TFCO / Tufco Technologies Inc - SEC-arkivering, Årsberetning, Fuldmagtserklæring

Tufco Technologies Inc
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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Tufco Technologies Inc
SEC Filings (Chronological Order)
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March 11, 2014 15-12G

- 15-12G

15-12G UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 0-21018 TUFCO TECHNOLOGIES, INC. (Exact name of registrant as specif

March 7, 2014 S-8 POS

- S-8 POS

S-8 POS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 To Form S-8 REGISTRATION STATEMENT NO. 333-114408 Form S-8 REGISTRATION STATEMENT NO. 333-114067 Form S-8 REGISTRATION STATEMENT NO. 333-105189 Form S-8 REGISTRATION STATEMENT NO. 333-33210 Post-Effective Amendment No. 2 To Form S-8 REGISTRATION STATEMENT NO. 333-44539 UNDER THE SECURITIE

March 7, 2014 S-8 POS

- S-8 POS

S-8 POS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 To Form S-8 REGISTRATION STATEMENT NO. 333-114408 Form S-8 REGISTRATION STATEMENT NO. 333-114067 Form S-8 REGISTRATION STATEMENT NO. 333-105189 Form S-8 REGISTRATION STATEMENT NO. 333-33210 Post-Effective Amendment No. 2 To Form S-8 REGISTRATION STATEMENT NO. 333-44539 UNDER THE SECURITIE

March 7, 2014 S-8 POS

- S-8 POS

S-8 POS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 To Form S-8 REGISTRATION STATEMENT NO. 333-114408 Form S-8 REGISTRATION STATEMENT NO. 333-114067 Form S-8 REGISTRATION STATEMENT NO. 333-105189 Form S-8 REGISTRATION STATEMENT NO. 333-33210 Post-Effective Amendment No. 2 To Form S-8 REGISTRATION STATEMENT NO. 333-44539 UNDER THE SECURITIE

March 7, 2014 S-8 POS

- S-8 POS

S-8 POS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 To Form S-8 REGISTRATION STATEMENT NO. 333-114408 Form S-8 REGISTRATION STATEMENT NO. 333-114067 Form S-8 REGISTRATION STATEMENT NO. 333-105189 Form S-8 REGISTRATION STATEMENT NO. 333-33210 Post-Effective Amendment No. 2 To Form S-8 REGISTRATION STATEMENT NO. 333-44539 UNDER THE SECURITIE

March 7, 2014 S-8 POS

- S-8 POS

S-8 POS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Post-Effective Amendment No. 1 To Form S-8 REGISTRATION STATEMENT NO. 333-114408 Form S-8 REGISTRATION STATEMENT NO. 333-114067 Form S-8 REGISTRATION STATEMENT NO. 333-105189 Form S-8 REGISTRATION STATEMENT NO. 333-33210 Post-Effective Amendment No. 2 To Form S-8 REGISTRATION STATEMENT NO. 333-44539 UNDER THE SECURITIE

February 28, 2014 EX-3.1

AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TUFCO TECHNOLOGIES, INC.

EX-3.1 2 d683484dex31.htm EX-3.1 Exhibit 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF TUFCO TECHNOLOGIES, INC. I. The name of this corporation is Tufco Technologies, Inc. II. The address of the Corporation’s registered office in the State of Delaware is 2711 Centerville Road, Suite 400, Wilmington, Delaware, 19808, County of New Castle. The name of its registered agent at such address

February 28, 2014 EX-3.2

BYLAWS TUFCO TECHNOLOGIES, INC. (A DELAWARE CORPORATION) Table of Contents Page ARTICLE I OFFICES 1 Section 1. Registered Office 1 Section 2. Other Offices 1 ARTICLE II CORPORATE SEAL 1 Section 3. Corporate Seal 1 ARTICLE III STOCKHOLDERS’ MEETINGS 1

Exhibit 3.2 BYLAWS OF TUFCO TECHNOLOGIES, INC. (A DELAWARE CORPORATION) Table of Contents Page ARTICLE I OFFICES 1 Section 1. Registered Office 1 Section 2. Other Offices 1 ARTICLE II CORPORATE SEAL 1 Section 3. Corporate Seal 1 ARTICLE III STOCKHOLDERS’ MEETINGS 1 Section 4. Place of Meetings 1 Section 5. Annual Meeting 1 Section 6. Special Meetings 4 Section 7. Notice of Meetings 4 Section 8. Qu

