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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) February 28, 2008
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REUNION INDUSTRIES, INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 01-15739 06-1439715
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(State of Incorporation) (Commission File No.) (IRS Employer ID No.)
11 STANWIX STREET, SUITE 1400
PITTSBURGH, PENNSYLVANIA 15222
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(Address of principal executive offices, including zip code)
(412) 281-2111
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(Registrant's telephone number, including area code)
NOT APPLICABLE
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(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))
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Item 1.01 - Entry into Material Definitive Agreements
On February 28, 2008, Reunion Industries, Inc. ("Reunion") entered into
an Asset Purchase Agreement to sell the business and substantially all of the
assets and liabilities of its pressure vessels division to CP Industries
Holdings, Inc., an affiliate of Everest Kanto Cylinder Ltd., for cash
consideration, subject to adjustment, of $64.25 million to be paid at closing.
Reunion is currently operating as "debtor-in-possession" under the
jurisdiction of the United States Bankruptcy Court for the District of
Connecticut, Bridgeport division, and such sale will require Bankruptcy Court
approval. The transaction is also subject to higher and better offers being
made for the division in the bankruptcy proceeding. The Company anticipates
that such Bankruptcy Court approval process will take approximately 4 to 6
weeks.
Reunion's pressure vessels division manufactures and sells large
seamless pressure vessels for the containment and transportation of
pressurized gasses.
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: March 4, 2008 REUNION INDUSTRIES, INC.
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By: /s/ John M. Froehlich
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John M. Froehlich
Executive Vice President
of Finance and Chief
Financial Officer
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19293.000/451396.1