-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, G1I2yBH3aMhlCG3IA8ksxmzfmRa0w4BPQHd2Ix96Mj551U6AzVBLerLbhrmMGQZt JDbcq/SBD4HEG+eN3x0lXg== 0000895527-98-000082.txt : 19980817 0000895527-98-000082.hdr.sgml : 19980817 ACCESSION NUMBER: 0000895527-98-000082 CONFORMED SUBMISSION TYPE: 424B3 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19980814 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNIFI INC CENTRAL INDEX KEY: 0000100726 STANDARD INDUSTRIAL CLASSIFICATION: TEXTILE MILL PRODUCTS [2200] IRS NUMBER: 112165495 STATE OF INCORPORATION: NY FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 424B3 SEC ACT: SEC FILE NUMBER: 333-40531 FILM NUMBER: 98690887 BUSINESS ADDRESS: STREET 1: 7201 WEST FRIENDLY RD STREET 2: P O BOX 19109 CITY: GREENSBORO STATE: NC ZIP: 27419-9109 BUSINESS PHONE: 9192944410 MAIL ADDRESS: STREET 1: P O BOX 19109 CITY: GREENSBORO STATE: NC ZIP: 24719-9109 FORMER COMPANY: FORMER CONFORMED NAME: AUTOMATED ENVIRONMENTAL SYSTEMS INC DATE OF NAME CHANGE: 19720906 424B3 1 Filed Under Rule 424(b)(3) Registration No. 333-40531 SUPPLEMENT DATED AUGUST 14, 1998 To the Prospectus, dated December 17, 1997, of UNIFI, INC. 561,873 SHARES COMMON STOCK ___________________ The information in this Prospectus Supplement concerning the Selling Shareholders replaces the information set forth under the caption "Selling Shareholders" in the Prospectus, dated December 17, 1997 (the "Prospectus"), of Unifi, Inc. ("Unifi") relating to the registration of 561,873 shares of Unifi Common Stock (the "Shares"). The following information should be read in conjunction with the information contained elsewhere in the Prospectus. Capitalized terms used and not defined herein shall have the meanings given to them in the Prospectus. SELLING SHAREHOLDERS The Selling Shareholders, listed below, acquired the Shares in exchange for shares of SI Holding, which was acquired by Unifi in a merger transaction consummated on November 14, 1997. The offer and sale of the Shares was exempt from registration under the Securities Act pursuant to Section 4(2) thereof. The Company has registered the Shares for resale by the Selling Shareholders. The following table sets forth, as of the date hereof, the names of the Selling Shareholders, the shares of Common Stock owned by each of the Selling Shareholders, the shares of Common Stock to be offered from time to time by each of them, and the shares of Common Stock to be owned by each of the Selling Shareholders after completion of this offering. The information concerning the Selling Shareholders may change from time to time, and any such changed information will be set forth in supplements to this Prospectus if and when necessary. The Company is not aware of any agreements, arrangements or understandings with respect to the sale of any of the Shares. The Shares are being registered to permit public secondary trading of the Shares, and the Selling Shareholders may offer the Shares for resale from time to time. Except as provided below, none of the Selling Shareholders has had a material relationship with Unifi within the past three years other than as a result of the acquisition and ownership of the Shares. See "Plan of Distribution." Shares Shares to be Selling Shareholder Shares Owned(1) being Offered(2) Owned After Sale - ------------------- --------------- ---------------- ---------------- Lamar Beach (3)(10) 152,545 152,545 0 Gladys C. Beach (3)(10) 152,545 152,545 0 The Lamar Beach Charitable Trust U/A/D 6/26/98, North Carolina Trust Company, Trustee 14,500 14,500 0 Beach Family Foundation 14,500 14,500 0 Beach Partners, LP (10) 250,782 250,782 0 Jeffrey L. Beach (4)(10) 20,000 20,000 0 Mary Beach (4) 20,000 20,000 0 Jeffrey L. Beach U/A/D 2/28/92, Hugh F. Beckwith, Jr., Trustee 20,000 20,000 0 Melanie B. Abbott(5)(10) 16,953 16,953 0 Charles Abbott (5) 16,953 16,953 0 Melanie Beach Abbott U/A/D 2/28/92, Hugh F. Beckwith, Jr., Trustee 18,485 18,485 0 Hugh F. Beckwith, Jr.(6) 39,954 39,954 0 Wheat, First Securities, Inc., FBO Hugh F. Beckwith, Jr. 1,469 1,469 0 Fred A. Williams (7) 4,897 4,897 0 Donaldson, Lufkin & Jenrette Securities Corporation, FBO Fred A. Williams 979 979 0 Craig Macnab (8) 11,049 11,049 0 J.C. Bradford & Co. Retirement Accumulation Plan, A/C Craig Macnab 2,449 2,449 0 MacNeil Advisors 2,449 2,449 0 George R. Perkins, Jr.(9) 938,644 1,763 936,881 - ----------------------- (1) Beneficial ownership is determined in accordance with the rules of the Commission and generally includes voting or investment power with respect to securities. Except as indicated in the footnotes to this table, the persons named in the table have sole voting and investment power with respect to all of the Shares beneficially owned. (2) Assumes that each Selling Shareholder will sell all of the Shares, although there can be no assurance that any or all of such Shares will be sold. (3) Includes 143,398 Shares owned directly by Lamar Beach and 9,147 Shares owned directly by Gladys C. Beach, wife of Lamar Beach. (4) Owned jointly by Jeffrey L. Beach and his wife Mary Beach. (5) Includes 12,436 Shares owned directly by Melanie B. Abbott and 4,517 Shares owned directly by Charles Abbott, the husband of Melanie B. Abbott. (6) Includes 1,469 Shares owned by Wheat, First Securities, Inc., FBO Hugh F. Beckwith, Jr., 20,000 Shares owned by Jeffrey L. Beach, U/A/D 2/28/92, Hugh F. Beckwith, Jr., Trustee (as to which Mr. Beckwith as Trustee has sole investment and voting power) and 18,485 Shares owned by Melanie Beach Abbott U/A/D 2/28/92, Hugh F. Beckwith, Jr., Trustee (as to which Mr. Beckwith as Trustee has sole investment and voting power). (7) Includes 3,918 Shares owned directly by Fred A. Williams and 979 Shares owned directly by Donaldson, Lufkin & Jenrette Securities Corporation, FBO Fred A. Williams. (8) Includes 6,151 Shares owned directly by Craig Macnab, 2,449 Shares owned directly by J.C. Bradford & Co., Retirement Accumulation Plan, A/C Craig Macnab and 2,449 Shares owned by MacNeil Advisors, as to which Mr. Macnab disclaims beneficial ownership. (9) Mr. Perkins resigned in 1996 as a director and Senior Vice-President of Unifi. (10) Beach Partners, L.P., a North Carolina limited partnership consists of Lamar Beach and the 1997 Beach Family Trust, Hugh F. Beckwith, Jr., Trustee, as the limited partners and Beach Management, LLC, a North Carolina limited liability company as the sole general partner. Lamar Beach, Jeffrey L. Beach, Melanie B. Abbott and Gladys C. Beach are the members of Beach Management, LLC. -----END PRIVACY-ENHANCED MESSAGE-----