February 28, 2014 8-K

Changes in Control of Registrant, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year, Entry into a Material Definitive Agreement, Material Modification to Rights of Security Holders, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Completion of Acquisition or Disposition of Assets

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): February 24, 2014 Tufco Technologies, Inc. (Exact name of registrant as specified in its charter) Delaware 0-21018 39-1723477 (State or other jurisdiction of incorporation) (Commissio

February 24, 2014 SC 14D9/A

- SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 5 to SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Tufco Technologies, Inc. (Name of Subject Company) Tufco Technologies, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securities) 8

February 24, 2014 EX-99.(A)(5)(3)

GRIFFIN HOLDINGS, LLC ANNOUNCES COMPLETION OF TENDER OFFER FOR OUTSTANDING SHARES OF TUFCO TECHNOLOGIES, INC.

Exhibit (a)(5)(3) GRIFFIN HOLDINGS, LLC ANNOUNCES COMPLETION OF TENDER OFFER FOR OUTSTANDING SHARES OF TUFCO TECHNOLOGIES, INC.

February 24, 2014 SC TO-T/A

- SC TO-T/A

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 6) TUFCO TECHNOLOGIES, INC. (Name of Subject Company) PACKERS ACQUISITION SUB, INC. (Offeror) TUFCO HOLDINGS, LLC (Parent of Offeror) GRIFFIN HOLDINGS, LLC (Owner of Outstanding Equity of Parent

February 18, 2014 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): February 14, 2014 Tufco Technologies, Inc.

February 18, 2014 EX-99

TUFCO TECHNOLOGIES, INC. ANNOUNCES FISCAL YEAR 2014 FIRST QUARTER RESULTS

Exhibit 99.1 Page 1 of 4 NEWS RELEASE For Immediate Release TUFCO TECHNOLOGIES, INC. ANNOUNCES FISCAL YEAR 2014 FIRST QUARTER RESULTS GREEN BAY, WI (February 14, 2014)-Tufco Technologies, Inc. (NASDAQ: TFCO), a leading provider of contract converting, printing, laminating and business imaging products, today announced that for the first quarter of fiscal year 2014, sales were $22,029,000, compared

February 14, 2014 10-Q

Quarterly Report - 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2013 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-21018 TUFCO TECHNOLOGIES, INC.

February 14, 2014 SC TO-T/A

- SC TO-T/A

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 5) TUFCO TECHNOLOGIES, INC. (Name of Subject Company) PACKERS ACQUISITION SUB, INC. (Offeror) TUFCO HOLDINGS, LLC (Parent of Offeror) GRIFFIN HOLDINGS, LLC (Owner of Outstanding Equity of Parent

February 14, 2014 EX-99.(A).(5).(2)

GRIFFIN HOLDINGS, LLC ANNOUNCES WAIVER OF FUNDING CONDITION AND FIVE-DAY EXTENSION OF TENDER OFFER FOR OUTSTANDING SHARES OF TUFCO TECHNOLOGIES, INC.

EX-99.(a).(5).(2) Exhibit (a)(5)(2) GRIFFIN HOLDINGS, LLC ANNOUNCES WAIVER OF FUNDING CONDITION AND FIVE-DAY EXTENSION OF TENDER OFFER FOR OUTSTANDING SHARES OF TUFCO TECHNOLOGIES, INC. Los Angeles, Calif., February 14, 2014 – Griffin Holdings, LLC (“Griffin”) announces today that it has waived the “Funding Condition” described in the Offer to Purchase in connection with the previously announced t

February 14, 2014 SC 14D9/A

- SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 4 to SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Tufco Technologies, Inc. (Name of Subject Company) Tufco Technologies, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securities) 8

February 7, 2014 EX-99.(A).(5).(1)

GRIFFIN HOLDINGS, LLC ANNOUNCES FIVE-DAY EXTENSION OF TENDER OFFER FOR OUTSTANDING SHARES OF TUFCO TECHNOLOGIES, INC.

