============================================================================
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-1004
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) April 18, 2008
----------------
REUNION INDUSTRIES, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 01-15739 06-1439715
----------------------------------------------------------------------------
(State of Incorporation) (Commission File No.) (IRS Employer ID No.)
11 STANWIX STREET, SUITE 1400
PITTSBURGH, PENNSYLVANIA 15222
------------------------------------------------------------
(Address of principal executive offices, including zip code)
(412) 281-2111
----------------------------------------------------
(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 (see General Instruction A.2. below):
[ ] 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 2.01 - Completion of Acquisition or Disposition of Assets
On April 18, 2008, Reunion Industries, Inc. (the "Registrant") completed
the sale of the business and substantially all of the assets of its CP
Industries division to subsidiaries of Everest Kanto Cylinder Ltd. ("Buyer")
for a purchase price consisting of $66.3 million paid in cash and the Buyer's
assumption of the accounts payable and other current liabilities of the
division. The purchase price is subject to a post-closing adjustment based on
a closing balance sheet for the division that is to be prepared within 60 days
of the closing date. The Registrant deposited $875,000 of the purchase price
in a one-year escrow, as security for any claims of the Buyer that may arise
after the closing under the governing Asset Purchase Agreement.
The purchase price was determined by negotiation between the Registrant
and the Buyer. There is no relationship, other than in respect of the
reported transaction, between (1) the Buyer and (2) the Registrant or any of
Registrant's affiliates or any of Registrant's directors or officers or any
associates of any such director or officer.
CP Industries manufactures and sells large seamless pressure vessels for
the containment and transportation of pressurized gases.
The Registrant is currently operating as debtor and debtor-in-possession
in its case under Chapter 11 of the U.S. Bankruptcy Code, which is pending
before U.S. Bankruptcy Court in Bridgeport, Connecticut.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Current Report on Form 8-K to be signed on its
behalf by the undersigned, hereunto duly authorized.
Date: April 23, 2008 REUNION INDUSTRIES, INC.
-------------- (Registrant)
By: /s/ John M. Froehlich
---------------------
John M. Froehlich
Executive Vice President
of Finance and Chief
Financial Officer
- 2 -