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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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): January 31, 2005
LENNOX INTERNATIONAL INC.
| Delaware (State or other jurisdiction of incorporation) |
001-15149 (Commission File Number) |
42-0991521 (IRS Employer Identification No.) |
| 2140 Lake Park Blvd. Richardson, Texas (Address of principal executive offices) |
75080 (Zip Code) |
Registrant’s telephone number, including area code: (972) 497-5000
(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):
| 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 8.01 Other Events. | ||||||||
| Item 9.01 Financial Statements and Exhibits. | ||||||||
| SIGNATURES | ||||||||
| Press Release | ||||||||
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Item 8.01 Other Events.
On January 31, 2005, Lennox International Inc. issued a press release regarding a notice of a formal investigation by the Securities and Exchange Commission. A copy of such press release is included as Exhibit 99.1 to this report and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
| EXHIBIT | ||||||||
| NUMBER | DESCRIPTION | |||||||
99.1 |
Press Release dated January 31, 2005. | |||||||
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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.
| LENNOX INTERNATIONAL INC. |
||||
| Date: January 31, 2005 | By: | /s/ Kenneth C. Fernandez | ||
| Name: | Kenneth C. Fernandez | |||
| Title: | Associate General Counsel | |||
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| EXHIBIT | ||||||||
| NUMBER | DESCRIPTION | |||||||
99.1 |
Press Release dated January 31, 2005. | |||||||
4
Exhibit 99.1
Lennox International Updates Status of SEC Inquiry
DALLAS, Jan. 31 /PRNewswire-FirstCall/ — Lennox International Inc. (NYSE: LII) announced today that a previously disclosed informal inquiry being conducted by the Securities and Exchange Commission (SEC) has been converted to a formal investigation. LII previously reported it notified the SEC of the independent inquiry by the audit committee of the company’s board of directors into accounting practices at the company’s Service Experts Canadian operations, after which the SEC began an informal inquiry into this matter. LII will continue to fully cooperate with the SEC’s ongoing investigation.
(Logo: http://www.newscom.com/cgi-bin/prnh/20020304/DAM053LOGO )
Operating in over 100 countries, Lennox International Inc. is a global leader in the heating, air conditioning, and refrigeration markets. Lennox International stock is traded on the New York Stock Exchange under the symbol “LII”. Additional information is available at: http://www.lennoxinternational.com or by contacting Bill Moltner, Vice President, Investor Relations, at 972-497-6670.
This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are subject to numerous risks and uncertainties that could cause actual results to differ materially from such statements. For information concerning these risks and uncertainties, see LII’s publicly available filings with the Securities and Exchange Commission. LII disclaims any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
SOURCE Lennox International Inc.
-0- 01/31/2005
/CONTACT: Bill Moltner, Vice President, Investor Relations of Lennox
International Inc., +1-972-497-6670/
/Photo: NewsCom: http://www.newscom.com/cgi-bin/prnh/20020304/DAM053LOGO
AP Archive: http://photoarchive.ap.org
PRN Photo Desk, photodesk@prnewswire.com /
/Web site: http://www.lennoxinternational.com /
(LII)
CO: Lennox International Inc.; Securities and Exchange Commission
ST: Texas, District of Columbia
IN: CST
SU:
GN-AP
— DAM045 —
3264 01/31/2005 18:03 EST http://www.prnewswire.com
“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995: Statements in this press release regarding Lennox International’s business which are not historical facts are “forward-looking statements” that involve risks and uncertainties. For a discussion of such risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see “Risk Factors” in the Company’s Annual Report or Form 10-K for the most recently ended fiscal year.