EX-99.(a).(5).(1) Exhibit (a)(5)(1) GRIFFIN HOLDINGS, LLC ANNOUNCES FIVE-DAY EXTENSION OF TENDER OFFER FOR OUTSTANDING SHARES OF TUFCO TECHNOLOGIES, INC. Los Angeles, Calif., February 7, 2014 – Griffin Holdings, LLC (“Griffin”) announces today that it has extended by five business days the expiration date of the tender offer (the “Offer”) by its indirect wholly-owned subsidiary, Packers Acquisitio

February 7, 2014 SC TO-T/A

- SC TO-T/A

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 4) TUFCO TECHNOLOGIES, INC. (Name of Subject Company) PACKERS ACQUISITION SUB, INC. (Offeror) TUFCO HOLDINGS, LLC (Parent of Offeror) GRIFFIN HOLDINGS, LLC (Owner of Outstanding Equity of Parent

February 7, 2014 SC 14D9/A

- SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 3 to SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Tufco Technologies, Inc. (Name of Subject Company) Tufco Technologies, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securities) 8

February 5, 2014 SC TO-T/A

- SC TO-T/A

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 3) TUFCO TECHNOLOGIES, INC. (Name of Subject Company) PACKERS ACQUISITION SUB, INC. (Offeror) TUFCO HOLDINGS, LLC (Parent of Offeror) GRIFFIN HOLDINGS, LLC (Owner of Outstanding Equity of Parent

January 30, 2014 SC TO-T/A

- SC TO-T/A

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 2) TUFCO TECHNOLOGIES, INC. (Name of Subject Company) PACKERS ACQUISITION SUB, INC. (Offeror) TUFCO HOLDINGS, LLC (Parent of Offeror) GRIFFIN HOLDINGS, LLC (Owner of Outstanding Equity of Parent

January 29, 2014 EX-99.E.18

IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE KYUNG CHUL LEE, on behalf of himself and all ) others similarly situated, ) ) Civil Action No. Plaintiff, ) v. ) ) ) TUFCO TECHNOLOGIES, INC., JAMES F. ) ROBINSON, ROBERT J. SIMON, SAMUEL J. ) BERO, C

EX-99.E.18 Exhibit (e)(18) EFiled: Jan 21 2014 11:11AM EST Transaction ID 54873438 Case No. 9267- IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE KYUNG CHUL LEE, on behalf of himself and all ) others similarly situated, ) ) Civil Action No. Plaintiff, ) v. ) ) ) TUFCO TECHNOLOGIES, INC., JAMES F. ) ROBINSON, ROBERT J. SIMON, SAMUEL J. ) BERO, C. HAMILTON DAVISON, BRIAN ) KELLY, WILLIAM R. ZIEMEN

January 29, 2014 SC 14D9/A

- SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 2 to SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Tufco Technologies, Inc. (Name of Subject Company) Tufco Technologies, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securities) 8

January 21, 2014 EX-99.E.16

IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE KENNETH BODENSTEIN, on behalf of himself ) and all others similarly situated, ) ) Plaintiff, ) ) v. ) Civil Action No. ) TUFCO TECHNOLOGIES, INC., JAMES F. ) ROBINSON, ROBERT J. SIMON, SAMUEL J. ) BER

EX-99.E.16 Exhibit (e)(16) EFiled: Jan 13 2014 04:30PM EST Transaction ID 54837225 Case No. 9245- IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE KENNETH BODENSTEIN, on behalf of himself ) and all others similarly situated, ) ) Plaintiff, ) ) v. ) Civil Action No. ) TUFCO TECHNOLOGIES, INC., JAMES F. ) ROBINSON, ROBERT J. SIMON, SAMUEL J. ) BERO, C. HAMILTON DAVISON, BRIAN ) KELLY, WILLIAM R. ZI

January 21, 2014 SC 14D9/A

- SC 14D9/A

SC 14D9/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Amendment No. 1 to SCHEDULE 14D-9 SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Tufco Technologies, Inc. (Name of Subject Company) Tufco Technologies, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securities) 8

January 21, 2014 SC 13G

TFCO / Tufco Technologies Inc / AB Value Management LLC Passive Investment

SC 13G 1 sch13gtfco.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No.)* Tufco Technologies, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 899040109 (CUSIP Number) January 8, 2014 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo

January 21, 2014 SC TO-T/A

- SC TO-T/A

SC TO-T/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 (Amendment No. 1) TUFCO TECHNOLOGIES, INC. (Name of Subject Company) PACKERS ACQUISITION SUB, INC. (Offeror) TUFCO HOLDINGS, LLC (Parent of Offeror) GRIFFIN HOLDINGS, LLC (Owner of Outstanding Equity of Parent

