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JOY GLOBAL INC Form 8-K: Current report, 2016

JOY GLOBAL INC Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2016-12-14: Form 8-K; Period of report 2016-12-14; Description 2.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure; Details 7.01.
  • 2016-10-19: Form 8-K; Period of report 2016-10-19; Description 5.07 Submission of Matters to a Vote of Security Holders; Details 5.07.
  • 2016-10-13: Form 8-K; Period of report 2016-10-12; Description 8.01 Other Events; Details 8.01.
  • 2016-10-03: Form 8-K; Period of report 2016-10-03; Description 8.01 Other Events; Details 8.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2016-12-148-K2016-12-142.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure7.01 On December 14, 2016, Joy Global Inc. (the “Company”) issued a press release disclosing its financial results for the fourth quarter and fiscal 2016 year end.joy-12142016x8kearningsrel.htm
2016-10-198-K2016-10-195.07 Submission of Matters to a Vote of Security Holders5.07 On October 19, 2016, Joy Global Inc., a Delaware corporation (the “Company”), held a special meeting of stockholders (the “Special Meeting”) to vote on the proposals described in detail in the Company’s definitive proxy statement filed with the Securities and Exchange Commission on September 2, 2016, as amended and supplemented on September 29, 2016 and October 3, 2016.a8-kshareholdervotingspeci.htm
2016-10-138-K2016-10-128.01 Other Events8.01 As previously announced, on July 21, 2016, Joy Global Inc. (“Joy Global”) entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Komatsu America Corp. (“Komatsu”), Pine Solutions Inc., a wholly owned subsidiary of Komatsu (“Merger Sub”) and (solely for the purposes specified in the Merger Agreement) Komatsu Ltd., pursuant to which Merger Sub will be merged with and into Joy Global, with Joy Global surviving the merger as a wholly owned subsidiary of Komatsu (the “Merger”).joy-10132016x8khartscottro.htm
2016-10-038-K2016-10-038.01 Other Events8.01 Joy Global Inc. (the “Company” or “Joy Global”) is making the following supplemental disclosures to the definitive proxy statement on Schedule 14A (the “Proxy Statement”) filed with the U.S. Securities and Exchange Commission (the “SEC”) by the Company on September 2, 2016, as amended on September 29, 2016, to provide additional information concerning certain litigation relating to the Agreement and Plan of Merger (the “Merger Agreement”), dated as of July 21, 2016, by and among the Company, Komatsu America Corp. (“Komatsu”), Pine Solutions Inc. (“Merger Sub”), and (solely for the purposes specified in the Merger Agreement) Komatsu Ltd., pursuant to which, among other things, subject to the terms and conditions thereof, Merger Sub will merge with and into the Company, with the Company surviving the merger as a subsidiary of Komatsu (the “Merger”).a16-19369_18k.htm
2016-09-018-K2016-09-012.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure7.01 On September 1, 2016, Joy Global Inc. (the “Company”) issued a press release disclosing its financial results for the third quarter of fiscal 2016.joy-09012016x8kearningsrel.htm
2016-07-218-K2016-07-211.01 Entry into a Material Definitive Agreement; 8.01 Other Events1.01 On July 21, 2016, Joy Global Inc., a Delaware corporation ("Joy Global"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with Komatsu America Corp., a Georgia corporation ("Komatsu"), Pine Solutions Inc., a Delaware corporation and wholly owned subsidiary of Komatsu ("Merger Sub"), and (solely for the purposes specified in the Merger Agreement) Komatsu Ltd., a Japanese joint stock company.
8.01 On July 21, 2016, Joy Global issued a press release announcing the entry by Joy Global and Komatsu into an Agreement and Plan of Merger pursuant to which, subject to the terms and conditions thereof, Komatsu will acquire Joy Global in a merger transaction for $28.30 in cash per share of Common Stock.
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2016-06-298-K2016-06-288.01 Other Events8.01 Joy Global Inc. (the “Company”) received a subpoena from the Division of Enforcement (the “Staff”) of the U.S. Securities and Exchange Commission (the “Commission”) in the fourth quarter of 2014 concerning the Company’s 2012 acquisition of International Mining Machinery Holdings Limited and related accounting matters.joy-06292016xsecinvestigat.htm
2016-06-028-K2016-06-022.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure7.01 On June 2, 2016, Joy Global Inc. (the “Company”) issued a press release disclosing its financial results for the second quarter of fiscal 2016.joy-06022016x8kearningsrel.htm
2016-03-088-K2016-03-085.07 Submission of Matters to a Vote of Security Holders5.07 Joy Global Inc. held its 2016 annual meeting of shareholders on March 8, 2016.a8-kshareholdervotingmarch.htm
2016-03-038-K2016-03-032.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure7.01 On March 3, 2016, Joy Global Inc. (the “Company”) issued a press release disclosing its financial results for the first quarter of fiscal 2016.joy-03032016x8kearningsrel.htm
2016-01-128-K2016-01-125.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year5.03 On January 12, 2016, the Board of Directors of Joy Global, Inc. (the “Company”) amended Article III, Section 3 of the Company’s Amended and Restated Bylaws (the “Bylaws”), to authorize the Company’s shareholders, by the affirmative vote of the holders of a majority of outstanding shares, to remove directors without cause.joy-01122016x8kbylawamendm.htm