form8-k.htm
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 16, 2008
THE
BRINK’S COMPANY
(Exact
name of registrant as specified in its charter)
Virginia
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1-9148
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54-1317776
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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1801
Bayberry Court
P.
O. Box 18100
Richmond,
VA 23226-8100
(Address
and zip code of
principal
executive offices)
Registrant’s
telephone number, including area code: (804) 289-9600
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
Instruction A.2.):
[ ] Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting
materials 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))
On
October 16, 2008, The Brink’s Company issued a press
release in connection with the commencement of “when-issued” trading on the New
York Stock Exchange for Brink’s Home Security Holdings, Inc. This
release is furnished as Exhibit 99.1 hereto, and is incorporated herein by
reference.
Item
9.01.
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Financial
Statements and Exhibits.
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99.1
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Press
Release, dated October 16, 2008, issued by The Brink’s
Company.
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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 thereunto
duly authorized.
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THE
BRINK’S COMPANY
(Registrant)
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Date:
October 17, 2008
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By:
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/s/
McAlister C. Marshall, II |
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McAlister
C. Marshall, II
Vice
President and Secretary
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ex99-1.htm
Exhibit
99.1
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The
Brink’s Company
1801
Bayberry Court
P.O.
Box 18100
Richmond,
VA 23226-8100 USA
Tel.
804.289.9600
Fax
804.289.9770
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PRESS
RELEASE
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FOR
IMMEDIATE RELEASE
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Contact:
Investor
Relations
804.289.9709
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BHS
HOLDINGS BEGINS “WHEN-ISSUED” TRADING ON THE NYSE
Spin-Off
of Home Security Unit Expected on October 31
RICHMOND, Va. October 16,
2008 –
The Brink’s Company (NYSE: BCO) (Brink’s), a global leader in
security-related services, announced that its Brink’s Home Security Holdings,
Inc. subsidiary (BHS Holdings) will begin trading tomorrow, October
17, on a “when-issued” basis on the New York Stock Exchange (NYSE) under the
symbol “CFLwi.” The planned spin-off of BHS Holdings, which comprises
the home security unit of Brink’s, is expected to be completed on October 31,
2008 (the distribution date). After completion of the spin-off,
shares of BHS Holdings will begin normal (“regular way”) trading under the
symbol “CFL.”
Between October 17
and October 31, Brink’s common stock will trade on the NYSE under two symbols,
“BCO” and “BCOwi.” Brink’s shares trading under “BCO” will trade the
“regular way,” with the right to receive shares of BHS Holdings in the
spin-off. Brink’s shares trading under “BCOwi” will trade “ex
dividend,” with no right to receive shares of BHS Holdings in the
spin-off.
On
the distribution date, Brink’s will distribute one share of BHS Holdings common
stock for each share of Brink’s common stock outstanding at the close of
business on October 21, 2008 (the record date).
A
copy of the Form 10 registration statement filed by BHS Holdings with the
Securities and Exchange Commission (SEC) and other SEC filings related to the
spin-off, including copies of the related agreements to be entered into between
Brink’s and BHS Holdings, are available on the SEC's web site (www.sec.gov) and at
the SEC's public reference room at 100 F Street NE, Room 1580, Washington, DC
20549.
About
The Brink’s Company
The
Brink's Company (NYSE: BCO) is a global leader in security-related services that
operates two businesses: Brink's, Incorporated and Brink's Home Security,
Inc. Brink's, Incorporated is the world's premier provider of secure
transportation and cash management services. Brink's Home Security,
Inc. is one of the largest and most successful security alarm monitoring
companies in North America. For more information, please visit the
Brink's website at www.brinkscompany.com or call toll free
877-275-7488.
Forward-Looking
Statements
This
release contains both historical and forward-looking information about the
anticipated spin-off of BHS Holdings. Words such as “anticipates,”
“estimates,” “expects,” “projects,” “intends,” “plans,” “believes,” “may,”
“should” and similar expressions may identify forward-looking
information. The forward-looking information in this document is
subject to known and unknown risks, uncertainties and contingencies, which could
cause actual results, performance or achievements to differ materially from
those that are anticipated. Additional discussion of factors that
could affect the future results of Brink’s is contained in the periodic filings
of Brink’s with the SEC and the Registration Statement on Form 10 filed by BHS
Holdings. All forward-looking information should be evaluated in the
context of these risks, uncertainties and contingencies. The
information included in this release is representative only as of the date of
this release, and Brink’s undertakes no obligation to update any information
contained in this release.