UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of report: May 20, 2025 (Date of earliest
event reported:
(Exact name of registrant as specified in its charter)
| |
||||
| (State or other jurisdiction of incorporation) |
(Commission File Number) | (IRS Employer Identification No.) |
(Address of principal executive offices) (Zip Code)
(
(Registrant’s telephone number, including area code)
N/A
(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)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol | Name of each exchange on which registered | ||
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 8 – Other Events
Item 8.01 Other Events.
RBC Bearings Incorporated has announced that it has entered into a definitive agreement to acquire VACCO Industries from ESCO Technologies for $310 million in cash. VACCO, located in South El Monte, California, manufacturers valves, manifolds, regulators, filters, and other precision components and subsystems for space and naval defense applications. For the 12-month period ending March 31, 2025, VACCO generated revenue of approximately $118 million. The transaction, which is subject to regulatory approval, will be financed through a borrowing under RBC’s existing credit agreement and cash on-hand.
Section 9 – Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| 99.1 | Press release of RBC Bearings Incorporated dated May 20, 2025. | |
| 104 | Cover page interactive data file (embedded within the inline XBRL document) |
1
SIGNATURES
According to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.
Date: May 20, 2025
| RBC BEARINGS INCORPORATED | ||
| By: | /s/ John J. Feeney | |
| John J. Feeney | ||
| Vice President, General Counsel and Secretary | ||
2
Exhibit 99.1
RBC Bearings Announces Agreement to Acquire VACCO Industries from ESCO Technologies
| ● | VACCO provides highly engineered mission-critical components and subsystems to the space and naval defense channels |
| ● | Customers and partners expected to benefit from the combined design, engineering and manufacturing expertise and broader integrated capabilities of both companies |
| ● | Expands product breadth and capacity in two of RBC’s fastest growing channels |
OXFORD, CT – May 20, 2025 – RBC Bearings Incorporated (NYSE: RBC), a prominent international manufacturer of highly engineered precision bearings, components and essential systems for the aerospace, defense and industrial industries, today announced that it has entered into a definitive agreement to acquire VACCO Industries from ESCO Technologies Inc. (NYSE: ESE) for $310 million in cash.
With headquarters in South El Monte, California, VACCO is a prominent manufacturer of valves, manifolds, regulators, filters, and other precision components and subsystems for the space and naval defense channels. The Company’s products are highly engineered mission-critical components, designed to perform seamlessly in extreme environments. For the 12-month period ending March 31, 2025, VACCO generated revenue of approximately $118 million. The business will be integrated into RBC’s Aerospace and Defense segment upon closing of the deal.
“VACCO has a tremendous amount of design, engineering and manufacturing capabilities,” said Dr. Michael J. Hartnett, Chairman and Chief Executive Officer. “Combining VACCO’s expertise in highly engineered valves, regulators and manifolds with RBC’s broader portfolio will enable us to better serve the evolving needs of customers in the secularly growing space and naval submarine channels.”
The transaction is expected to close this summer, subject to regulatory approvals and other customary closing conditions. The acquisition will be financed through additional borrowings under RBC’s existing credit agreement and cash on-hand.
About RBC Bearings
RBC Bearings Incorporated is an international manufacturer and marketer of highly engineered precision bearings, components and essential systems. The Company is primarily focused on producing highly technical or regulated bearing products and components requiring sophisticated design, testing, and manufacturing capabilities for the diversified industrial, aerospace and defense segments. The Company is headquartered in Oxford, Connecticut.
Contact:
Rob Moffatt
Director of Corporate Development & IR
Source: RBC Bearings Incorporated