnings Per Share (“DEPS”) of $1.40 and Adjusted DEPS of $1.49 (1) • Full Year 2012 DEPS of $5.28 and Record Adjusted DEPS of $5.74 (1) • 2013 Guidance Established WAYNE, Pa., February 22, |
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| February 26, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 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 22, 2013 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission |
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| February 11, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 4)* GARDNER DENVER INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 365558105 (CUSIP Number) January 31, 2013 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule i |
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| February 6, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3)* GARDNER DENVER INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 365558105 (CUSIP Number) December 31, 2012 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule |
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| January 22, 2013 |
EX-99.1 Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE January 21, 2013 Contact: Vikram U. Kini VP, Investor Relations (610) 249-2009 Gardner Denver Appoints Vincent Trupiano President of Industrial Products Group Fourth Quarter 2012 Adjusted Diluted Earnings per Share Expected Above Previously Announced Range (1) WAYNE, PA, January 21, 2013 – Gardner Denver, Inc. (NYSE: GDI) announced today tha |
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| January 22, 2013 |
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) January 21, 2013 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission |
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| November 19, 2012 |
MICHAEL M. LARSEN NAMED PRESIDENT AND CEO OF GARDNER DENVER Gardner Denver, Inc. Press Release, dated November 19, 2012 Exhibit 99.1 FOR IMMEDIATE RELEASE MICHAEL M. LARSEN NAMED PRESIDENT AND CEO OF GARDNER DENVER Wayne, PA – November 19, 2012 – Gardner Denver, Inc. (NYSE: GDI) today announced that its board of directors has unanimously appointed Michael M. Larsen as President and Chief Executive Officer, effective immediately. Mr. Larsen had served as Vi |
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| November 19, 2012 |
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) November 12, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commi |
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| November 16, 2012 |
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) November 11, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commi |
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| November 14, 2012 |
GARDNER DENVER DECLARES QUARTERLY CASH DIVIDEND Gardner Denver, Inc. Press Release dated November 13, 2012 Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE November 13, 2012 Contact: Vikram U. Kini VP, Investor Relations (610) 249-2009 GARDNER DENVER DECLARES QUARTERLY CASH DIVIDEND WAYNE, Pa. (November 13, 2012) – On November 12, 2012, the Board of Directors of Gardner Denver, Inc. (NYSE: GDI) declared a regular quarterly dividend of five cent |
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| November 14, 2012 |
Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K 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) November 13, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commi |
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| October 31, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 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) October 29, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission |
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| October 31, 2012 |
GARDNER DENVER REPORTS THIRD QUARTER 2012 RESULTS EX-99.1 Exhibit 99.1 Press Release For Immediate Release October 29, 2012 Contact: Vikram U. Kini VP, Investor Relations Tel. (610) 249-2009 GARDNER DENVER REPORTS THIRD QUARTER 2012 RESULTS • Diluted earnings per share (“DEPS”) of $1.30 exceeded previous guidance • Increased full year 2012 DEPS guidance to range of $5.05 to $5.15 WAYNE, Pa., October 29, 2012 — Gardner Denver, Inc. (NYSE: GDI) tod |
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| October 29, 2012 |
Summary of Gardner Denver, Inc. Severance Program Gardner Denver, Inc. Severance Program Exhibit 10.4 Summary of Gardner Denver, Inc. Severance Program On July 30, 2012, the Management Development & Compensation Committee of the Board of Directors (the “Compensation Committee”) approved an executive severance compensation program (the “Severance Program”). The Severance Program establishes two tiers of participants with different severance benefi |
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| October 29, 2012 |
EXECUTIVE CHANGE IN CONTROL AGREEMENT Form of Executive Change in Control Agreement Exhibit 10.3 EXECUTIVE CHANGE IN CONTROL AGREEMENT THIS AGREEMENT is entered into this day of , 200 by and between GARDNER DENVER, INC., a Delaware corporation, its affiliates, successors and assigns (the “Company”), and (the “Executive”). WHEREAS, the Company’s Board of Directors (the “Board”) has determined that it is in the best interests of the Com |
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| October 29, 2012 |
Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| October 26, 2012 |
GARDNER DENVER CONFIRMS EXPLORATION OF STRATEGIC ALTERNATIVES TO ENHANCE SHAREHOLDER VALUE EX-99.1 Exhibit 99.1 Press Release For Immediate Release October 25, 2012 GARDNER DENVER CONFIRMS EXPLORATION OF STRATEGIC ALTERNATIVES TO ENHANCE SHAREHOLDER VALUE Wayne, PA (October 25, 2012) – Gardner Denver, Inc. (NYSE: GDI) today confirmed that its Board of Directors, working together with its management team and the Company’s financial advisor, Goldman, Sachs & Co., are exploring strategic a |
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| October 26, 2012 |
Regulation FD Disclosure, Financial Statements and Exhibits - 8-K 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) October 25, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission |
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| August 16, 2012 |
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) August 16, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commiss |
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| August 16, 2012 |
Gardner Denver, Inc. Press Release dated August 16, 2012 Exhibit 99.1 Press Release For Immediate Release August 16, 2012 GARDNER DENVER ANNOUNCES EUROPEAN RESTRUCTURING INITIATIVE Confirms Full-Year Earnings Guidance for 2012 Wayne, PA (August 16, 2012) – Gardner Denver (NYSE: GDI) today announced a restructuring initiative to optimize its global manufacturing footprint, reduce costs and expand m |
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| August 14, 2012 |
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 9, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission File N |
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| August 8, 2012 |
GARDNER DENVER DECLARES QUARTERLY CASH DIVIDEND Gardner Denver, Inc. Press Release dated August 2, 2012 Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE August 2, 2012 Contact: Michael M. Larsen Interim CEO and CFO (610) 249-2002 GARDNER DENVER DECLARES QUARTERLY CASH DIVIDEND WAYNE, Pa. (August 2, 2012) – On July 31, 2012, the Board of Directors of Gardner Denver, Inc. (NYSE: GDI) declared a regular quarterly dividend of five cents per share f |
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| August 8, 2012 |
Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K 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) August 2, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commissi |
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| August 3, 2012 |
