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 27, 2004
GARDNER DENVER, INC.
(Exact name of Registrant as Specified in its Charter)
DELAWARE 1-13215 76-0419383
(State or other jurisdiction of (Commission (IRS Employer
incorporation) File Number) Identification No.)
1800 GARDNER EXPRESSWAY, QUINCY, ILLINOIS 62301
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (217) 222-5400
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of
the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
SECTION 2 - FINANCIAL INFORMATION
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On October 27, 2004, Gardner Denver, Inc. (the "Company") issued a press
release announcing the Company's earnings for the three and nine months
ended September 30, 2004, certain recent activities, and updated guidance as
to results for 2004. A copy of this press release is furnished with this
report as Exhibit 99.1 to this Form 8-K and incorporated by reference
herein.
On October 28, 2004, the Company conducted a conference call to discuss the
Company's earnings for the three and nine months ended September 30, 2004,
certain recent activities and updated guidance as to results for 2004. The
call was broadly accessible to the public pursuant to a live webcast
available through the Investor Relations page on the Company's website
www.gardnerdenver.com. An audio file of the webcast will remain available
for 90 days following the call.
During the call, the Company disclosed the following additional information
not contained in the press release:
The favorable impact on revenues due to changes in currency exchange rates
was $2.6 million and $9.5 million, for the three and nine months ended
September 30, 2004, respectively.
Goodwill recorded as a result of the previously announced September 1, 2004
acquisition of nash_elmo Holdings, LLC was approximately $95 million.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits.
99.1 Gardner Denver, Inc. Press Release dated October 27, 2004.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
GARDNER DENVER, INC.
Date: October 28, 2004 By: /s/ Helen W. Cornell
-----------------------------
Helen W. Cornell
Vice President, Finance & CFO
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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99.1 Gardner Denver, Inc. Press Release dated October 27, 2004.