January 21, 2014 EX-99.E.17

IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE JACK WILKINSON, individually and on ) behalf of all others similarly situated, ) ) Plaintiff, ) ) v. ) C.A. No. ) TUFCO TECHNOLOGIES, INC., ROBERT ) SIMON, JAMES F. ROBINSON, SAMUEL J. ) BERO, C. HAMI

EX-99.E.17 3 d661778dex99e17.htm EX-99.E.17 Exhibit (e)(17) EFiled: Jan 14 2014 05:26PM EST Transaction ID 54846198 Case No. 9251- IN THE COURT OF CHANCERY OF THE STATE OF DELAWARE JACK WILKINSON, individually and on ) behalf of all others similarly situated, ) ) Plaintiff, ) ) v. ) C.A. No. ) TUFCO TECHNOLOGIES, INC., ROBERT ) SIMON, JAMES F. ROBINSON, SAMUEL J. ) BERO, C. HAMILTON DAVISON JR., )

January 21, 2014 EX-1

JOINT FILING AGREEMENT

EX-1 2 jointfilingagreement.htm Exhibit 99.1 JOINT FILING AGREEMENT In accordance with Rule 13d-1(k)(1)(iii) under the Securities Exchange Act of 1934, as amended, the persons named below agree to the joint filing on behalf of each of them of a Statement on Schedule 13G dated January 17, 2014 (including amendments thereto) with respect to the Common Stock of Tufco Technologies, Inc. This Joint Fil

January 9, 2014 EX-99.(A)(1)(I)

Offer to Purchase for Cash All Outstanding Shares of Common Stock TUFCO TECHNOLOGIES, INC. $6.07 Net Per Share PACKERS ACQUISITION SUB, INC., an indirect wholly-owned subsidiary of GRIFFIN HOLDINGS, LLC THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT

Table of Contents Exhibit (a)(1)(i) Offer to Purchase for Cash All Outstanding Shares of Common Stock of TUFCO TECHNOLOGIES, INC.

January 9, 2014 EX-99.(D)(4)

COMMITMENT LETTER Griffin Holdings, LLC 2121 Avenue of the Stars, Suite 2575 Los Angeles, California 90067 December 20, 2013

Exhibit (d)(4) EXECUTION COPY COMMITMENT LETTER Griffin Holdings, LLC 2121 Avenue of the Stars, Suite 2575 Los Angeles, California 90067 December 20, 2013 TO: Packers Acquisition Sub, Inc.

January 9, 2014 EX-99.(A)(1)(V)

Offer to Purchase for Cash All Outstanding Shares of Common Stock TUFCO TECHNOLOGIES, INC. $6.07 Net Per Share in Cash PACKERS ACQUISITION SUB, INC. an indirect wholly-owned subsidiary of GRIFFIN HOLDINGS, LLC

EX-99.(A)(1)(V) 6 d652253dex99a1v.htm EX-99.(A)(1)(V) Exhibit (a)(1)(v) Offer to Purchase for Cash All Outstanding Shares of Common Stock of TUFCO TECHNOLOGIES, INC. at $6.07 Net Per Share in Cash by PACKERS ACQUISITION SUB, INC. an indirect wholly-owned subsidiary of GRIFFIN HOLDINGS, LLC THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY ON F

January 9, 2014 EX-99.(A)(1)(IV)

Offer to Purchase for Cash All Outstanding Shares of Common Stock TUFCO TECHNOLOGIES, INC. $6.07 Net Per Share in Cash PACKERS ACQUISITION SUB, INC. an indirect wholly-owned subsidiary of GRIFFIN HOLDINGS, LLC

EX-99.(A)(1)(IV) 5 d652253dex99a1iv.htm EX-99.(A)(1)(IV) Exhibit (a)(1)(iv) Offer to Purchase for Cash All Outstanding Shares of Common Stock of TUFCO TECHNOLOGIES, INC. at $6.07 Net Per Share in Cash by PACKERS ACQUISITION SUB, INC. an indirect wholly-owned subsidiary of GRIFFIN HOLDINGS, LLC THE OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 12:00 MIDNIGHT, NEW YORK CITY TIME, AT THE END OF THE DAY

January 9, 2014 SC 14D9

- SC 14D9

SC 14D9 Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

January 9, 2014 EX-99.(A)(1)(III)

Notice of Guaranteed Delivery For Tender of Shares of Common Stock TUFCO TECHNOLOGIES, INC. $6.07 Net Per Share in Cash Pursuant to the Offer to Purchase dated January 9, 2014 PACKERS ACQUISITION SUB, INC. an indirect wholly-owned subsidiary of GRIFF

Exhibit (a)(1)(iii) Notice of Guaranteed Delivery For Tender of Shares of Common Stock of TUFCO TECHNOLOGIES, INC.