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): July 30, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission File N |
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| August 2, 2012 |
EX-10.1 2 d358687dex101.htm EX-10.1 Exhibit 10.1 Gardner Denver, Inc. Nonemployee Director Restricted Stock Unit Agreement RECIPIENT: RS UNITS: DATE OF AWARD: VEST DATE: EXPIRATION DATE: << Name>> <> May 2, 2012 May 2, 2013 N/A This Nonemployee Director Restricted Stock Unit Agreement is made between Gardner Denver, Inc., a Delaware corporation (the “Company”), and the undersigned, a Director of t |
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| August 2, 2012 |
Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| August 2, 2012 |
EX-10.2 Exhibit 10.2 WAIVER AND RELEASE AGREEMENT I, Christopher R. Celtruda, understand my last day of employment with Gardner Denver, Inc. (“GDI”) is February 17, 2012 (“Termination of Employment Date”), and I accept the following, which GDI promises to me, in consideration for the promises I make in this Waiver and Release Agreement (this “Agreement”): • Payment of the sum of Two Hundred Twenty |
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| August 2, 2012 |
EX-10.3 4 d358687dex103.htm EX-10.3 Exhibit 10.3 May 1, 2012 Mr. Brian Cunkelman Exeterweg 12 Bad Homburg 61352 Germany Dear Brian; This letter will serve to confirm our recent discussion regarding your promotion to Vice President, Gardner Denver, Inc. (the “Company”) and President, Industrial Products Group, effective April 1, 2012, reporting directly to me. Your job will continue to be located a |
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| August 1, 2012 |
Exhibit 10.1 July 27, 2012 T. Duane Morgan 4420 Jonathan Bellaire, TX 77401 Dear Mr. Morgan: This will serve to confirm our recent discussion regarding our offer to you to re-join Gardner Denver, Inc. (the “Company”) as Vice President & President, Engineered Products Group, reporting directly to Michael M. Larsen, Interim Chief Executive Officer and Chief Financial Officer. You understand that you |
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| August 1, 2012 |
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): July 27, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission File N |
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| July 24, 2012 |
GARDNER DENVER REPORTS SECOND QUARTER 2012 RESULTS EX-99.1 2 d383745dex991.htm EX-99.1 Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE July 19, 2012 Contact: Michael M. Larsen Interim CEO and CFO Tel. (610) 249-2002 GARDNER DENVER REPORTS SECOND QUARTER 2012 RESULTS • Diluted earnings per share (“DEPS”) of $1.51 up 19% from the prior year, exceeding previous guidance • Operating margins expanded 140 basis points to 17.6% • Revised full-year forec |
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| July 24, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 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) July 19, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission Fil |
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| July 19, 2012 |
8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) July 13, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission |
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| July 18, 2012 |
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) July 13, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commissio |
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| July 18, 2012 |
EX-10.1 2 d382106dex101.htm WAIVER AND RELEASE AGREEMENT Exhibit 10.1 Waiver and Release Agreement Page 1 of 5 WAIVER AND RELEASE AGREEMENT I, Barry L. Pennypacker, understand my last day of employment with Gardner Denver, Inc. (“GDI”) is July 13, 2012 (“Termination of Employment Date”), and I accept the following, which GDI promises to me, in consideration for the promises I make in this Waiver a |
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| July 18, 2012 |
Gardner Denver CEO Resigns, Board Appoints Michael M. Larsen Interim CEO Gardner Denver, Inc. Press Release, dated July 16, 2012 Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE July 16, 2012 Contact: Michael M. Larsen Interim CEO and CFO Tel. (610) 249-2002 Gardner Denver CEO Resigns, Board Appoints Michael M. Larsen Interim CEO Wayne, PA. – July 16, 2012 – The board of directors of Gardner Denver, Inc. (NYSE: GDI) today announced that Barry L. Pennypacker has resigne |
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| June 1, 2012 |
Correspondence Letter Michael M. Larsen Vice President, Finance and Chief Financial Officer June 1, 2012 Via EDGAR Ms. Cecilia Blye, Chief Office of Global Security Risk Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 RE: Gardner Denver, Inc. Form 10-K for the Fiscal Year Ended December 31, 2011 File No. 1-13215 Filed February 27, 2012 D |
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| May 14, 2012 |
Exhibit 24.1 EXHIBIT 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below hereby constitutes and appoints Barry L. Pennypacker, Michael M. Larsen and Brent A. Walters, or any of them, his or her true and lawful attorneys-in-fact and agents, each with full power of substitution and resubstitution, for him or her and in his or her name, place and |
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| May 14, 2012 |
Form S-8 As Filed with the Securities and Exchange Commission on May 14, 2012 Registration No. |
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| May 4, 2012 |
Form 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| May 2, 2012 |
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) May 1, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission File |
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| May 2, 2012 |
Gardner Denver Declares Quarterly Dividend and Increases Share Repurchase Authorization EX-99.1 Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE May 2, 2012 Contact: Michael M. Larsen Vice President and CFO (610) 249-2002 Gardner Denver Declares Quarterly Dividend and Increases Share Repurchase Authorization WAYNE, Pa., May 2, 2012 — On May 1, 2012, the Board of Directors of Gardner Denver, Inc. (NYSE: GDI) declared a regular quarterly dividend of five cents per share for the first q |
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| May 2, 2012 |
EX-99.2 Exhibit 99.2 SF PowerPoint Template 03-27-08/1 1 Gardner Denver Investor Presentation May 2012 SF PowerPoint Template 03-27-08/2 2 All of the statements made by Gardner Denver in this presentation or made orally in connection with it, other than historical facts, are forward-looking statements. As a general matter, forward-looking statements are those focused upon anticipated events or tre |
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| April 23, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K 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) April 19, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commissi |
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| April 23, 2012 |
GARDNER DENVER REPORTS FIRST QUARTER 2012 FINANCIAL RESULTS Press Release Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE April 19, 2012 Contact: Michael M. Larsen Vice President and CFO Tel. (610) 249-2002 GARDNER DENVER REPORTS FIRST QUARTER 2012 FINANCIAL RESULTS — Revenues of $604 million in the first quarter increased 14% over the prior year. — Diluted earnings per share (“DEPS”) of $1.08, including $0.32 of profit improvement costs and other items, |
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| April 2, 2012 |
