-----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, Gtk20JZRWTsoIQEbbh6rlkv0GzaZyyWAl2ZATmD+h5gAzKHpdW+utNNj18bqFVOQ GjxzVQsQ1PsF/ZtchNsOxA== 0001047469-03-026201.txt : 20030805 0001047469-03-026201.hdr.sgml : 20030805 20030805095718 ACCESSION NUMBER: 0001047469-03-026201 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030805 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030805 FILER: COMPANY DATA: COMPANY CONFORMED NAME: EURAMAX INTERNATIONAL PLC CENTRAL INDEX KEY: 0001026743 STANDARD INDUSTRIAL CLASSIFICATION: SHEET METAL WORK [3444] IRS NUMBER: 981066997 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-05978 FILM NUMBER: 03822415 BUSINESS ADDRESS: STREET 1: 5445 TRIANGLE PARKWAY STREET 2: SUITE 350 CITY: NORCROSS STATE: GA ZIP: 30092 BUSINESS PHONE: 7704497066 MAIL ADDRESS: STREET 1: 5535 TRIANGLE PKWY CITY: NORCROSS STATE: GA ZIP: 30092 8-K 1 a2116099z8-k.htm FORM 8-K
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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 5, 2003

Commission file number 333-05978

EURAMAX INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation or organization)
  58-2502320
(I.R.S. Employer Identification No.)

5445 Triangle Parkway, Suite 350,
Norcross, Georgia
(Address of principal executive offices)

 

30092
(Zip Code)

Registrant's telephone number, including area code 770-449-7066





Item 5. Other Events

        On July 29, 2003, Euramax International, Inc. announced that, as part of its previously announced tender offer and consent solicitation in regards to all of the outstanding 111/4% senior subordinated notes due 2006 issued by Euramax International Limited, Euramax European Holdings Limited and Euramax European Holdings B.V., it has received the valid consents from record holders of more than a majority of the outstanding principal amount of the notes. A copy of the press release is attached as Exhibit 99.1 to this report.


Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.

(c)
Exhibits.

99.1
Press Release of Euramax International, Inc. dated July 29, 2003.

2



SIGNATURES

        Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

    EURAMAX INTERNATIONAL, INC.

Signature

 

Title


 

Date


 

 

 

 

 
/s/  R. SCOTT VANSANT      
R. Scott Vansant
  Chief Financial Officer and Secretary   August 5, 2003

3



Exhibit Index

Exhibit

  Description
Exhibit 99.1   Press release issued July 29, 2003 by Euramax International, Inc.

4




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SIGNATURES
Exhibit Index
EX-99.1 3 a2116099zex-99_1.htm EXHIBIT 99.1
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Exhibit 99.1

For further information, contact:
J. David Smith or R. Scott Vansant


EURAMAX ANNOUNCES WITHDRAWAL DEADLINE

Norcross, Georgia (July 29, 2003)—Euramax International, Inc. announced today that, as part of its previously announced tender offer and consent solicitation in regards to all of the outstanding 111/4% senior subordinated notes due 2006 issued by Euramax International Limited, Euramax European Holdings Limited, and Euramax European Holdings, B.V., it has received the valid consents from record holders of more than a majority of the outstanding principal amount of the notes. Accordingly, as provided in the Offer to Purchase and Consent Solicitation Statement dated July 10, 2003 and the related Consent and Letter of Transmittal, we hereby announce that the "Withdrawal Deadline" has occurred and you may no longer withdraw your consent, and any tenders received after this press release may not be withdrawn.

UBS Securities LLC is the sole lead dealer manager, Banc of America Securities is the co-manager, JPMorgan Chase Bank is the depositary and D.F. King & Co., Inc. is the information agent for the tender offer and consent solicitation. Note holders' requests for documentation should be directed to D.F. King & Co., Inc. at (212) 269-5550 (for banks and brokers, call collect) or toll-free at (800) 431-9643. Questions regarding the transaction should be directed to UBS Securities LLC at (800) 722-9555, ext. 8035.

The offer to purchase notes and consent solicitation are being made solely by the Offer to Purchase and Consent Solicitation Statement dated July 10, 2003 and the related Consent and Letter of Transmittal, as they may be supplemented or amended, which set forth the complete terms of the tender offer and consent solicitation.

Euramax is a leading international producer of aluminum, steel, vinyl and fiberglass products for original equipment manufacturers, distributors, contractors and home centers in North America and Western Europe.


Note regarding forward-looking statements: Statements made by Euramax, which are not historical facts, are forward looking statements that involve risks and uncertainties. Statements including the words "anticipate," "expect," "project," "may," "intend," "foresee," "believe," and "feel," also indicate forward looking statements that involve risks and uncertainties. Actual results could differ materially from those expressed or implied in forward-looking statements. Important factors that could cause financial performance to differ materially from past results and from those expressed or implied in this press release include, without limitation, the risks of doing business in multiple jurisdictions, impact of environmental regulations, dependence on key personnel, risks of business acquisitions, availability of financing, competition, ability to manage growth, loss of customers, the price and availability of raw materials, and a variety of other factors. For further information on these and other risks, see the "Risk Factors" section of the Company's Report on Form 10-K for the year ended December 27, 2002.




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EURAMAX ANNOUNCES WITHDRAWAL DEADLINE
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