January 9, 2014 EX-99.(A)(1)(VI)

Notice of Offer to Purchase All Outstanding Shares of Common Stock TUFCO TECHNOLOGIES, INC. $6.07 Per Share, Net in Cash, Pursuant to the Offer to Purchase dated January 9, 2014 PACKERS ACQUISITION SUB, INC. an indirect wholly-owned subsidiary of GRI

EX-99.(A)(1)(VI) 7 d652253dex99a1vi.htm EX-99.(A)(1)(VI) Exhibit (a)(1)(vi) Summary Advertisement This announcement is neither an offer to purchase nor a solicitation of an offer to sell Shares (as defined below). The Offer (as defined below) is made solely pursuant to the Offer to Purchase, dated January 9, 2014, and the related Letter of Transmittal, and any amendments or supplements to such Off

January 9, 2014 SC TO-T

- SC TO-T

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE TO Tender Offer Statement Under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 TUFCO TECHNOLOGIES, INC. (Name of Subject Company) PACKERS ACQUISITION SUB, INC. (Offeror) TUFCO HOLDINGS, LLC (Parent of Offeror) GRIFFIN HOLDINGS, LLC (Owner of Outstanding Equity of Parent) (Names of Filing Persons)

January 9, 2014 EX-99.(D)(3)

MESIROW FINANCIAL, INC. 353 North Clark Street Chicago, IL 60654 Fax: (312) 595-7980

Exhibit (d)(3) PERSONAL AND CONFIDENTIAL May 9, 2012 Griffin Holdings, LLC C/O Mr.

January 9, 2014 EX-99.(A)(1)(II)

Letter of Transmittal to Tender Shares of Common Stock TUFCO TECHNOLOGIES, INC. $6.07 per share in Cash Pursuant to the Offer to Purchase dated January 9, 2014 PACKERS ACQUISITION SUB, INC. an indirect wholly-owned subsidiary of GRIFFIN HOLDINGS, LLC

Exhibit (a)(1)(ii) Letter of Transmittal to Tender Shares of Common Stock of TUFCO TECHNOLOGIES, INC.

January 9, 2014 EX-99.(B)

December 20, 2013

Exhibit (b) December 20, 2013 Griffin Holdings, LLC 2121 Avenue of the Stars Suite 2575 Los Angeles, California 90067 Attention: Shaun Gabbay Re: Commitment Letter Ladies and Gentlemen: You have requested that JPMorgan Chase Bank, N.

January 9, 2014 EX-99.E.12

INDEMNIFICATION AGREEMENT

Exhibit (e) (12) INDEMNIFICATION AGREEMENT THIS INDEMNIFICATION AGREEMENT (“Agreement”) is made this [ ] day of [ ], 2013 between Tufco Technologies, Inc.

January 9, 2014 EX-99.E.7

TERMINATION AGREEMENT

EX-99.E.7 2 d656455dex99e7.htm EX-99.E.7 Exhibit (e)(7) TERMINATION AGREEMENT Reference is hereby made to that certain Agreement and Plan of Merger, dated as of December 20, 2013 (the “Agreement”), by and among Tufco Technologies, Inc., a Delaware corporation (the “Company”), Tufco Holdings, LLC, a Delaware corporation (“Parent”), and Packers Acquisition Sub, Inc., a Delaware corporation (“Acquisi

January 9, 2014 EX-99.(D)(5)

LIMITED GUARANTEE

EX-99.(D)(5) 11 d652253dex99d5.htm EX-99.(D)(5) Exhibit (d)(5) EXECUTION COPY LIMITED GUARANTEE Limited Guarantee, dated as of December 20, 2013 (this “Limited Guarantee”), by Griffin Holdings, LLC, a New York limited liability company (the “Guarantor”), in favor of Tufco Technologies, Inc., a Delaware corporation (the “Company”). 1. GUARANTEE. To induce the Company to enter into the Agreement and