GARDNER DENVER ANNOUNCES KEY LEADERSHIP CHANGES Gardner Denver, Inc. Press Release Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE April 2, 2012 Contact: Michael M. Larsen Vice President and CFO (610) 249-2002 GARDNER DENVER ANNOUNCES KEY LEADERSHIP CHANGES WAYNE, PA, April 2, 2012 – Gardner Denver, Inc. (NYSE: GDI) today announced the appointment of Brian L. Cunkelman, age 43, as Vice President, Gardner Denver, Inc. and President, Industrial |
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| April 2, 2012 |
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) March 28, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commissi |
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| March 15, 2012 |
Definitive Proxy Statement Table of Contents SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement ¨ Definitive Additional Materials ¨ Soliciting Material Under Rule 14a-12 GARDNER DENVER, INC. |
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| March 15, 2012 |
DEFA 14A SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Definitive Proxy Statement x Definitive Additional Materials ¨ Soliciting Material Under Rule 14a-12 GARDNER DENVER, INC. |
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| March 1, 2012 |
Regulation FD Disclosure, Financial Statements and Exhibits - FORM 8-K 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 24, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commi |
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| March 1, 2012 |
GARDNER DENVER DECLARES QUARTERLY CASH DIVIDEND Gardner Denver, Inc. Press Release Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE Contact: Michael M. Larsen February 24, 2012 Vice President and CFO (610) 249-2002 GARDNER DENVER DECLARES QUARTERLY CASH DIVIDEND WAYNE, Pa. (February 24, 2012) – Gardner Denver, Inc. (NYSE: GDI) announced that on February 21, 2012 its Board of Directors declared a quarterly dividend of $0.05 per share, payable on |
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| February 29, 2012 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant - FORM 8-K/A Form 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A 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 27, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (C |
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| February 29, 2012 |
EX-16.1 Exhibit 16.1 February 27, 2012 Securities and Exchange Commission Washington D.C. 20549 Ladies and Gentlemen, We were previously principal accountants for Gardner Denver, Inc. (the “Company”) and, under the date of February 24, 2012, we reported on the consolidated financial statements of the Company as of and for the years ended December 31, 2011 and 2010, and the effectiveness of interna |
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| February 27, 2012 |
EX-12 Exhibit 12 GARDNER DENVER, INC. COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (Dollars in thousands) YEAR ENDED DECEMBER 31, 2011 2010 2009 2008 2007 Earnings: Net income (loss) before income taxes $ 386,981 231,851 (138,394 ) 234,997 269,658 Fixed charges 25,814 32,882 38,896 33,709 33,034 Total earnings (loss), as defined $ 412,795 264,733 (99,498 ) 268,706 302,692 Fixed Charges: Inter |
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| February 27, 2012 |
SUBSIDIARIES OF GARDNER DENVER, INC. EX-21 Exhibit 21 SUBSIDIARIES OF GARDNER DENVER, INC. Gardner Denver’s principal subsidiaries as of December 31, 2011 are listed below. All other subsidiaries, if considered in the aggregate as a single subsidiary, would not constitute a significant subsidiary. LEGAL NAME JURISDICTION OF INCORPORATION CompAir (Australasia) Ltd. Australia Gardner Denver Nash Australia Pty. Ltd Australia Gardner Den |
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| February 27, 2012 |
Form 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| February 27, 2012 |
EX-24 Exhibit 24 POWER OF ATTORNEY The undersigned directors of Gardner Denver, Inc. |
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| February 24, 2012 |
EX-10.2 Exhibit 10.2 Gardner Denver Gardner Denver, Inc. Nonqualified Stock Option Agreement RECIPIENT: SHARES: PURCHASE PRICE: GRANT DATE: EXPIRATION DATE: This Nonqualified Stock Option Agreement (“Agreement”) is made between Gardner Denver, Inc., a Delaware corporation (the “Company”), and the undersigned, an employee of the Company or a subsidiary of the Company (the “Employee”). WITNESSETH: W |
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| February 24, 2012 |
[Remainder of page intentionally left blank] EX-10.1 Exhibit 10.1 Gardner Denver Gardner Denver, Inc. Restricted Stock Unit Agreement RECIPIENT: RS UNITS: DATE OF AWARD: VEST DATE: EXPIRATION DATE: <> <> <> This Restricted Stock Unit Agreement is made between Gardner Denver, Inc., a Delaware corporation (the “Company”), and the undersigned, an employee of the Company or a subsidiary of the Company (the “Employee”). WITNESSETH: WHEREAS, the M |
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| February 24, 2012 |
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 20, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Comm |
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| February 24, 2012 |
EX-10.3 Exhibit 10.3 Gardner Denver Gardner Denver, Inc. Long-Term Cash Bonus Award Agreement This Long-Term Cash Bonus Award Agreement (“Agreement”) is made by and between «FirstName» «LastName» (the “Participant”) and Gardner Denver, Inc, a Delaware corporation (the “Company”). WITNESSETH: WHEREAS, the Management Development and Compensation Committee of the Board of Directors of the Company (th |
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| February 13, 2012 |
GARDNER DENVER ANNOUNCES RECORD EARNINGS EX-99.1 2 d300226dex991.htm EX-99.1 Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE February 9, 2012 Contact: Michael M. Larsen Vice President and CFO Tel. (610) 249-2002 GARDNER DENVER ANNOUNCES RECORD EARNINGS • Fourth quarter revenues of $614 million and orders of $598 million increased 16% and 14%, respectively, over the prior year. • Delivers record fourth quarter diluted earnings per share |
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| February 13, 2012 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 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 9, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission |
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| February 10, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* GARDNER DENVER INC (Name of Issuer) COMMON STOCK (Title of Class of Securities) 365558105 (CUSIP Number) December 31, 2011 (Date of Event which Requires Filing of Statement) Check the appropriate box to designate the Rule pursuant to which this Schedule |
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| January 30, 2012 |
Regulation FD Disclosure - FORM 8-K 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) January 27, 2012 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commis |
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| January 4, 2012 |
GARDNER DENVER ANNOUNCES NEW INDEPENDENT AUDITOR EX-99.1 Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE December 29, 2011 Contact: Michael M. Larsen Vice President and CFO (610) 249-2002 GARDNER DENVER ANNOUNCES NEW INDEPENDENT AUDITOR WAYNE, Pa. (December 29, 2011) – Gardner Denver, Inc (NYSE – GDI) announced today that the Company’s Audit and Finance Committee of the Board of Directors (the “Audit Committee”) has appointed Ernst & Young LLP |
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| January 4, 2012 |
Regulation FD Disclosure, Financial Statements and Exhibits - 8-K 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) December 29, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission |
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| December 29, 2011 |
