0001193125-17-286855.txt : 20170918 0001193125-17-286855.hdr.sgml : 20170918 20170918090056 ACCESSION NUMBER: 0001193125-17-286855 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170918 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20170918 DATE AS OF CHANGE: 20170918 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BELDEN INC. CENTRAL INDEX KEY: 0000913142 STANDARD INDUSTRIAL CLASSIFICATION: DRAWING AND INSULATING NONFERROUS WIRE [3357] IRS NUMBER: 363601505 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12561 FILM NUMBER: 171089110 BUSINESS ADDRESS: STREET 1: 1 NORTH BRENTWOOD BLVD STREET 2: 15TH FLOOR CITY: ST. LOUIS STATE: MO ZIP: 63105 BUSINESS PHONE: 314-854-8000 MAIL ADDRESS: STREET 1: 1 NORTH BRENTWOOD BLVD STREET 2: 15TH FLOOR CITY: ST. LOUIS STATE: MO ZIP: 63105 FORMER COMPANY: FORMER CONFORMED NAME: BELDEN CDT INC. DATE OF NAME CHANGE: 20040716 FORMER COMPANY: FORMER CONFORMED NAME: CABLE DESIGN TECHNOLOGIES CORP DATE OF NAME CHANGE: 19931006 8-K 1 d446189d8k.htm FORM 8-K Form 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

Date of report (Date of earliest event reported): September 18, 2017

 

 

Belden Inc.

(EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER)

 

 

 

Delaware   001-12561   36-3601505

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(IRS Employer

Identification No.)

1 North Brentwood Boulevard, 15th Floor

St. Louis, Missouri 63105

(Address of Principal Executive Offices, including Zip Code)

(314) 854-8000

(Registrant’s telephone number, including area code)

n/a

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if this 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 (17 CFR 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))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

TABLE OF CONTENTS

 

Item 7.01.

  

Regulation FD Disclosure.

   

SIGNATURES

   

Item 7.01. Regulation FD Disclosure.

On September 18, 2017, Belden Inc. (“Belden”) announced the results of its cash tender offer to purchase up to €300 million (the “Maximum Amount”) of its outstanding 5.5% senior subordinated notes due 2023 (the “2023 Notes”) at a price of 105.800% of their face amount, plus accrued and unpaid interest to the settlement date for the tender offer. As of the expiration of the tender offer, Belden had received tenders of 2023 Notes in excess of the Maximum Amount, and as a result, Belden will accept 2023 Notes for repurchase on a prorated basis such that the Maximum Amount of 2023 Notes will be accepted for repurchase. The tender offer is expected to settle on September 19, 2017. Belden will fund the consideration for the tender offer with the net proceeds of its previously announced offering of senior subordinated notes due 2025, which is expected to close on September 19, 2017, subject to customary closing conditions, and cash on hand.

The information in this Item 7.01 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise be subject to the liabilities of that Section or Section 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained in this Item 7.01 shall not be incorporated by reference into any filing with the U.S. Securities and Exchange Commission made by Belden, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

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 hereunto duly authorized.

Date: September 18, 2017

 

BELDEN INC.
By:  

/s/ Brian E. Anderson

  Brian E. Anderson
  Senior Vice President-Legal, General Counsel and Corporate Secretary