| 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) |
October 6, 2004 |
| APOGEE ENTERPRISES, INC. |
| (Exact name of registrant as specified in its charter) |
| Minnesota | 0-6365 | 41-0919654 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 7900 Xerxes Avenue South, Suite 1800, Minneapolis, Minnesota |
55431 | |
| (Address of principal executive offices) | (Zip Code) |
| Registrant’s telephone number, including area code | (952) 835-1874 |
| Not Applicable |
| (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:
| ¨ | 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)) |
Item 5.02 Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers.
| (b) | On October 7, 2004, Robert L. Edwards, a member of the Board of Directors of Apogee Enterprises, Inc. (the “Company”), resigned from the Company’s Board of Directors. |
| (d) | On October 6, 2004, the Board of Directors of the Company elected a new director, Mark A. Burke. There are no arrangements or understandings between Mr. Burke and any other persons pursuant to which Mr. Burke was selected as a director. Mr. Burke will serve on the finance committee of the Company’s Board of Directors. During fiscal 2004, Mr. Burke served as President and Chief Executive Officer of Vitro America, Inc. (“Vitro America”). The skylight division of Vitro America purchased glass in the aggregate amount of $2,300,000 from Viracon, Inc., a wholly owned subsidiary of the Company, during fiscal 2004. The terms of all such purchases were negotiated at arms’ length and resulted in terms as fair to the Company as could have been obtained from third parties, and Mr. Burke did not have a material interest in any such purchases. Sales of glass to Vitro America accounted for less than 1% of the Company’s revenue during fiscal 2004. |
A press release, dated October 11, 2004, announcing Mr. Edwards’s resignation from, and Mr. Burke’s election to, the Company’s Board of Directors is attached as Exhibit 99.1 to this report and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
| (c) | The following exhibit is being filed with this report: |
| 99.1 | Press Release, dated October 11, 2004, of Apogee Enterprises, Inc. |
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.
| APOGEE ENTERPRISES, INC. | ||
| By: | /s/ William F. Marchido | |
| William F. Marchido Chief Financial Officer | ||
Date: October 12, 2004
EXHIBIT INDEX
| 99.1 | Press Release, dated October 11, 2004, of Apogee Enterprises, Inc. | |
Exhibit 99.1
NEW RELEASE
| Contact: | Mary Ann Jackson | |
| Investor Relations | ||
| 952-830-0674 | ||
| mjackson@apog.com |
For Immediate Release
Monday, October 11, 2004
APOGEE ENTERPRISES ANNOUNCES BOARD OF DIRECTOR CHANGES
MINNEAPOLIS, MN (October 11, 2004) – Apogee Enterprises, Inc. (Nasdaq:APOG), which develops and delivers value-added glass products and services for the architectural, large-scale optical and automotive industries, today announced election of a new director and resignation of an existing director. Apogee’s board of directors has nine members.
Mark A. Burke, 56, has been elected to the Apogee board of directors and will serve on its finance committee. Burke is the former president and chief executive officer of Vitro America, Inc., Memphis, TN. Vitro America, with annual revenues of approximately $500 million, is a leading glass fabricator, distributor and installer for the construction, automotive replacement and furniture industries. It is a subsidiary of Vitro, S.A. de C.V., Monterrey, Mexico, which has annual revenues of more than $2 billion.
“Mark brings 16 years glass industry expertise to Apogee’s board, which will be an asset as we continue to implement strategies to grow our architectural segment businesses,” said Russell Huffer, Apogee chairman and chief executive officer. “His experience in successful strategic planning for diverse glass businesses will be instrumental as we capitalize on current high-potential architectural glass products and services and value-added picture framing glass products and markets, while adding complementary services demanded by our customers.”
Burke was recruited in 1988 by the original owners of what is now Vitro America, and as president and chief executive officer turned a fragmented collection of acquisitions into a profitable company that was acquired by Vitro in 1992. Prior to joining the glass industry, he was president of Samsonite Furniture Company in Murfreesboro, TN from 1987 to 1988. From 1978 to 1987, he managed a variety of companies in industries ranging from consumer to industrial products for Allegheny International, based in Pittsburgh.
Robert L. Edwards, executive vice president and chief financial officer, Safeway Inc., has resigned from the Apogee board of directors. “We have valued Robert’s contributions to our board and are disappointed that the demands of his position at Safeway don’t allow him to continue as an Apogee director,” said Huffer.
Apogee Enterprises, Inc. (www.apog.com), headquartered in Minneapolis, is a world leader in technologies involving the design and development of value-added glass products, services and systems. The company is organized in three segments: architectural products and services companies design, engineer, fabricate, install, maintain and renovate the walls of glass and windows comprising the outside skin of commercial and institutional buildings; large-scale optical technologies segment consists of a developer and producer of high technology glass and acrylic that enhances the visual performance of products for the picture framing, display and imaging industries; and automotive replacement glass and services segment consists of a fabricator of aftermarket foreign and domestic car windshields.
Apogee Enterprises, Inc. • 7900 Xerxes Avenue South • Minneapolis, MN 55431 • (952) 835-1874 • www.apog.com