EX-16.1 Exhibit 16.1 December 29, 2011 Securities and Exchange Commission Washington D.C. 20549 Ladies and Gentlemen, We are currently principal accountants for Gardner Denver, Inc. and, under the date of February 25, 2011, we reported on the consolidated financial statements of Gardner Denver, Inc. as of and for the years ended December 31, 2010 and 2009, and the effectiveness of internal control |
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| December 29, 2011 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant 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) December 22, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission Fil |
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| December 21, 2011 |
GARDNER DENVER COMPLETES ACQUISITION OF ROBUSCHI Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE December 19, 2011 Contact: Michael M. Larsen Vice President and CFO (610) 249-2002 GARDNER DENVER COMPLETES ACQUISITION OF ROBUSCHI WAYNE, Pa. (December 19, 2011) ? Gardner Denver, Inc. (NYSE: GDI) reported today that on December 15, 2011 it completed the previously announced acquisition of Robuschi S.p.A. (?Robuschi?) for approximately ?152 million |
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| December 21, 2011 |
Exhibit 2.1 CONFIDENTIAL TREATMENT HAS BEEN REQUESTED WITH RESPECT TO CERTAIN PORTIONS OF THIS AGREEMENT. CONFIDENTIAL PORTIONS HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION. [*] SALE AND PURCHASE AGREEMENT between Aksia Group SGR S.p.A. for ?Aksia Capital III?, Siusi S.p.A., Sergio Ghisleni, Antonio Robuschi, Paolo Urbanis, Ugo Relitti, Cristian Spallanza |
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| December 21, 2011 |
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): December 15, 2011 GARDNER DENVER, INC. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission Fi |
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| December 7, 2011 |
Regulation FD Disclosure, Financial Statements and Exhibits 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) December 2, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission File |
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| December 7, 2011 |
GARDNER DENVER, INC. APPOINTS VICE PRESIDENT, HUMAN RESOURCES EX-99.1 2 pressrelease.htm PRESS RELEASE Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE December 2, 2011 Contact: Michael M. Larsen Vice President and CFO (610) 249-2002 GARDNER DENVER, INC. APPOINTS VICE PRESIDENT, HUMAN RESOURCES WAYNE, PA, December 2, 2011– Gardner Denver, Inc. (NYSE: GDI) today announced the appointment of Susan Gunn as Vice President, Human Resources of Gardner Denver, Inc. |
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| November 28, 2011 |
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): November 21, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission Fi |
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| November 21, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A CURRENT REPORT (Amendment No. 1) Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) November 16, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporat |
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| November 21, 2011 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events 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) November 17, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission Fil |
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| November 21, 2011 |
Gardner Denver Declares Quarterly Dividend and Increases Share Repurchase Authorization Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE November 21, 2011 Contact: Michael M. Larsen Vice President and CFO (610) 249-2002 Gardner Denver Declares Quarterly Dividend and Increases Share Repurchase Authorization WAYNE, Pa., November 21, 2011 - On November 17, 2011 the Board of Directors of Gardner Denver, Inc. (NYSE: GDI) declared a regular quarterly dividend of five cents per share for th |
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| November 9, 2011 |
Regulation FD Disclosure, Financial Statements and Exhibits 8-K 1 d253333d8k.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): November 9, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of |
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| November 9, 2011 |
Gardner Denver Investor Presentation November, 2011 Exhibit 99.1 SF PowerPoint Template 03-27-08/2 2 Safe Harbor Disclosure All of the statements made by Gardner Denver in this presentation or made orally in connection with it, other than historical facts, are forward-looking statements. As a general matter, forward-looking statements are those focused upon anticipated events or trends, expectatio |
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| November 7, 2011 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2011 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-13215 |
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| November 7, 2011 |
Regulation FD Disclosure, Financial Statements and Exhibits 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): November 3, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission Fi |
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| November 7, 2011 |
Exhibit 99.2 Gardner Denver 2011 Analyst Day November 7, 2011 Gardner Denver Safe Harbor Disclosure All of the statements made by Gardner Denver in this presentation or made orally in connection with it, other than historical facts, are forward-looking statements. As a general matter, forward-looking statements are those focused upon anticipated events or trends, expectations, and beliefs relating |
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| November 7, 2011 |
GARDNER DENVER TO WEBCAST ANALYST MEETING EX-99.1 2 d254059dex991.htm EX-99.1 Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE November 3, 2011 Contact: Michael M. Larsen Vice President and CFO Tel. (610) 249-2002 GARDNER DENVER TO WEBCAST ANALYST MEETING WAYNE, Pa. (November 3, 2011) – Gardner Denver, Inc. (NYSE: GDI) will host a live audio webcast of its Analyst Meeting on November 7, 2011 beginning at approximately 12:30 p.m. EST and c |
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| October 24, 2011 |
GARDNER DENVER ANNOUNCES RECORD RESULTS Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE October 20, 2011 Contact: Michael M. Larsen Vice President and CFO Tel. (610) 249-2002 GARDNER DENVER ANNOUNCES RECORD RESULTS ? Record revenues of $614.7 million in the third quarter of 2011, up 25% over the same period of 2010. ? Record Diluted Earnings per Share (?DEPS?) were $1.42 for the third quarter, an increase of 61% compared to $0.88 in th |
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| October 24, 2011 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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) October 20, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission Fil |
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| October 11, 2011 |
GARDNER DENVER ANNOUNCES AGREEMENT TO ACQUIRE ROBUSCHI Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE October 11, 2011 Contact: Michael M. Larsen Vice President and CFO (610) 249-2002 GARDNER DENVER ANNOUNCES AGREEMENT TO ACQUIRE ROBUSCHI WAYNE, Pa. (October 11, 2011) ? Gardner Denver, Inc. (NYSE: GDI) announced today that it has entered into a share purchase agreement with the holders of 100 percent of the outstanding shares of Robuschi S.p.A. (?Ro |
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| October 11, 2011 |
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) October 6, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission File |
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| August 16, 2011 |
Regulation FD Disclosure, Financial Statements and Exhibits 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 16, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission File |
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| August 16, 2011 |
