-----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, A8kP3NtsBPrkk6FJWh7dujC24qluBhxzVBkrDmR9X4lAeAEioXllTAQ2s7Dby4Nw zLV0A2C+ccGDi922nt9zCw== 0001157523-06-000516.txt : 20060123 0001157523-06-000516.hdr.sgml : 20060123 20060123163218 ACCESSION NUMBER: 0001157523-06-000516 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060123 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060123 DATE AS OF CHANGE: 20060123 FILER: COMPANY DATA: COMPANY CONFORMED NAME: QUAKER FABRIC CORP /DE/ CENTRAL INDEX KEY: 0000103341 STANDARD INDUSTRIAL CLASSIFICATION: BROADWOVEN FABRIC MILS, MAN MADE FIBER & SILK [2221] IRS NUMBER: 041933106 STATE OF INCORPORATION: DE FISCAL YEAR END: 0102 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-07023 FILM NUMBER: 06543900 BUSINESS ADDRESS: STREET 1: 941 GRINNELL ST. CITY: FALL RIVER STATE: MA ZIP: 02721 BUSINESS PHONE: 5086781951 MAIL ADDRESS: STREET 1: 941 GRINNELL ST CITY: FALL RIVER STATE: MA ZIP: 02721 FORMER COMPANY: FORMER CONFORMED NAME: VERTIPILE INC DATE OF NAME CHANGE: 19870811 8-K 1 a5062382.txt QUAKER FABRIC CORPORATION 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 January 23, 2006 Date of Report (Date of earliest event reported) QUAKER FABRIC CORPORATION (Exact name of registrant as specified in its charter) Delaware 1-7023 04-1933106 (State of incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 941 Grinnell Street, Fall River, Massachusetts 02721 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (508) 678-1951 (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: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 8.01 Other Events The following information is filed under Item 8.01 of Form 8-K: On January 23, 2006, Quaker Fabric Corporation of Fall River ("Quaker"), a wholly owned subsidiary of Quaker Fabric Corporation (the "Registrant"), entered into a five-year, Commercial Cooperation Agreement with Hangzhou Zhongwang Fabric Products Co., Ltd., a fabric manufacturer located in Hangzhou, China (the "Zhongwang Agreement"). The Zhongwang Agreement provides Quaker with the exclusive right to purchase and sell into the world market such upholstery fabrics as are developed jointly by Quaker and Zhongwang and produced in Zhongwang's manufacturing facilities in China. The Zhongwang Agreement also provides for Zhongwang to use its best efforts to sell into the Chinese market upholstery fabrics designed and manufactured by Quaker in the United States. On January 23, 2006, Quaker Fabric Corporation issued a press release announcing execution of the Zhongwang Agreement. A copy of the press release is attached to this Report on Form 8-K as Exhibit 99.1 and incorporated herein by reference. Cautionary Statement Regarding Forward-Looking Information Statements contained in this report, as well as oral statements made by the Company that are prefaced with the words "may," "will," "expect," "anticipate," "continue," "estimate," "project," "intend," "designed" and similar expressions, are intended to identify forward-looking statements regarding events, conditions and financial trends that may affect the Company's future plans of operations, business strategy, results of operations and financial position. These statements are based on the Company's current expectations and estimates as to prospective events and circumstances about which the Company can give no firm assurance. Further, any forward-looking statement speaks only as of the date on which such statement is made, and the Company undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made. As it is not possible to predict every new factor that may emerge, forward-looking statements should not be relied upon as a prediction of the Company's actual future financial condition or results. These forward-looking statements like any forward-looking statements, involve risks and uncertainties that could cause actual results to differ materially from those projected or anticipated. Such risks and uncertainties include product demand and market acceptance of the Company's products, regulatory uncertainties, the effect of economic conditions, the impact of competitive products and pricing, including, but not limited to, imported furniture and furniture coverings sold into the U.S. domestic market, foreign currency exchange rates, changes in customers' ordering patterns, and the effect of uncertainties in markets outside the U.S. (including Mexico and South America) in which the Company operates. 2 Item 9.01 Financial Statements and Exhibits (c) Exhibits 99.1 Registrant's press release dated January 23, 2006 3 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 thereunto duly authorized. QUAKER FABRIC CORPORATION (Registrant) Date: January 23, 2006 /s/ Paul J. Kelly ----------------------------- Paul J. Kelly Vice President - Finance and Treasurer 4 EXHIBIT INDEX 99.1 Registrant's press release dated January 23, 2006 5 EX-99.1 2 a5062382ex99_1.txt EXHIBIT 99.1 EXHIBIT 99.1 Quaker Announces Commercial Cooperation Deal with Chinese Firm FALL RIVER, Mass.--(BUSINESS WIRE)--Jan. 23, 2006--QUAKER FABRIC CORPORATION (NASDAQ Symbol: QFAB) today announced the signing of a strategically significant commercial agreement with Hangzhou Zhongwang Fabric Products Company, Ltd, one of China's leading upholstery fabric manufacturers. "This new business relationship represents an important milestone in our ongoing efforts to reshape Quaker's strategy and market position to reflect the realities of today's global market. We have been working on this project for a considerable period of time. Our objective is to recapture that portion of the U.S. and world markets that has moved to Chinese sourcing over the past few years by offering a unique program to our worldwide customers - one that provides a differentiated product range to them that they can count on to meet U.S. and international quality standards. Our intent is to build a sourcing program superior to those currently being offered that will enable us to offer both roll goods and cut and sewn kits to our customers, for direct shipment around the world and/or for further processing in China. To accomplish this, Quaker will be providing all of the design work, as well as a transfer of technical and technological support to Hangzhou Zhongwang. Hangzhou Zhongwang will also become Quaker's marketing arm for the distribution of Quaker's U.S.-manufactured products to the upper end of the Chinese furniture market," commented Larry A. Liebenow, Quaker's President and CEO. 6 "Meanwhile, we are committed to growing our sales based on our U.S. production. To that end, we will be continuing to aggressively develop other products that for both strategic and economic reasons are best produced in our Fall River-based manufacturing facilities. These products include both new fabrics for those domestic and international residential customers looking for rapid delivery on custom products, as well as new products for the contract and outdoor markets, both of which place a premium on the kind of technological expertise Quaker brings to the design and development process," Mr. Liebenow added. Quaker Fabric Corporation is a leading manufacturer of woven upholstery fabrics for furniture markets in the United States and abroad, and the largest producer of Jacquard upholstery fabric in the world. THIS PRESS RELEASE CONTAINS "FORWARD LOOKING STATEMENTS," AS THAT TERM IS DEFINED IN THE FEDERAL SECURITIES LAWS. THE READER IS CAUTIONED THAT SUCH STATEMENTS ARE NOT GUARANTEES OF FUTURE PERFORMANCE AND THAT, AS A RESULT OF VARIOUS FACTORS, INCLUDING, BUT NOT LIMITED TO, THE LEVEL OF CUSTOMER DEMAND FOR THE COMPANY'S PRODUCTS, HIGHER THAN ANTICIPATED COSTS, ANY INTERRUPTION IN THE SUPPLY OF RAW MATERIALS USED BY THE COMPANY AND LOWER THAN ANTICIPATED PRODUCTION RATES, ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE PROJECTED. FOR A FURTHER DISCUSSION OF THESE FACTORS, SEE THE COMPANY'S 2004 FORM 10-K. CONTACT: Quaker Fabric Corporation Larry A. Liebenow, 508-646-2264 Paul J. Kelly, 508-646-2251 Cynthia L. Gordan, 508-646-2261 7 -----END PRIVACY-ENHANCED MESSAGE-----