-----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, UVgFqULsCkVUv2KgiQjZUEZ7m1bwJVD/PZAhDPXnUKzAA2Plo9d4I5B1FdIliV6o p0/lm35QgkpOQnDNO/Otxg== 0000902561-03-000465.txt : 20031002 0000902561-03-000465.hdr.sgml : 20031002 20031002155147 ACCESSION NUMBER: 0000902561-03-000465 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20031001 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20031002 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GFSI HOLDINGS INC CENTRAL INDEX KEY: 0001036180 STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS FABRICATED TEXTILE PRODUCTS [2390] IRS NUMBER: 742810744 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 333-38951 FILM NUMBER: 03924335 BUSINESS ADDRESS: STREET 1: 9700 COMMERCE PARKWAY CITY: LENEXA STATE: KS ZIP: 66219 BUSINESS PHONE: 9138880445 MAIL ADDRESS: STREET 1: 9700 COMMERCE PKWY CITY: LENEXA STATE: KS ZIP: 66219 8-K 1 form8k_2mozian100203.txt FORM 8-K CURRENT REPORT DD 10-02-2003 ================================================================================ 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): October 1, 2003 GFSI HOLDINGS, INC. (Exact name of registrant as specified in its charter) DELAWARE 333-38951 74-2810744 (State or other jurisdiction of (Commission File Number) (I.R.S. Employer incorporation) Identification No.) 9700 COMMERCE PARKWAY LENEXA, KANSAS 66219 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (913) 888-0445 NOT APPLICABLE (Former name or former address, if changed since last report) ================================================================================ INFORMATION TO BE INCLUDED IN REPORT ITEM 5. OTHER EVENTS AND REQUIRED FD DISCLOSURE. On October 1, 2003, GFSI Holdings, Inc. (the "Company") issued shares of its common stock and shares of its preferred stock in exchange for $30 million (at maturity value) of its 11.375% Senior Discount Notes (the "Notes"). The shares were issued to certain members of the Company's management team who had purchased the Notes directly from the noteholders. Upon consummation of the transaction, management stockholders now hold approximately 90% of the outstanding equity of the Company. At the same time, GFSI, Inc., the Company's wholly-owned subsidiary, purchased an additional $30 million (at maturity value) of the Notes. Combined with management's acquisition of the Notes the two transactions resulted in $60 million of the Notes being purchased by the Company and GFSI, Inc., leaving $24 million (maturity value) in the hands of third party noteholders. GFSI, Inc. borrowed approximately $11.6 million from its existing revolving credit facility in order to finance its purchase and pay related transaction fees. On October 2, 2003, the Company issued a press release regarding these transactions. The press release is attached hereto as an exhibit and is hereby incorporated in its entirety by reference. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits EXHIBIT NUMBER DESCRIPTION - -------------- ------------ 99.1 Press Release dated October 2, 2003. 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. GFSI HOLDINGS, INC. Date: October 2, 2003 By: /S/ J. CRAIG PETERSON ------------------------------------ J. Craig Peterson Senior Vice President and Chief Financial Officer 3 EXHIBIT INDEX EXHIBIT NUMBER DESCRIPTION - ------- ------------ 99.1 Press Release dated October 2, 2003. 4 EX-99 3 form8k_2ex99-1mozian100203.txt EXHIBIT 99.1: PRESS RELEASE Exhibit 99.1 FOR IMMEDIATE RELEASE - --------------------- October 2, 2003 GEAR FOR SPORTS MANAGEMENT COMPLETES PURCHASE OF COMPANY BUY OUT RESULTS IN LOCAL MANAGEMENT OWNING 90% OF THE COMPANY LENEXA, KANSAS: GFSI Holdings, Inc. (Holdings) the parent company of Gear for Sports (GFSI, Inc.) announced today that it has issued shares of its common stock and shares of its preferred stock in exchange for $30 million (maturity value) of its 11.375% Senior Discount Notes (Notes). The shares were issued to the local management group of GFSI, Inc. who had purchased the Notes directly from the noteholders. As a result of the exchange the local management group now owns 90% of Holdings. In a related transaction GFSI, Inc. also purchased $30 million (maturity value) of the Notes. Combined with management's acquisition of the Notes the two transactions resulted in $60 million of the Notes being purchased by Holdings and GFSI, Inc., leaving $24 million (maturity value) in the hands of third party noteholders. Larry Graveel, President and Chief Operating Officer of GFSI, Inc. led the management buy out. Mr. Graveel stated "This is a great transaction for GFSI. Inc. and Holdings and its bondholders. We were able to significantly improve our capital structure and provide a solid base for our efforts to expand our businesses. We have been actively pursuing growth initiatives during the past three years and this recapitalization is an extension of those activities. The management team is very excited about our future prospects." Neither the purchase price of the Notes nor the make up of the management group participating in the buy out were disclosed. Gear for Sports is a leading designer, manufacturer and marketer of high quality, custom designed sportswear and active wear bearing names, logos and insignia of resorts, corporations, colleges and professional sports leagues and teams. Gear for Sports is the exclusive licensee for Champion(TM) sportswear for colleges and universities, resorts and the military. FOR MORE INFORMATION, CONTACT Craig Peterson, CFO -----END PRIVACY-ENHANCED MESSAGE-----