Investor Presentation August 2011 EX-99.1 2 c65865exv99w1.htm EX-99.1 Exhibit 99.1 Investor Presentation August 2011 2 All of the statements made by Gardner Denver in this presentation or made orally in connection with it, other than historical facts, are forward-looking statements. As a general matter, forward-looking statements are those focused upon anticipated events or trends, expectations, and beliefs relating to matters tha |
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| August 5, 2011 |
10-Q 1 c64821e10vq.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Comm |
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| August 5, 2011 |
Exhibit 10.1 Waiver and Release Agreement Page 1 of 4 WAIVER AND RELEASE AGREEMENT I, Armando L. Castorena, understand my last day of employment with Gardner Denver, Inc. (?GDI?) is May 10, 2011 (?Termination of Employment Date?), and I accept the following, which GDI promises to me, in consideration for the promises I make in this Waiver and Release Agreement (this ?Agreement?): ? Payment of the |
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| August 5, 2011 |
EX-10.2 3 c64821exv10w2.htm EX-10.2 Exhibit 10.2 April 7, 2011 Mr. Christopher R. Celtruda 3049 West Cottonwood Lane Phoenix, AZ 85045 Dear Mr. Celtruda: This will serve to confirm our recent discussion regarding our offer to you to join Gardner Denver, Inc. as the Vice President of Gardner Denver and President of the Industrial Products Group reporting directly to me and located at Gardner Denver |
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| August 2, 2011 |
Exhibit 24 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Brent A. |
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| July 29, 2011 |
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) July 25, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission File Nu |
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| July 29, 2011 |
JOHN D. CRAIG JOINS GARDNER DENVER, INC. BOARD OF DIRECTORS Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE July 29, 2011 Contact: Michael M. Larsen Vice President and CFO (610) 249-2002 JOHN D. CRAIG JOINS GARDNER DENVER, INC. BOARD OF DIRECTORS WAYNE, Pa. (July 29, 2011) ? Gardner Denver, Inc. (NYSE: GDI) announced today that its Board of Directors appointed Mr. John D. Craig to serve as an independent director of the company, effective November 2011 co |
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| July 28, 2011 |
GARDNER DENVER DECLARES QUARTERLY CASH DIVIDEND Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE July 26, 2011 Contact: Michael M. Larsen Vice President and CFO (610) 249-2002 GARDNER DENVER DECLARES QUARTERLY CASH DIVIDEND WAYNE, Pa. (July 26, 2011) ? Gardner Denver, Inc. (NYSE: GDI) announced that on July 25, 2011 its Board of Directors declared a quarterly dividend of $0.05 per share, payable on August 25, 2011, to stockholders of record as |
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| July 28, 2011 |
Regulation FD Disclosure, Financial Statements and Exhibits Table of Contents 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) July 25, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other (Commission (IRS Employer juris |
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| July 25, 2011 |
GARDNER DENVER DELIVERS RECORD RESULTS Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE July 21, 2011 Contact: Michael M. Larsen Vice President and CFO (610) 249-2002 GARDNER DENVER DELIVERS RECORD RESULTS ? Strong second quarter 2011 orders of $637.0 million and revenues of $610.7 million, up 27% and 36%, respectively, over the same period of 2010. ? Record Diluted Earnings per Share (?DEPS?) were $1.27 for the second quarter, an incr |
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| July 25, 2011 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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) July 21, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission File N |
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| June 3, 2011 |
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): June 3, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission File Nu |
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| May 16, 2011 |
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): May 10, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission File Nu |
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| May 6, 2011 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2011 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-13215 GARDN |
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| May 6, 2011 |
Submission of Matters to a Vote of Security Holders 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) May 3, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 4, 2011 |
Investor Presentation May 2011 EX-99.2 3 c64453exv99w2.htm EX-99.2 Exhibit 99.2 Investor Presentation May 2011 2 All of the statements made by Gardner Denver in this presentation or made orally in connection with it, other than historical facts, are forward-looking statements. As a general matter, forward-looking statements are those focused upon anticipated events or trends, expectations, and beliefs relating to matters that a |
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| May 4, 2011 |
Regulation FD Disclosure, Financial Statements and Exhibits, Other Events 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): May 2, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 4, 2011 |
EX-99.1 2 c64453exv99w1.htm EX-99.1 Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE May 3, 2011 Contact: Michael M. Larsen Vice President and CFO (610) 249-2002 GARDNER DENVER, INC. DECLARES QUARTERLY CASH DIVIDEND, ANNOUNCES COMPLETION OF REDEMPTION OF ITS 8% SENIOR SUBORDINATED NOTES DUE 2013 WAYNE, PA May 3, 2011— Gardner Denver, Inc. (NYSE: GDI) announced today that its Board of Directors dec |
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| April 28, 2011 |
POWER OF ATTORNEY Know all by these present, that the undersigned hereby constitutes and appoints each of Brent A. |
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| April 22, 2011 |
Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE April 20, 2011 Contact: Michael M. Larsen Vice President and CFO (610) 249-2002 GARDNER DENVER, INC. DELIVERS RECORD FIRST QUARTER 2011 FINANCIAL RESULTS Company Reports Record-Level Quarterly Revenues, Orders, Backlog and Operating Income and Highest First Quarter Net Income and DEPS in Company History Company Highlights (Attributable to Gardner De |
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| April 22, 2011 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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) April 20, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission File |
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| April 19, 2011 |
Confidential Treatment Requested by Gardner Denver, Inc. Pursuant to Rule 83 April 19, 2011 Via EDGAR and Facsimile Mr. Jeff Jaramillo Branch Chief Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Mail Stop 3030 Washington, D.C. 20549-6010 RE: Gardner Denver, Inc. Form 10-K for the Fiscal Year Ended December 31, 2010 File No. 001-13215 Filed February 28, 2011 D |
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| April 15, 2011 |
GARDNER DENVER, INC. APPOINTS PRESIDENT, INDUSTRIAL PRODUCTS GROUP Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE April 13, 2011 Contact: Michael M. Larsen Vice President and CFO (610) 249-2002 GARDNER DENVER, INC. APPOINTS PRESIDENT, INDUSTRIAL PRODUCTS GROUP WAYNE, PA, April 13, 2011? Gardner Denver, Inc. (NYSE: GDI) today announced the appointment of Christopher R. Celtruda as Vice President, Gardner Denver, Inc. and President, Industrial Products Group effe |
