EFFECTIVE AUGUST 23RD, 2004

 

 

UNITED STATES

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SECURITIES AND EXCHANGE COMMISSION

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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 17, 2005

 

AFTERMARKET TECHNOLOGY CORP.

(Exact name of registrant as specified in its charter)

 

Delaware

0-21803

95-4486486

(State or other jurisdiction of

(Commission

(IRS Employer

incorporation)

File Number)

Identification No.)

 

 

 

1400 Opus Place, Suite 600, Downers Grove, Illinois

60515

(Address of principal executive offices)

(Zip Code)

 

 

 

Registrant’s telephone number, including area code

   (630) 271-8100

 

 

 

(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 (see General Instructions A.2. below):

 

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))

 

SEC 873 (6-04)

 

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Item 8.01.      Other Events.

 

On March 17, 2005, Aftermarket Technology Corp. (the “Company”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with Citigroup Global Markets Inc. and Robert W. Baird & Co. Incorporated (collectively, the “Representatives”) and certain current stockholders (the “Selling Stockholders”) of the Company, pursuant to which the Representatives will purchase 6,250,000 shares of the Company’s common stock (the “Shares”) from the Selling Stockholders.  Certain of the selling stockholders have also granted the underwriters an option to purchase an additional 935,782 shares of common stock to cover over-allotments, if any.  The Underwriting Agreement is filed as Exhibit 1 to this Form 8-K.

 

In addition, on March 17, 2005, the Company issued a press release (a copy of which is being furnished to the SEC as Exhibit 99 to this Current Report on Form 8-K) announcing the agreement by the Selling Stockholders to sell the Shares to the Representatives pursuant to the Underwriting Agreement.

 

Item 9.01.      Financial Statements and Exhibits.

 

Exhibit 1

 

Underwriting Agreement, dated March 17, 2005, by and among Aftermarket Technology Corp., a Delaware
corporation, Citigroup Global Markets Inc., Robert W. Baird & Co. Incorporated and the Selling Stockholders named in Schedule III thereto.

 

 

 

Exhibit 99

 

Press Release, dated March 17, 2005.

 

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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 hereunto duly authorized.

 

   Dated: March 23, 2005

AFTERMARKET TECHNOLOGY CORP.

 

 

 

 

 

/s/ Joseph Salamunovich

 

 

Joseph Salamunovich

Vice President

 

 

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