FUSHI COPPERWELD INC 8-K 2011
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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
FUSHI COPPERWELD, INC.
(Exact name of registrant as specified in charter)
Registrant’s telephone number, including area code: (011)-86-10-8447-8280
(Former name or former address, if changed since last report)
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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01 Other Events.
On November 21, 2011, Fushi Copperweld, Inc. (the “Company”), issued a press release announcing that the Special Committee of its Board of Directors has received a revised proposal from the Company’s Chairman and Co-Chief Executive Officer, Mr. Li Fu, and Abax Global Capital (Hong Kong) Limited on behalf of funds managed by it and its affiliates (“Abax”), to acquire all of the outstanding shares of Common Stock of Fushi not currently owned by Mr. Fu and his affiliates in a going private transaction for $9.25 per share in cash, subject to certain conditions. The Special Committee has noted, among other things, that the revised proposal is lower than the $11.50 per share in cash proposal previously submitted by Mr. Fu and Abax. The Special Committee has stated that together with its advisors it will carefully review the revised proposal to determine the course of action that is in the best interests of the Company and the Company’s shareholders who are not participating in the Fu/Abax proposal.
A copy of the press release is filed herewith as Exhibit 99.1 to this current report on Form 8-K and is incorporated herein by reference.
Item9.01 Financial Statements and Exhibits.>
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.