January 2, 2014 8-K

Current Report

8-K 1 tfco-8k20131220.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 31, 2013 Tufco Technologies, Inc. (Exact name of Registrant as specified in its charter) Delaware (State or Other Jurisdiction of Incorporati

January 2, 2014 EX-99

TUFCO TECHNOLOGIES, INC. ANNOUNCES FISCAL YEAR 2013 FOURTH QUARTER AND FISCAL YEAR 2013 RESULTS

EX-99 2 tfco-ex99120131220128.htm EX-99.1 NEWS RELEASE Exhibit 99.1 For Immediate Release TUFCO TECHNOLOGIES, INC. ANNOUNCES FISCAL YEAR 2013 FOURTH QUARTER AND FISCAL YEAR 2013 RESULTS GREEN BAY, WI (December 31, 2013)-Tufco Technologies, Inc. (NASDAQ: TFCO), a leading provider of contract wet and dry wipes converting in North America and a provider of specialty printing services and business ima

December 31, 2013 NT 10-K

- NT 10-K

NT 10-K OMB APPROVAL OMB Number: 3235-0058 Expires: August 31, 2015 Estimated average burden hours per response 2.

December 31, 2013 10-K

Annual Report - 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K þ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended September 30, 2013 or ¨ Transition Report Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934 For the transition period from to . Commission file number 0-21018 TUFCO TECHNOLOGIES, INC.

December 27, 2013 EX-10.1

TENDER AND VOTING AGREEMENT

Exhibit 10.1 EXECUTION COPY TENDER AND VOTING AGREEMENT THIS TENDER AND VOTING AGREEMENT (this “Agreement”) is made and entered into as of December 20, 2013, by and between TUFCO HOLDINGS, LLC, a Delaware limited liability company (“Parent”), PACKERS ACQUISITION SUB, INC., a Delaware corporation and a wholly-owned subsidiary of Parent (“Acquisition Sub”), and Bradford Venture Partners, L.P. (“Stoc

December 27, 2013 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events - 8-K

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): December 20, 2013 Tufco Technologies, Inc. (Exact name of registrant as specified in its charter) Delaware 0-21018 39-1723477 (State or other jurisdiction of incorporation) (Commi

December 27, 2013 EX-2.1

AGREEMENT AND PLAN OF MERGER TUFCO HOLDINGS, LLC, a Delaware limited liability company; PACKERS ACQUISITION SUB, INC., a Delaware corporation; and TUFCO TECHNOLOGIES, INC., a Delaware corporation Dated as of December 20, 2013 AGREEMENT AND PLAN OF ME

EX-2.1 Exhibit 2.1 EXECUTION COPY AGREEMENT AND PLAN OF MERGER among: TUFCO HOLDINGS, LLC, a Delaware limited liability company; PACKERS ACQUISITION SUB, INC., a Delaware corporation; and TUFCO TECHNOLOGIES, INC., a Delaware corporation Dated as of December 20, 2013 AGREEMENT AND PLAN OF MERGER THIS AGREEMENT AND PLAN OF MERGER (“Agreement”) is made and entered into as of December 20, 2013, by and

December 26, 2013 EX-10

SIXTH AMENDMENT FIRST AMENDED AND RESTATED CREDIT AGREEMENT

Exhibit 10.1 SIXTH AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT This Sixth Amendment to the First Amended and Restated Credit Agreement ("Amendment") is made as of the 20th23rd day of December, 2013 by and between Tufco, L.P. ("Borrower"), Tufco Technologies, Inc. ("Parent") and JPMorgan Chase Bank, N.A. ("Bank"). RECITALS The parties entered into a First Amended and Restated Credit Ag

December 26, 2013 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Event Reported: December 20, 2013 Tufco Technologies, Inc.

December 23, 2013 SC14D9C

- SC14D9C

SC14D9C UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14D-9C SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4) OF THE SECURITIES EXCHANGE ACT OF 1934 Tufco Technologies, Inc. (Name of Subject Company) Tufco Technologies, Inc. (Names of Persons Filing Statement) COMMON STOCK, PAR VALUE $0.01 PER SHARE (Title of Class of Securities) 899040109 (CUSIP Numb

September 30, 2013 EX-10

- EX-10.1

Exhibit 10.1 EMPLOYMENT AGREEMENT This agreement (“Agreement”) is made as of the 1st day of October, 2013 between Tufco Technologies, Inc., a Delaware corporation (“Tufco”), and Tim Splittgerber (the “Employee”). RECITALS Tufco desires to employ the Employee and the Employee desires to become an employee of Tufco, upon the terms and conditions hereinafter set forth. WITNESSETH: NOW, THEREFORE, in

September 30, 2013 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Event Reported: September 30, 2013 Tufco Technologies, Inc.

