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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 12, 2006
UNIFI, INC.
(Exact name of registrant as specified in its charter)
NEW YORK
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(State or other jurisdiction of incorporation)
1-10542 11-2165495
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(Commission File No.) (IRS Employer Identification No.)
7201 WEST FRIENDLY AVENUE
GREENSBORO, NORTH CAROLINA 27410
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(Address of principal executive offices)
(336) 294-4410
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(Registrant's telephone number, including area code)
NOT APPLICABLE
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(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (SEE General Instruction A.2. below):
|_| 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))
ITEM 8.01 OTHER EVENTS
On May 12, 2006, Unifi, Inc. issued the press release attached
hereto as Exhibit 99.1, which is hereby incorporated by reference into this
Item 8.01.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
EXHIBIT NO. DESCRIPTION
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99.1 Press Release dated May 12, 2006.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the Registrant has duly caused this report on Form 8-K to be signed on
its behalf by the undersigned, thereunto duly authorized.
UNIFI, INC.
By: /s/ Charles F. McCoy
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Name: Charles F. McCoy
Vice President, Secretary
and General Counsel
Dated: May 15, 2006
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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99.1 Press Release dated May 12, 2006.
EXHIBIT 99.1
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P R E S S R E L E A S E
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UNIFI, INC. ANNOUNCES RESULTS OF TENDER OFFER AND CONSENT SOLICITATION
AS OF CONSENT DATE
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GREENSBORO, N.C. - May 12, 2006 - Unifi, Inc. (the "Company") (NYSE:
UFI) announced today that as of 5:00 p.m., New York City time, on May 11, 2006
(the "Consent Date"), in connection with its previously announced cash tender
offer and consent solicitation for any and all of its outstanding $250,000,000
aggregate principal amount of 6 1/2% Notes due 2008 (the "Notes"), the
Depositary had received tenders and consents from holders of $248,151,000
aggregate principal amount of the Notes, representing approximately 99.26% of
the total outstanding principal amount of the Notes.
The tender offer will expire at 12:00 midnight, New York City time, on
May 25, 2006, unless extended or earlier terminated by the Company at its sole
discretion (the "Expiration Date"). Holders who validly tendered their Notes
prior to the Consent Date will be eligible to receive an amount (which amount
includes the Consent Payment of $30 in cash per $1,000 principal amount of the
Notes (the "Consent Payment")) paid in cash equal to $1,000 per $1,000 of the
principal amount of the Notes validly tendered and not validly revoked. Holders
who validly tender their Notes after the Consent Date, but at or prior to the
Expiration Date will be eligible to receive $970 per $1000 of the principal
amount of the Notes validly tendered and not validly revoked, but will not
receive the Consent Payment.
The tender offer is subject to the satisfaction or waiver by the
Company of certain conditions, including there being validly tendered and not
withdrawn not less than a majority of the aggregate principal amount of the
Notes (which condition has been satisfied), the execution of the supplemental
indenture adopting the proposed amendments, the execution of amendments to its
existing secured revolving credit facility and the successful receipt of net
proceeds of a debt financing sufficient to finance the tender offer on terms
satisfactory to the Company. Further details about the terms and conditions of
the tender offer and the consent solicitation are set forth in the Offer to
Purchase and Consent Solicitation Statement, dated April 28, 2006 (the
"Statement").
The Company has retained Lehman Brothers Inc. to act as the exclusive
Dealer Manager for the tender offer and Solicitation Agent for the consent
solicitation and they can be contacted at (800) 438-3242 (toll-free) or (212)
528-7581. Requests for documentation may be directed to D.F. King & Co., Inc.,
the Information Agent, who can be contacted at (212) 269-5550 (call collect for
banks and brokers only) or (800) 714-3313 (toll-free for all others).
This release is for informational purposes only and is neither an
offer to purchase nor a solicitation of an offer to sell the Notes. The offer
to buy the Notes and the related consent solicitation are only being made
pursuant to the tender offer and consent solicitation documents, including the
Statement. The tender offer and consent solicitation are not being made to
holders of Notes in any jurisdiction in which the making or
acceptance thereof would not be in compliance with the securities, blue sky or
other laws of such jurisdiction. In any jurisdiction in which the tender offer
or consent solicitation are required to be made by a licensed broker or dealer,
they shall be deemed to be made by Lehman Brothers Inc. on behalf of the
Company.
Unifi, Inc. is a diversified producer and processor of multi- filament
polyester and nylon textured yarns and related raw materials. The Company adds
value to the supply chain and enhances consumer demand for its products through
the development and introduction of branded yarns that provide unique
performance, comfort and aesthetic advantages. Key Unifi brands include, but
are not limited to: Sorbtek(R), A.M.Y.(R), Mynx(R) UV, Reflexx(R),
MicroVista(R) and Satura(R). Unifi's yarns and brands are readily found in home
furnishings, apparel, legwear and sewing thread, as well as industrial,
automotive, military and medical applications. For more information about
Unifi, visit http://www.unifi.com.
CAUTIONARY STATEMENT ON FORWARD-LOOKING STATEMENTS
Certain statements included herein contain forward-looking statements within
the meaning of federal security laws about the Company's financial condition
and results of operations that are based on management's current expectations,
estimates and projections about the markets in which the Company operates, as
well as management's beliefs and assumptions. Words such as "expects,"
"anticipates," "believes," "estimates," variations of such words and other
similar expressions are intended to identify such forward-looking statements.
These statements are not guarantees of future performance and involve certain
risks, uncertainties and assumptions, which are difficult to predict.
Therefore, actual outcomes and results may differ materially from what is
expressed or forecasted in, or implied by, such forward-looking statements.
Readers are cautioned not to place undue reliance on these forward-looking
statements, which reflect management's judgment only as of the date hereof. The
Company undertakes no obligation to update publicly any of these
forward-looking statements to reflect new information, future events or
otherwise.
Factors that may cause actual outcome and results to differ materially from
those expressed in, or implied by, these forward-looking statements include,
but are not necessarily limited to, availability, sourcing and pricing of raw
materials, pressures on sales prices and volumes due to competition and
economic conditions, reliance on and financial viability of significant
customers, operating performance of joint ventures, alliances and other equity
investments, technological advancements, employee relations, changes in
construction spending, capital expenditures and long-term investments
(including those related to unforeseen acquisition opportunities), continued
availability of financial resources through financing arrangements and
operations, outcomes of pending or threatened legal proceedings, negotiation of
new or modifications of existing contracts for asset management and for
property and equipment construction and acquisition, regulations governing tax
laws, other governmental and authoritative bodies' policies and legislation,
the continuation and magnitude of the Company's common stock repurchase program
and proceeds received from the sale of assets held for disposal. In addition to
these representative factors, forward-looking statements could be impacted by
general domestic and international economic and industry conditions in the
markets where the Company competes, such as changes in currency exchange rates,
interest and inflation rates, recession and other economic and political
factors over which the Company has no control. Other risks and uncertainties
may be described from time to time in the Company's other reports and filings
with the Securities and Exchange Commission.
Source: Unifi, Inc.
Contact: William J. Lowe, Jr., Vice President, Chief Operating Officer, Chief
Financial Officer of Unifi, Inc., +1-336-316-5664