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AEIS > SEC Filings for AEIS > Form 8-K on 30-Apr-2013All Recent SEC Filings

Show all filings for ADVANCED ENERGY INDUSTRIES INC | Request a Trial to NEW EDGAR Online Pro



Results of Operations and Financial Condition, Costs Associated wi

Item 2.02 Results of Operations and Financial Condition.

The information in this Form 8-K that is furnished under "Item 2.02 Results of Operations and Financial Condition" and Exhibit 99.1 attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Act of 1934, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

On April 29, 2013, Advanced Energy Industries, Inc. announced via press release its financial results for the quarter ended March 31, 2013. A copy of the press release is furnished with this Current Report on Form 8-K as Exhibit 99.1.

Item 2.05 Costs Associated with Exit or Disposal Activities

On April 26, 2013, Advanced Energy Industries, Inc. (the "Company" or "Advanced Energy") committed to a restructuring plan to take advantage of additional cost saving opportunities in connection with its acquisition of REFUsol Holding GmbH ("REFUsol").

Under the plan, the Company will consolidate certain facilities, further centralize its manufacturing and rationalize certain products to most effectively meet customer needs. Collectively, these steps will enable the Company to more efficiently use its resources to achieve its strategic goals.

Over the next nine months, the Company will consolidate several facilities including moving the remaining manufacturing in Bend, Oregon to its Fort Collins, Colorado facility; transfer the remaining supply chain activities of its Thin Films business unit to the Shenzhen, China manufacturing facility; and rationalize the inverter product line to most effectively meet the needs of its customers. As a result, the Company anticipates total charges in the amount of $30.0 to $35.0 million, of which approximately $7.0 million to $15.0 million are expected to be cash expenditures. The charges are expected to include approximately $4.0 million to $6.0 million of severance costs, $5.5 million to $6.0 million for space consolidation, and $20.5 million to $23.0 million for product rationalization and impairments of the intangible assets associated with the technology around those products. The actions taken under this restructuring plan as well those underway and already taken are expected to deliver annual savings of approximately $70.0 to $75.0 million.

Item 2.06 Material Impairments

In connection with the restructuring plan described in Item 2.05 above, the Company determined on April 26, 2013 that the product rationalizations included in the plan will require an impairment of the intangible assets directly associated with those products. The intangible assets were acquired with the acquisition of PV Powered, Inc. ("PV Powered") in 2010 and included technology, trademarks, and in-process research and development. The Company estimates that the impairment for these assets will be approximately $20.5 million to $23.0 million, of which none are expected to result in cash expenditures. Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.

On, and effective as of, April 26, 2013, the board of directors (the "Board") of Advanced Energy adopted resolutions electing for the Company to be governed by
Section 141(c)(2) of the Delaware General Corporation Law and amended Section 25 of the bylaws consistent therewith, enabling the Board to create committees that are subject to fewer limitations on their authority. The amendment to the bylaws reflecting this revision is attached as Exhibit 3.1 to this Current Report on Form 8-K and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits Fourth Amendment to the By-Laws of Advanced Energy Industries, Inc.,
3.1 dated as of April 26, 2013.

Press release dated April 29, 2013 by Advanced Energy Industries, Inc., reporting its financial results for the quarter ended March 31,
99.1 2013.

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