August 15, 2013 8-K

- FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 13, 2013 Tufco Technologies, Inc.

August 15, 2013 EX-99

TUFCO TECHNOLOGIES, INC. ANNOUNCES FISCAL YEAR 2013 THIRD QUARTER AND FIRST NINE MONTHS RESULTS

Exhibit 99.1 Page 1 of 4 NEWS RELEASE For Immediate Release TUFCO TECHNOLOGIES, INC. ANNOUNCES FISCAL YEAR 2013 THIRD QUARTER AND FIRST NINE MONTHS RESULTS GREEN BAY, WI (August 13, 2013)—Tufco Technologies, Inc. (NASDAQ: TFCO), a leading provider of contract wet and dry wipes converting in North America and a provider of specialty printing services and business imaging products, today announced t

July 26, 2013 8-K

- FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Event Reported: July 24, 2013 Tufco Technologies, Inc.

June 24, 2013 8-K

- FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Event Reported: June 24, 2013 Tufco Technologies, Inc.

June 24, 2013 EX-10

FIFTH AMENDMENT FIRST AMENDED AND RESTATED CREDIT AGREEMENT

Exhibit 10.1 FIFTH AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT This Fifth Amendment to the First Amended and Restated Credit Agreement (“Amendment”) is made as of the 24th day of June, 2013 by and between Tufco, L.P. (“Borrower”), Tufco Technologies, Inc. (“Parent”) and JPMorgan Chase Bank, N.A. (“Bank”). RECITALS The parties entered into a First Amended and Restated Credit Agreement

June 18, 2013 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Event Reported: June 14, 2013 Tufco Technologies, Inc.

May 15, 2013 EX-99

TUFCO TECHNOLOGIES, INC. ANNOUNCES FISCAL YEAR 2013 SECOND QUARTER AND FIRST SIX MONTHS RESULTS

Exhibit 99.1 NEWS RELEASE For Immediate Release TUFCO TECHNOLOGIES, INC. ANNOUNCES FISCAL YEAR 2013 SECOND QUARTER AND FIRST SIX MONTHS RESULTS GREEN BAY, WI (May 14, 2013)—Tufco Technologies, Inc. (NASDAQ: TFCO), a leading provider of branded contract wet and dry wipes converting in North America and a provider of specialty printing services and business imaging products, today announced that fis

May 15, 2013 8-K

- 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 14, 2013 Tufco Technologies, Inc.

April 19, 2013 DEF 14A

- DEF 14A

DEF 14A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

February 15, 2013 8-K

- FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): February 13, 2013 Tufco Technologies, Inc.

February 15, 2013 EX-99.1

TUFCO TECHNOLOGIES, INC. ANNOUNCES FISCAL YEAR 2013 FIRST QUARTER

Exhibit 99.1 NEWS RELEASE For Immediate Release TUFCO TECHNOLOGIES, INC. ANNOUNCES FISCAL YEAR 2013 FIRST QUARTER EARNINGS GREEN BAY, WI (February 13, 2013)—Tufco Technologies, Inc. (NASDAQ: TFCO), a leading provider of contract converting, printing, laminating and business imaging products, today announced that for the first quarter of fiscal year 2013, sales were $28,348,000, an increase of 10%

December 20, 2012 EX-99.1

TUFCO TECHNOLOGIES, INC. ANNOUNCES FISCAL YEAR 2012 FOURTH QUARTER AND FISCAL YEAR 2012 RESULTS; COMMENTS ON OUTLOOK

EX-99.1 2 d456845dex991.htm EX-99.1 Exhibit 99.1 NEWS RELEASE For Immediate Release TUFCO TECHNOLOGIES, INC. ANNOUNCES FISCAL YEAR 2012 FOURTH QUARTER AND FISCAL YEAR 2012 RESULTS; COMMENTS ON OUTLOOK GREEN BAY, WI (December 18, 2012)—Tufco Technologies, Inc. (NASDAQ: TFCO), a leading provider of contract converting, printing, laminating and business imaging products, today announced that for the

December 20, 2012 8-K

Current Report

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): December 18, 2012 Tufco Technologies, Inc.