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| April 15, 2011 |
Regulation FD Disclosure, Financial Statements and Exhibits 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) April 13, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission File |
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| March 25, 2011 |
GARDNER DENVER, INC. ANNOUNCES REDEMPTION OF ITS 8% SENIOR SUBORDINATED NOTES DUE 2013 Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE March 23, 2011 Contact: Michael M. Larsen Vice President and CFO (610) 249-2002 GARDNER DENVER, INC. ANNOUNCES REDEMPTION OF ITS 8% SENIOR SUBORDINATED NOTES DUE 2013 WAYNE, PA March 23, 2011 ? Gardner Denver, Inc. (NYSE: GDI) announced today that it has issued a notice to redeem all $125,000,000 in aggregate principal amount of its outstanding 8% S |
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| March 25, 2011 |
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): March 23, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-13215 (Commission File Number) 76- |
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| March 21, 2011 |
Table of Contents SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement o Definitive Additional Materials o Soliciting Material Under Rule 14a-12 GARDNER DENVER, INC. |
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| March 21, 2011 |
SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Under Rule 14a-12 GARDNER DENVER, INC. |
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| February 28, 2011 |
Exhibit 10.2.2 SECOND AMENDMENT TO THE GARDNER DENVER, INC. SUPPLEMENTAL EXCESS DEFINED CONTRIBUTION PLAN (Restated January 1, 2008) WHEREAS, Gardner Denver, Inc. (?Company?) previously established the Gardner Denver, Inc. Supplemental Excess Defined Contribution Plan (?Plan?); and WHEREAS, the Company restated the Plan effective January 1, 2008; and WHEREAS, the Company desires to make certain re |
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| February 28, 2011 |
Exhibit 12 GARDNER DENVER, INC. COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (Dollars in thousands) YEAR ENDED DECEMBER 31, 2010 2009 2008 2007 2006 Earnings: Net income (loss) before income taxes $ 231,851 (138,394 ) 234,997 269,658 201,721 Fixed charges 32,882 38,896 33,709 33,034 43,530 Total earnings (loss), as defined $ 264,733 (99,498 ) 268,706 302,692 245,251 Fixed Charges: Interest ex |
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| February 28, 2011 |
FIRST AMENDMENT TO THE GARDNER DENVER, INC. SUPPLEMENTAL EXCESS DEFINED CONTRIBUTION PLAN EX-10.2.1 2 c62141exv10w2w1.htm EX-10.2.1 Exhibit 10.2.1 FIRST AMENDMENT TO THE GARDNER DENVER, INC. SUPPLEMENTAL EXCESS DEFINED CONTRIBUTION PLAN WHEREAS, Gardner Denver, Inc. (“Company”) previously established the Gardner Denver, Inc. Supplemental Excess Defined Contribution Plan (“Plan”) for the benefit of a select group of management or highly compensated employees; and WHEREAS, the Company re |
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| February 28, 2011 |
Exhibit 10.24 SEPARATION AGREEMENT This SEPARATION AGREEMENT (the ?Agreement?) is by and between Helen W. Cornell (?Employee,? ?you? or ?your?) and Gardner Denver, Inc. (the ?Company,? ?we? or ?our?). In consideration of the promises and conditions set forth below, and intending to be legally bound, you and the Company agree as follows: 1. Separation. You and the Company hereby agree that you shal |
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| February 28, 2011 |
Exhibit 10.22 August 1, 2008 Mr. Armando Castorena 24216 North 58th Lane Glendale, AZ 85310 Dear Armando: This will serve to confirm our recent discussions regarding our offer to you to join Gardner Denver, Inc. as Vice President, Human Resources and an officer of the Company. Specifically, please note the following: 1. Salary. Your annual salary will be $260,000. 2. Annual Cash Bonus Plan. You wi |
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| February 28, 2011 |
Exhibit 24 POWER OF ATTORNEY The undersigned directors of Gardner Denver, Inc., a Delaware corporation (the ?Company?), which anticipates filing with the Securities and Exchange Commission (the ?Commission?) under the provisions of the Securities Exchange Act of 1934 (the ?Act?) an Annual Report on Form 10-K (the ?Annual Report?) for the fiscal year ended December 31, 2010 (together with any and a |
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| February 28, 2011 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2010 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-13215 GARDNER DE |
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| February 28, 2011 |
SUBSIDIARIES OF GARDNER DENVER, INC. Exhibit 21 SUBSIDIARIES OF GARDNER DENVER, INC. Gardner Denver?s principal subsidiaries as of December 31, 2010 are listed below. All other subsidiaries, if considered in the aggregate as a single subsidiary, would not constitute a significant subsidiary. JURISDICTION OF LEGAL NAME INCORPORATION CompAir (Australasia) Ltd. Australia Gardner Denver Industries Australia Pty Ltd. Australia CompAir Gmb |
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| February 28, 2011 |
Gardner Denver, Inc. 1800 Gardner Expressway Quincy, IL 62305 217 222 5400 fax 217 223 5897 Exhibit 10.23 July 29, 2009 Mr. Brent A. Walters 2201 West Pinnacle Drive Dunlap, Illinois 61525 Dear Brent: This will serve to confirm our recent discussion regarding our offer to you to join Gardner Denver, Inc. as Vice President, General Counsel and Chief Compliance Officer reporting directly to me. This offer is contingent on successful completion of a background check and acceptable results f |
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| February 25, 2011 |
Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE February 24, 2011 Contact: Michael M. Larsen Vice President and CFO (610) 249-2002 GARDNER DENVER, INC. ANNOUNCES THE RETIREMENT OF FRANK J. HANSEN FROM THE BOARD OF DIRECTORS EFFECTIVE NOVEMBER 2011; DIANE K. SCHUMACHER TO SUCCEED AS CHAIRPERSON WAYNE, PA February 24, 2011? Gardner Denver, Inc. (NYSE: GDI) announced today that Frank J. Hansen, Chai |
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| February 25, 2011 |
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 21, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission Fi |
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| February 23, 2011 |
Regulation FD Disclosure, Financial Statements and Exhibits 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 21, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other (Commission (IRS Employer jurisdiction of Fil |
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| February 23, 2011 |
GARDNER DENVER, INC. DECLARES QUARTERLY CASH DIVIDEND Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE February 22, 2011 Contact: Michael M. Larsen Vice President and CFO (610) 249-2002 GARDNER DENVER, INC. DECLARES QUARTERLY CASH DIVIDEND WAYNE, PA February 22, 2011– Gardner Denver, Inc. (NYSE: GDI) announced today that its Board of Directors declared a quarterly dividend of $0.05 per share, payable on March 24, 2011, to stockholders of record as of |
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| February 14, 2011 |
Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE February 10, 2011 Contact: Michael M. Larsen Vice President and CFO (610) 249-2002 GARDNER DENVER, INC. DELIVERS SOLID FOURTH QUARTER 2010 FINANCIAL RESULTS Strong Revenue Growth and Margin Expansion Drive DEPS Improvement Company Highlights (Attributable to Gardner Denver): ? Diluted Earnings per Share (?DEPS?) were $1.08 for the fourth quarter of |
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| February 14, 2011 |
