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): August
7, 2008
GRIFFON
CORPORATION
(Exact
Name of Registrant as Specified in Charter)
|
Delaware
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1-6620
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11-1893410
|
|
(State
or Other Jurisdiction
|
(Commission
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(I.R.S.
Employer
|
|
of
Incorporation)
|
File
Number)
|
Identification
Number)
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100
Jericho Quadrangle
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|
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Jericho,
New York
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11753
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|
(Address
of Principal Executive Offices)
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(Zip
Code)
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(516)
938-5544
(Registrant’s
telephone number, including area code)
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):
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to
Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement
communications
pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
o Pre-commencement
communications
pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
Item
2.02. Results
of Operations and Financial Condition.
On
August
7, 2008, Griffon Corporation (the “Registrant”) issued a press release
announcing the Registrant’s financial results for the third fiscal quarter ended
June 30, 2008. A copy of the Registrant’s press release is attached hereto as
Exhibit 99.1.
Item
7.01. Regulation
FD Disclosure.
On
August
7, 2008, the Registrant issued a press release announcing the terms of a
backstopped public rights offering and entry into an investment agreement with
GS Direct, L.L.C., an affiliate of Goldman, Sachs & Co. A copy of the
Registrant’s press release is attached hereto as Exhibit 99.2.
Item
9.01. Financial
Statements and Exhibits.
(d)
Exhibits.
99.1.
Press
Release, dated August 7, 2008
99.2.
Press
Release, dated August 7, 2008
The
information filed as exhibits to this Form 8-K is being furnished in accordance
with Items 2.02 and 7.01 and shall not be deemed to be “filed” for the purposes
of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange
Act”), or otherwise subject to the liabilities of such section, nor shall such
information be deemed incorporated by reference in any filing under the
Securities Act of 1933, as amended, or the Exchange Act, except as shall be
expressly set forth by specific reference in such a filing.
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.
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GRIFFON
CORPORATION |
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|
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By: |
/s/ Patrick L. Alesia |
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Patrick
L. Alesia |
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Chief
Financial Officer |
Date:
August 7, 2008
Exhibit
Index
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99.1.
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Press
release, dated August 7, 2008
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99.2.
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Press
Release, dated August 7,
2008
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