Amendment to Form 8-K

 

 

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): June 9, 2009

 

 

LOGO

NAVISTAR INTERNATIONAL CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   1-9618   36-3359573

(State or other jurisdiction of

incorporation or organization)

   (Commission File No.)  

(I.R.S. Employer

Identification No.)

 

4201 Winfield Road, P.O. Box 1488, Warrenville, Illinois   60555
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code (630) 753-5000

 

 

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))

 

 

 

EXPLANATORY NOTE

This Current Report on Form 8-K/A is filed as Amendment No. 1 to the Current Report on Form 8-K dated June 9, 2009 and filed by Navistar International Corporation under Items 2.01 and 9.01 on June 15, 2009. Amendment No. 1 is being filed to include the required financial information under Item 9.01 as further described below.

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

 

(a) Financial Statements of Businesses Acquired

 

  1) The audited financial statements of Blue Diamond Parts, LLC for the year ended December 31, 2008, including the report of the independent registered public accounting firm, are filed as Exhibit 99.1 to this Amendment No.1.

 

  2) The unaudited financial statements of Blue Diamond Parts, LLC for the six months ended April 30, 2009 and 2008 are filed as Exhibit 99.2 to this Amendment No.1.

 

(b) Pro Forma Financial Information

 

  1) The required pro forma financial information for the year ended October 31, 2008 and the six months ended April 30, 2009 is filed as Exhibit 99.3 to this Amendment No.1.

 

(d) Exhibits

 

Exhibit No.

   

Description

23.1    Consent of Independent Registered Public Accounting Firm
99.1    Audited financial statements of Blue Diamond Parts, LLC as of and for the year ended December 31, 2008
99.2    Unaudited financial statements of Blue Diamond Parts, LLC as of and for the six months ended April 30, 2009
99.3    Unaudited pro forma condensed combined financial statements as of and for the six months ended April 30, 2009 and for the year ended October 31, 2008

 

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Forward Looking Statements

Information provided and statements contained in this report that are not purely historical are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. Such forward-looking statements only speak as of the date of this report and the Company assumes no obligation to update the information included in this report. Such forward-looking statements include information concerning our possible or assumed future results of operations, including descriptions of our business strategy. These statements often include words such as “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” or similar expressions. These statements are not guarantees of performance or results and they involve risks, uncertainties, and assumptions. For a further description of these factors, see Item 1A, Risk Factors, of our Form 10-K for the fiscal year ended October 31, 2008, which was filed on December 30, 2008, and Item 1A, Risk Factors, included within our Form 10-Q for the period ended April 30, 2009, which was filed on June 8, 2009. Although we believe that these forward-looking statements are based on reasonable assumptions, there are many factors that could affect our actual financial results or results of operations and could cause actual results to differ materially from those in the forward-looking statements. All future written and oral forward-looking statements by us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to above. Except for our ongoing obligations to disclose material information as required by the federal securities laws, we do not have any obligations or intention to release publicly any revisions to any forward-looking statements to reflect events or circumstances in the future or to reflect the occurrence of unanticipated events.

 

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SIGNATURE

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.

 

  NAVISTAR INTERNATIONAL CORPORATION
  Registrant
Date: August 21, 2009  

/s/ Andrew J. Cederoth

  Andrew J. Cederoth
  Principal Financial Officer

 

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