EX-99.1 2 c62977exv99w1.htm EX-99.1 Exhibit 99.1 Investor Presentation February 2011 (Unaudited) 2 All of the statements made by Gardner Denver in this presentation or made orally in connection with it, other than historical facts, are forward-looking statements. As a general matter, forward-looking statements are those focused upon anticipated events or trends, expectations, and beliefs relating |
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| February 14, 2011 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 10, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other (Commission (IRS Employer jurisdiction of Fil |
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| February 14, 2011 |
Regulation FD Disclosure, Financial Statements and Exhibits 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 14, 2011 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other (Commission (IRS Employer jurisdiction of inc |
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| November 9, 2010 |
e8vk 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) November 9, 2010 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commissio |
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| November 9, 2010 |
Investor Presentation November 2010 2 All of the statements made by Gardner Denver in this presentation or made orally in connection with it, other than historical facts, are forward-looking statements. |
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| November 5, 2010 |
GARDNER DENVER, INC. DECLARES QUARTERLY CASH DIVIDEND Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE November 2, 2010 Contact: Michael M. Larsen Vice President and CFO (217) 221-8709 GARDNER DENVER, INC. DECLARES QUARTERLY CASH DIVIDEND QUINCY, IL November 2, 2010 ? Gardner Denver, Inc. (NYSE: GDI) announced today that its Board of Directors declared a quarterly dividend of $0.05 per share, payable on December 3, 2010, to stockholders of record as |
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| November 5, 2010 |
Regulation FD Disclosure, Financial Statements and Exhibits 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) November 2, 2010 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other (Commission (IRS Employer jurisdiction of File |
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| November 4, 2010 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-13215 G |
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| October 22, 2010 |
Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE October 21, 2010 Contact: Michael M. Larsen Vice President and CFO (217) 221-8709 GARDNER DENVER, INC. REPORTS THIRD QUARTER 2010 FINANCIAL RESULTS: Growth in Revenue, Net Income and Cash Flow from Operating Activities Accelerates Third Quarter Highlights: ? Operating income in the third quarter of 2010 expanded nearly 112 percent on a 15 percent in |
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| October 22, 2010 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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) October 21, 2010 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission Fil |
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| October 13, 2010 |
Exhibit 24 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Brent A. |
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| September 23, 2010 |
Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE September 20, 2010 Contact: Helen W. Cornell Executive Vice President, Finance and CFO (217) 228-8209 GARDNER DENVER, INC. ANNOUNCES APPOINTMENT OF CHIEF FINANCIAL OFFICER QUINCY, IL September 20, 2010 ? Gardner Denver, Inc. (NYSE: GDI) today announced the appointment of Michael M. Larsen as Vice President and Chief Financial Officer, effective Octo |
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| September 23, 2010 |
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) September 17, 2010 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission F |
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| September 23, 2010 |
EX-10.1 2 c60386exv10w1.htm EX-10.1 Exhibit 10.1 September 15, 2010 Mr. Michael M. Larsen 1527 Willowbrook Lane Villanova, Pennsylvania 19085 Dear Mr. Larsen; This will serve to confirm our recent discussion regarding our offer to you to join Gardner Denver, Inc. as Vice President and Chief Financial Officer reporting directly to me and located at Gardner Denver’s new headquarters in the greater P |
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| September 8, 2010 |
GARDNER DENVER, INC. ANNOUNCES CORPORATE HEADQUARTERS RELOCATION Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE September 8, 2010 Contact: Helen W. Cornell Executive Vice President, Finance and CFO (217) 228-8209 GARDNER DENVER, INC. ANNOUNCES CORPORATE HEADQUARTERS RELOCATION QUINCY, IL (September 8, 2010) — Gardner Denver, Inc. (NYSE: GDI) announced today that it intends to relocate its global corporate headquarters to the greater Philadelphia, Pennsylvania |
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| September 8, 2010 |
Financial Statements and Exhibits, Other Events 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) September 8, 2010 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission Fi |
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| August 11, 2010 |
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 10, 2010 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other (Commission (IRS Employer jurisdiction of File |
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| August 11, 2010 |
GARDNER DENVER, INC. ANNOUNCES EXECUTIVE MANAGEMENT CHANGES EX-99.1 2 c59722exv99w1.htm EX-99.1 Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE August 10, 2010 Contact: Helen W. Cornell Executive Vice President, Finance and CFO (217) 228-8209 GARDNER DENVER, INC. ANNOUNCES EXECUTIVE MANAGEMENT CHANGES QUINCY, IL August 10, 2010 — Gardner Denver, Inc. (NYSE: GDI) announced today that Helen W. Cornell has informed the Company of her intention to retire as E |
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| August 5, 2010 |
Exhibit 24.1 POWER OF ATTORNEY Each person whose signature appears below hereby constitutes and appoints Helen W. Cornell, Brent A. Walters and Michael A. Sommer, and each of them, his or her true and lawful attorneys-in-fact and agents, with full power of substitution, to sign any amendments (including post-effective amendments) and supplements to this registration statement (and any additional r |
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| August 5, 2010 |
AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON AUGUST 5, 2010 Table of Contents AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON AUGUST 5, 2010 Registration Statement No. |
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| August 5, 2010 |
Exhibit 4.4 GARDNER DENVER, INC. TO WELLS FARGO BANK, NATIONAL ASSOCIATION, Trustee Senior Subordinated Indenture Dated as of , SENIOR SUBORDINATED DEBT SECURITIES CROSS REFERENCE SHEET between The Indenture and The Trust Indenture Act of 1939 Trust Indenture Act Section Indenture Section ?310 (a)(1) 609 (a)(2) 609 (a)(3) Not Applicable (a)(4) Not Applicable (a)(5) 609 (b) 608, 610 (c) Not Applica |
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| August 5, 2010 |
EX-25.1 7 c59482exv25w1.htm EX-25.1 Exhibit 25.1 SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE o CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b) (2) WELLS FARGO BANK, NATIONAL ASSOCIATION (Exact name of trustee as specified in it |
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| August 5, 2010 |
GARDNER DENVER, INC. WELLS FARGO BANK, NATIONAL ASSOCIATION, Dated as of , SENIOR DEBT SECURITIES EX-4.3 2 c59482exv4w3.htm EX-4.3 Exhibit 4.3 GARDNER DENVER, INC. TO WELLS FARGO BANK, NATIONAL ASSOCIATION, Trustee Indenture Dated as of , SENIOR DEBT SECURITIES CROSS REFERENCE SHEET between The Indenture and The Trust Indenture Act of 1939 Trust Indenture Act Section Indenture Section §310 (a)(1) 609 (a)(2) 609 (a)(3) Not Applicable (a)(4) Not Applicable (a)(5) 609 (b) 608, 610 (c) Not Applica |
