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 18,
2008
_______________
Sypris
Solutions, Inc.
(Exact
name of registrant as specified in its charter)
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Delaware
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0-24020
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61-1321992
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(State
or Other Jurisdiction
of
Incorporation)
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(Commission
File
Number)
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(I.R.S.
Employer
Identification
No.)
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101
Bullitt Lane, Suite 450
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Louisville,
Kentucky
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40222
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(Address
of Principal
Executive
Offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (502) 329-2000
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
7 – Regulation FD
Item
7.01 Regulation
FD Disclosure.
On March
3, 2006, the Company’s largest customer, Dana Corporation ("Dana"), and 40 of
its U.S. subsidiaries, filed voluntary petitions for reorganization under
Chapter 11 of the U.S. Bankruptcy Code in the U.S. Bankruptcy Court for the
Southern District of New York. On July 24, 2007, the Company announced that its
wholly-owned subsidiary, Sypris Technologies, Inc., entered into a comprehensive
settlement agreement with Dana to resolve all outstanding disputes between the
parties and enter into a new long-term supply contract running through
2014. This settlement was approved by the bankruptcy court on August
7, 2007.
Pursuant
to the settlement agreement, Dana provided the Company with an allowed general
unsecured non-priority claim in the amount of $89,900,000, which was recorded by
the Company at its estimated fair value of $76,483,000 as of the August 7, 2007
settlement date. At December 31, 2007, this amount was included in
other current assets.
On
December 12, 2007 the bankruptcy court approved Dana’s plan of
reorganization, pursuant to which the Company became entitled to
receive an initial distribution of 3,090,408 shares of common stock in Dana
Holding Corporation ("DAN"), the right to participate in additional
distributions of reserved common shares of DAN (presently estimated to be
300,000 to 500,000 shares over the next two years) and the right to certain cash
distributions. Dana emerged from bankruptcy on January 31,
2008, and on February 1, 2008, the newly issued shares of Dana Holding
Corporation began trading on the New York Stock Exchange under the ticker symbol
“DAN”.
As
previously disclosed, the Company had estimated that it would receive a
distribution of approximately $6,300,000 in cash by mid-March, 2008. On
March 18, 2008, the Company received this distribution by check, in the amount
of $6,891,187.57.
The
information in this Form 8-K and the attached Exhibit as well as the
supplemental information referenced above is being furnished pursuant to Item
7.01 “Regulation FD Disclosure” and shall not be deemed “filed” for purposes of
Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the
liabilities of that section, nor shall it 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.
Section
9 – Financial Statements and Exhibits
Item
9.01 Financial
Statements and Exhibits.
(d) Exhibits.
Exhibit
Number Description of
Exhibit
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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Dated:
March 19, 2008
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Sypris
Solutions, Inc.
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By:
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/s/ John R.
McGeeney
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John
R. McGeeney
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General
Counsel and Secretary
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2
INDEX
TO EXHIBITS
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Exhibit
Number
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Description
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