-----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, PeO4xTC6a9KNcpYm3wm7OCLYsM47EygeI8f5olMT0r67OSPZLFsNwFCB1TXZprhg k5S213q0iuREQk96u+4PFw== 0000910195-95-000095.txt : 19951130 0000910195-95-000095.hdr.sgml : 19951130 ACCESSION NUMBER: 0000910195-95-000095 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19951121 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19951128 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERFACE INC CENTRAL INDEX KEY: 0000715787 STANDARD INDUSTRIAL CLASSIFICATION: CARPETS AND RUGS [2273] IRS NUMBER: 581451243 STATE OF INCORPORATION: GA FISCAL YEAR END: 0103 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-12016 FILM NUMBER: 95596819 BUSINESS ADDRESS: STREET 1: ORCHARD HILL RD STREET 2: P O BOX 1503 CITY: LAGRANGE STATE: GA ZIP: 30241 BUSINESS PHONE: 4043196471 FORMER COMPANY: FORMER CONFORMED NAME: INTERFACE FLOORING SYSTEMS INC DATE OF NAME CHANGE: 19870817 8-K 1 INTERFACE, INC. FORM 8-K 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): November 21, 1995 INTERFACE, INC. ------------------------------------------------------ (Exact name of Registrant as Specified in its Charter) Georgia 0-12016 58-1451243 - ------------------------------------------------------------------------------- (State or other Jurisdiction of (Commission File Number) (IRS Employer Incorporation or Organization) Identification No.) 2859 Paces Ferry Road Suite 2000 Atlanta, Georgia 30339 ---------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (770) 437-6800 Not Applicable ------------------------------------------------------------ (Former name or former address, if changed since last report) Item 5. Other Events. On November 22, 1995, the Registrant issued the press release attached hereto as Exhibit 99. Item 7. Financial Statements and Exhibits. The following exhibit is filed herewith: Exhibit 99. Press Release Dated November 22, 1995. 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 hereunto duly authorized. INTERFACE, INC. By: /s/ David W. Porter Date: November 28, 1995 ------------------------ David W. Porter Senior Vice President (General Counsel) EX-99 2 PRESS RELEASE [ON COMPANY LETTERHEAD] INTERFACE ANNOUNCES CLOSING OF $125 MILLION DEBT OFFERING AND REDEMPTION CALL FOR CONVERTIBLE DEBENTURES ATLANTA, Georgia, November 22, 1995 - Interface, Inc. (Nasdaq Symbol IFSIA) announced today its closing on November 21, 1995 of a private placement to institutional investors of $125 million in aggregate principal amount of the Company's 9 1/2% Senior Subordinated Notes due 2005 (the "Notes"). The Company undertook the financing in connection with its previously announced intention to call for redemption its 8% Convertible Subordinated Debentures due 2013 (the "Convertible Debentures"). The Company also announced today that it has mailed notice to all holders of the approximately $103.9 million in principal amount of Convertible Debentures, calling all such debentures for redemption on December 21, 1995. The redemption price for the Convertible Debentures is 102.4% of the principal amount thereof, plus accrued interest to the redemption date. An aggregate of approximately $108.7 million will be required to redeem all the Convertible Debentures on the December 21, 1995 redemption date. The Company will use proceeds from the recent private placement of Notes to pay the redemption price. Holders of Convertible Debentures have the right, exerciseable until 5:00 p.m., Eastern Time, on December 19, 1995, to convert all or a part of the principal amount of their Convertible Debentures into shares of Interface Class A Common Stock at the price of $16.9125 per share. No accrued interest will be payable with respect to debentures that are converted rather than redeemed. The Senior Subordinated Notes were placed for the Company by Smith Barney Inc., Merrill Lynch & Co., First Chicago Capital Markets, Inc., The Robinson-Humphrey Company, Inc., and Wheat First Butcher Singer in a private offering pursuant to section 4(2) and Rule 144A under the Securities Act of 1933. The Company is obligated to make a registered offer to the holders of the privately placed Notes to exchange those Notes for substantially identical, registered notes. Interface, Inc. is a recognized leader in the worldwide commercial interiors market, offering floorcoverings, fabrics, specialty chemicals, and interior architectural products. The Company is the world's largest manufacturer of modular carpet under the Interface, Heuga and Bentley brands and, through its Bentley Mills and Prince Street subsidiaries, enjoys a leading position in the high quality, designer-oriented segment of the broadloom carpet market. The Company also is a leading producer of interior fabrics and upholstery products, which it markets under the Guilford of Maine, Stevens Linen, and Toltec brands. In addition, the Company provides chemicals used in various rubber and plastic products, licenses Intersept, a proprietary antimicrobial used in a host of interior finishes, and sponsors the Envirosense Consortium in its mission to address workplace environmental issues. Through its new Architectural Resources unit, the Company also markets low-profile and multiple plenum raised/access flooring systems under the Intercell and Interstitial Systems brands. -----END PRIVACY-ENHANCED MESSAGE-----