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| August 5, 2010 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q þ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-13215 GARDNE |
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| July 27, 2010 |
GARDNER DENVER, INC. DECLARES QUARTERLY CASH DIVIDEND Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE July 27, 2010 Contact: Helen W. Cornell Executive Vice President, Finance and CFO (217) 228-8209 GARDNER DENVER, INC. DECLARES QUARTERLY CASH DIVIDEND QUINCY, IL July 27, 2010 ? Gardner Denver, Inc. (NYSE: GDI) announced today that its Board of Directors declared a quarterly dividend of $0.05 per share, payable on August 26, 2010, to stockholders of |
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| July 27, 2010 |
Regulation FD Disclosure, Financial Statements and Exhibits 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) July 27, 2010 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission File N |
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| July 22, 2010 |
Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE July 22, 2010 Contact: Helen W. Cornell Executive Vice President, Finance and CFO (217) 228-8209 GARDNER DENVER, INC. REPORTS SECOND QUARTER 2010 FINANCIAL RESULTS: Revenue Growth and Cost Reductions Lead to DEPS Improvement Second Quarter Highlights: ? Organic order growth was 38 percent, compared to the three-month period ended June 30, 2009. ? Op |
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| July 22, 2010 |
Exhibit 99.2 Investor Presentation July 2010 The Gardner Denver Way All of the statements made by Gardner Denver in this presentation or made orally in connection with it, other than historical facts, are forward- looking statements. As a general matter, forward-looking statements are those focused upon anticipated events or trends, expectations, and beliefs relating to matters that are not histor |
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| July 22, 2010 |
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) July 22, 2010 Gardner Denver, Inc. |
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| June 2, 2010 |
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) June 2, 2010 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission File Nu |
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| May 7, 2010 |
GARDNER DENVER, INC. DECLARES QUARTERLY CASH DIVIDEND EX-99.1 2 c58042exv99w1.htm EX-99.1 Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE May 4, 2010 Contact: Helen W. Cornell Executive Vice President, Finance and CFO (217) 228-8209 GARDNER DENVER, INC. DECLARES QUARTERLY CASH DIVIDEND QUINCY, IL — May 4, 2010 — Gardner Denver, Inc. (NYSE: GDI) announced today that its Board of Directors declared a quarterly dividend of $0.05 per share, payable on J |
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| May 7, 2010 |
Exhibit 99.2 Investor Presentation May 2010 The Gardner Denver Way All of the statements made by Gardner Denver in this presentation or made orally in connection with it, other than historical facts, are forward- looking statements. As a general matter, forward-looking statements are those focused upon anticipated events or trends, expectations, and beliefs relating to matters that are not histori |
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| May 7, 2010 |
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) May 4, 2010 Gardner Denver, Inc. (Exact name of registrant as specified in its charter) Delaware 1-13215 76-0419383 (State or other jurisdiction of incorporation) (Commission File Num |
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| May 6, 2010 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2010 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 1-13215 GARDN |
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| April 22, 2010 |
e8vk 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) April 22, 2010 Gardner Denver, Inc. |
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| April 22, 2010 |
exv99w1 Exhibit 99.1 PRESS RELEASE FOR IMMEDIATE RELEASE April 22, 2010 Contact: Helen W. Cornell Executive Vice President, Finance and CFO (217) 228-8209 GARDNER DENVER, INC. REPORTS FIRST QUARTER 2010 FINANCIAL RESULTS: Orders Increase and DEPS Improve as a Result of Restructuring Benefits First Quarter Highlights: • Orders increased 23 percent compared to the three-month period ended March 31, |
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| March 30, 2010 |
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) March 29, 2010 Gardner Denver, Inc. |
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| March 17, 2010 |
SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) o Definitive Proxy Statement x Definitive Additional Materials o Soliciting Material Under Rule 14a-12 GARDNER DENVER, INC. |
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| March 17, 2010 |
def14a Table of Contents SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by Registrant x Filed by a Party other than the Registrant o Check the appropriate box: o Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) x Definitive Proxy Statement o Definitive Additional Materials o Soliciting Material Under Rule 14a-12 GARDNER DENVER, INC. |
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| March 12, 2010 |
e8vk 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) March 12, 2010 Gardner Denver, Inc. |
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| March 12, 2010 |
Investor Presentation March 2010 The Gardner Denver Way exv99w1 Investor Presentation March 2010 The Gardner Denver Way Safe Harbor Disclosure All of the statements made by Gardner Denver in this presentation or made orally in connection with it, other than historical facts, are forward-looking statements. |
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| February 26, 2010 |
exv12 Exhibit 12 GARDNER DENVER, INC. COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES (Dollars in thousands) YEAR ENDED DECEMBER 31, 2009 2008 2007 2006 2005 Earnings: Net (loss) income before income taxes $ (138,394 ) 234,997 269,658 201,721 96,672 Fixed charges 38,896 33,709 33,034 43,530 35,746 Total (loss) earnings, as defined $ (99,498 ) 268,706 302,692 245,251 132,418 Fixed Charges: Intere |
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| February 26, 2010 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2009 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 1-13215 GARDNER DE |
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| February 26, 2010 |
exv24 Exhibit 24 POWER OF ATTORNEY The undersigned directors of Gardner Denver, Inc. |
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| February 26, 2010 |
SUBSIDIARIES OF GARDNER DENVER, INC. exv21 Exhibit 21 SUBSIDIARIES OF GARDNER DENVER, INC. Gardner Denver’s principal subsidiaries as of December 31, 2009 are listed below. All other subsidiaries, if considered in the aggregate as a single subsidiary, would not constitute a significant subsidiary. JURISDICTION OF LEGAL NAME INCORPORATION CompAir (Australasia) Ltd. Australia Gardner Denver Industries Australia Pty Ltd. Australia Gardn |
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| February 24, 2010 |
Exhibit 24 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Helen W. |
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| February 24, 2010 |
Exhibit 24 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Helen W. |
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| February 24, 2010 |
Exhibit 24 POWER OF ATTORNEY Know all by these presents, that the undersigned hereby constitutes and appoints each of Helen W. |