August 10, 2012 8-K

Current Report

8-K 1 d394137d8k.htm FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 8, 2012 Tufco Technologies, Inc. (Exact name of Registrant as specified in its charter) Delaware 0-21018 39-1723477 (State or Other Jurisdiction of

August 10, 2012 EX-99.1

TUFCO TECHNOLOGIES, INC. ANNOUNCES FISCAL YEAR 2012 THIRD QUARTER AND FIRST NINE MONTHS RESULTS

Press Release Exhibit 99.1 NEWS RELEASE For Immediate Release TUFCO TECHNOLOGIES, INC. ANNOUNCES FISCAL YEAR 2012 THIRD QUARTER AND FIRST NINE MONTHS RESULTS GREEN BAY, WI (August 8, 2012)—Tufco Technologies, Inc. (NASDAQ: TFCO), a leading North American provider of contract converting, printing, laminating and business imaging products, today announced that fiscal year 2012 third quarter sales we

August 2, 2012 EX-10.1

FOURTH AMENDMENT FIRST AMENDED AND RESTATED CREDIT AGREEMENT

EX-10.1 Exhibit 10.1 FOURTH AMENDMENT TO FIRST AMENDED AND RESTATED CREDIT AGREEMENT This Fourth Amendment to the First Amended and Restated Credit Agreement (“Amendment”) is made as of the 31st day of July, 2012 by and between Tufco, L.P. (“Borrower”), Tufco Technologies, Inc. (“Parent”) and JPMorgan Chase Bank, N.A. (“Bank”). RECITALS The parties entered into a First Amended and Restated Credit

August 2, 2012 8-K

- FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Event Reported: July 31, 2012 Tufco Technologies, Inc.

May 30, 2012 8-K

- FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Event Reported: May 23, 2012 Tufco Technologies, Inc.

May 17, 2012 8-K

- FORM 8-K

Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): May 15, 2012 Tufco Technologies, Inc.

May 17, 2012 EX-99.1

TUFCO TECHNOLOGIES, INC. ANNOUNCES FISCAL YEAR 2012 SECOND QUARTER AND FIRST SIX MONTHS RESULTS

EX-99.1 2 d354290dex991.htm EX-99.1 Exhibit 99.1 NEWS RELEASE For Immediate Release TUFCO TECHNOLOGIES, INC. ANNOUNCES FISCAL YEAR 2012 SECOND QUARTER AND FIRST SIX MONTHS RESULTS GREEN BAY, WI (May 15, 2012)—Tufco Technologies, Inc. (NASDAQ: TFCO), a leading provider of branded contract wet and dry wipes converting in North America and a provider of specialty printing services and business imagin

April 6, 2012 8-K

- FORM 8-K

FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Event Reported: April 3, 2012 Tufco Technologies, Inc.

April 6, 2012 EX-10.1

COMMERCIAL SECURITY AGREEMENT

EX-10.1 Exhibit 10.1 COMMERCIAL SECURITY AGREEMENT THIS COMMERCIAL SECURITY AGREEMENT is entered into by Tufco, L.P., 3161 S. Ridge Road, Green Bay, Wisconsin 54313 (referred to below as “Grantor”) for the benefit of JPMorgan Chase Bank, N.A., 200 W. College Avenue, Appleton, Wisconsin 54911 (referred to below as “Lender”). For valuable consideration, Grantor grants to Lender a security interest i

March 30, 2012 DEF 14A

- DEFINITIVE PROXY STATEMENT

Definitive Proxy Statement UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

February 16, 2012 8-K

Current Report

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): February 14, 2012 Tufco Technologies, Inc. (Exact name of registrant as specified in its charter) Delaware 0-21018 39-1723477 (State or other jurisdiction of incorporation) (Commissio

February 16, 2012 EX-99

TUFCO TECHNOLOGIES, INC. ANNOUNCES FISCAL YEAR 2012 FIRST QUARTER RESULTS

Exhibit 99.1 Exhibit 99.1 NEWS RELEASE For Immediate Release TUFCO TECHNOLOGIES, INC. ANNOUNCES FISCAL YEAR 2012 FIRST QUARTER RESULTS GREEN BAY, WI (February 14, 2012)—Tufco Technologies, Inc. (NASDAQ: TFCO), a leading North American manufacturer of wet and dry wipes, and provider of specialty printing services and business imaging products, today announced that its sales for the first quarter of

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