-----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, Pcg1pSMwxY9FEDXpFI7+jXPlw26yacWEd04NCXgjH1Djjaq+uoZHDZLnGLTnL19x y94ApxL/A7wDzTbXvJKlTw== 0000950134-04-007120.txt : 20040510 0000950134-04-007120.hdr.sgml : 20040510 20040510170452 ACCESSION NUMBER: 0000950134-04-007120 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040510 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040510 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ENCORE WIRE CORP /DE/ CENTRAL INDEX KEY: 0000850460 STANDARD INDUSTRIAL CLASSIFICATION: ROLLING DRAWING & EXTRUDING OF NONFERROUS METALS [3350] IRS NUMBER: 752274963 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-20278 FILM NUMBER: 04794003 BUSINESS ADDRESS: STREET 1: 1410 MILLWOOD RD STREET 2: P O BOX 1149 CITY: MCKINNEY STATE: TX ZIP: 75069 BUSINESS PHONE: 2145629473 MAIL ADDRESS: STREET 1: 1410 MILLWOOD RD STREET 2: P O BOX 1149 CITY: MCKINNEY STATE: TX ZIP: 75069 8-K 1 d15332e8vk.htm FORM 8-K e8vk
Table of Contents



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):
May 10, 2004

ENCORE WIRE CORPORATION

(Exact name of Registrant as specified in its charter)
         
Delaware   0-20278   75-2274963

 
 
 
 
 
(State or other jurisdiction of
incorporation or organization)
  Commission
File Number
  (I.R.S. Employer
Identification No.)
     
1410 Millwood Road
McKinney, Texas
  75069

 
 
 
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (972) 562-9473


(Former name, former address and former fiscal year, if changed since last report)



 


TABLE OF CONTENTS

Item 7. Financial Statements and Exhibits.
Item 9. Regulation FD Disclosure.
SIGNATURE
INDEX TO EXHIBITS
Press Release


Table of Contents

Item 7. Financial Statements and Exhibits.

(c) Exhibits.

     
99.1
  May 10, 2004 Press Release by Encore Wire Corporation regarding a proposed charter amendment to increase the number of authorized shares and a proposed stock dividend.

Item 9. Regulation FD Disclosure.

     On May 10, 2004, Encore Wire Corporation, a Delaware corporation (the “Company”), issued a press release announcing a proposed charter amendment to increase its authorized shares from 20,000,000 to 40,000,000 to permit a 3-for-2 stock split to be paid as a 50% stock dividend on its common stock. A copy of the Company’s press release is attached hereto as Exhibit 99.1 and incorporated herein by reference.

     Limitation on Incorporation by Reference:

     In accordance with general instruction B.2 of Form 8-K, the information in this report, including exhibits, is furnished pursuant to Item 9 and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liability of that section.

 


Table of Contents

SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Company has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
         
  ENCORE WIRE CORPORATION
 
 
Date: May 10, 2004  By:   /s/ FRANK J. BILBAN    
    Frank J. Bilban, Vice President – Finance,   
    Treasurer and Secretary; Chief Financial Officer   
 

 


Table of Contents

INDEX TO EXHIBITS

     
Item
  Exhibit
99.1
  May 10, 2004 Press Release by Encore Wire Corporation regarding a proposed charter amendment to increase the number of authorized shares and a proposed stock dividend.

 

EX-99.1 2 d15332exv99w1.htm PRESS RELEASE exv99w1
 

EXHIBIT 99.1

[Encore Wire Corporation Logo Omitted]

     
 
Press Release
May 10, 2004
     
Encore Wire Corporation
P. O. Box 1149
1410 Millwood Road
McKinney, Texas 75069
(972) 562-9473
  Contact: Frank Bilban
Vice President & CFO
     
 
For Immediate Release

ENCORE WIRE ANNOUNCES PROPOSED CHARTER AMENDMENT
TO INCREASE AUTHORIZED SHARES AND PROPOSED STOCK DIVIDEND

MCKINNEY, TX — Encore Wire Corporation (NASDAQ/NMS: WIRE) today announced that its Board of Directors has proposed that stockholders authorize an amendment to the Company’s Certificate of Incorporation to increase its authorized shares of common stock from 20 million to 40 million. The proposed increase in authorized shares will permit a 3-for-2 stock split to be paid as a 50% stock dividend on its common stock.

The proposed stock dividend was approved by the Board of Directors on May 4, 2004, subject to stockholder approval of the proposal to increase the authorized shares of common stock of the Company. The current authorization of 20 million shares of common stock is insufficient to permit the proposed stock dividend. It is anticipated that the proposal to increase the authorized shares will be submitted to stockholders for approval at a special meeting to be held in late June 2004. If the proposed charter amendment increasing the authorized shares is approved by the stockholders and provided there have been no material changes in the Company’s financial condition or results of operations or the market price for the common stock, the Board of Directors will thereafter declare the stock dividend and fix the record date and payment date for the dividend. Further information regarding the proposal to increase the authorized shares and the proposed stock dividend will be set forth in the proxy material for the special meeting of stockholders.

Vincent A. Rego, Chairman and Chief Executive Officer of Encore Wire Corporation, said, “These actions were taken to improve the marketability of our stock and broaden shareholder participation in our future growth.”

Encore Wire Corporation manufactures a broad range of copper electrical wire for interior wiring in homes, apartments, manufactured housing and commercial and industrial buildings.

 

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