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Published: 2022-01-14 08:44:02 ET
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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):  January 14, 2022

 
THE TORO COMPANY
(Exact name of registrant as specified in its charter)

Delaware
001-08649
41-0580470
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

8111 Lyndale Avenue South
Bloomington, Minnesota
  
 
55420
(Address of principal executive offices)
  
(Zip Code)

(952) 888-8801
(Registrant’s telephone number, including area code)
 
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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, par value $1.00 per share
 TTC
New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
 
Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Section 7 – Regulation FD
 
Item 7.01
Regulation FD Disclosure.
 
On January 14, 2022, The Toro Company, a Delaware corporation (“TTC”), announced its acquisition of privately-held Intimidator Group, which designs and manufactures Spartan Mowers, a professional line of zero-turn mowers, and a line of side-by-side utility vehicles. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
 
The information contained in this Item 7.01 and Exhibit 99.1 to this Current Report on Form 8-K shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any filings made by TTC under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
 
Section 8 – Other Events
 
Item 8.01
Other Events.
 
On January 14, 2022, TTC announced its acquisition of privately-held Intimidator Group for $400 million, which was paid with a combination of cash on hand and short-term borrowings under TTC’s existing revolving credit facility.
 
Section 9 – Financial Statements and Exhibits
 
Item 9.01
Financial Statements and Exhibits.
 
  (d)
Exhibits
 
 
Exhibit
No.
  
Description
   
Press Release dated January 14, 2022 issued by The Toro Company (furnished herewith).
  104
  
Cover Page Interactive Data File (embedded within the Inline XBRL document).

1
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.

 
THE TORO COMPANY
(Registrant)
   
Date:  January 14, 2022
By
 /s/ Amy E. Dahl  
 
Amy E. Dahl
 
Vice President, Human Resources and
General Counsel