TETRA TECH INC — M&A Activity 2015

Oct 14, 2015

8-K 1 a15-21151_18k.htm 8-K

*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 14, 2015*

*TETRA TECH, INC.*

(Exact name of registrant as specified in its charter)

Delaware	0-19655	95-4148514
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification Number)

*3475 East Foothill Boulevard, Pasadena, California 91107*

(Address of principal executive office, including zip code)

*(626) 351-4664*

(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:

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))

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*Item 8.01. Other Events.*

On October 14, 2015, Tetra Tech, Inc. (the “Registrant”) announced the execution of a Bid Implementation Agreement with Coffey International Limited (“Coffey”), a publicly traded Australian corporation (ASX: COF), under which the Registrant will make an off-market takeover offer to acquire 100% of the outstanding shares of Coffey for A$0.425 cash per share. A copy of the press release issued by the Registrant concerning this transaction is furnished herewith as Exhibit 99.1 and is incorporated herein by reference in its entirety.

The information contained in this Item 8.01, and in the accompanying exhibit, shall not be incorporated by reference into any filing of the Registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing, unless expressly incorporated by specific reference to such filing. The information in this Current Report, including the exhibit hereto, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended.

*Item 9.01. Financial Statements and Exhibits.*

(d) Exhibits

99.1 Press Release, dated October 14, 2015, regarding the Registrant’s off-market takeover offer to acquire the shares of Coffey International Limited.

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*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.

By:
Steven M. Burdick
Executive Vice President and Chief Financial Officer

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