-----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, NR7w/oDa+6QTJ0W13xOObdXEtD4cTH4WqScmj+Zqr0HKqWZOGE9j385Dy0fdi//e ZyaPQdyE8LdARnDanQW4hQ== 0001194396-05-000185.txt : 20051129 0001194396-05-000185.hdr.sgml : 20051129 20051129142929 ACCESSION NUMBER: 0001194396-05-000185 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051123 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051129 DATE AS OF CHANGE: 20051129 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GIBRALTAR INDUSTRIES, INC. CENTRAL INDEX KEY: 0000912562 STANDARD INDUSTRIAL CLASSIFICATION: STEEL WORKS, BLAST FURNACES & ROLLING & FINISHING MILLS [3310] IRS NUMBER: 161445150 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22462 FILM NUMBER: 051231378 BUSINESS ADDRESS: STREET 1: 3556 LAKE SHORE ROAD STREET 2: P O BOX 2028 CITY: BUFFALO STATE: NY ZIP: 14219-0228 BUSINESS PHONE: 7168266500 MAIL ADDRESS: STREET 1: GATEWAY EXECUTIVE PARK STREET 2: 3556 LAKE SHORE ROAD PO BOX 2028 CITY: BUFFALO STATE: NY ZIP: 14219-0228 FORMER COMPANY: FORMER CONFORMED NAME: GIBRALTAR STEEL CORP DATE OF NAME CHANGE: 19930924 8-K 1 gibraltar8k_95130.htm FORM 8K Gibraltar 95130 Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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 29, 2005


GIBRALTAR INDUSTRIES, INC.
(Exact name of registrant as specified in its chapter)

Delaware
(State or other jurisdiction of incorporation)
  0-22462
(Commission File Number)
  16-1445150
(IRS Employer Identification No.)
 

3556 Lake Shore Road
P.O. Box 2028
Buffalo, New York
14219-0228
(Address of principal executive offices) (Zip Code)

(716) 826-6500

Registrant’s telephone number, including area code:

______________________________________________________
(Former name or former address, if changed since last report)


 

Item 8.01.     Other Events.

           The registrant released the following press release on November 23, 2005:  

           Exhibit 99.1 is incorporated by reference under this Item 8.01

Item 9.01.     Financial Statements and Exhibits.

            (c)    Exhibits.

            99.1 Text of Press Release


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.

Dated: November 29, 2005    GIBRALTAR INDUSTRIES, INC.  
 
  By: /s/ David W. Kay                               
          Name: David W. Kay 
          Title:   Executive Vice President 
                      Chief Financial Officer and Treasurer 

EXHIBIT INDEX

99.1   Text of Press Release  
EX-99.1 2 gibraltarex991_95130.htm PRESS RELEASE DATED NOV. 23, 2005 Gibraltar Form 8-K Exhibit 99.1

Exhibit 99.1

Gibraltar Industries Prices Senior Subordinated Note Offering

        BUFFALO, N.Y.--(BUSINESS WIRE)--Nov. 23, 2005--Gibraltar Industries, Inc. (NASDAQ: ROCK, the "Company") announced today that it has priced an offering of $204 million in aggregate principal amount of senior subordinated notes due 2015 (the "Notes") at 8.0%. The Notes are being sold at a discount of 1.675% from face value to qualified institutional buyers pursuant to Rule 144A of the Securities Act of 1933 (the "Securities Act") and to persons outside the United States in compliance with Regulation S.

        The offering is expected to close on December 8, 2005, subject to customary conditions.

        The Company intends to use the net proceeds, together with other expected financing, to repay amounts incurred under its secured revolving credit facility and to retire its $300 million interim credit facility, which were used to finance its acquisition of Alabama Metal Industries Corporation and to repay certain prior indebtedness.

        This announcement is neither an offer to sell nor a solicitation to buy these securities. The securities will not be registered under the Securities Act or any state securities laws, and unless so registered, may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state laws.

        Information contained in this release, other than historical information, should be considered forward-looking, and may be subject to a number of risk factors, including: general economic conditions; the impact of the availability and the effects of changing raw material prices on the Company's results of operations; the ability to pass through cost increases to customers; changing demand for the Company's products and services; risks associated with the integration of acquisitions; and changes in interest or tax rates.

        CONTACT:   Kenneth P. Houseknecht, Vice President of Communications and Investor Relations, at 716/826-6500, khouseknecht@gibraltar1.com.  

        Gibraltar's news releases, along with comprehensive information about the Company, are available on the Internet, at www.gibraltar1.com.

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