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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): February 28, 1996
Waxman Industries, Inc.
(Exact name of registrant as specified in its charter)
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Delaware 0-5888 34-0899894
(State or other jurisdiction of (Commission File Number) (IRS Employer Identification
Incorporation) Number)
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24460 Aurora Road, Bedford Heights, Ohio 44146
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (216) 439-1830
Not Applicable
(Former name or former address, if changed since last report.)
Exhibit Index on page 4.
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Item 5. Other Events.
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On February 28, 1996, Waxman Industries, Inc. (the "Company")
issued a press release announcing that Waxman USA Inc., a wholly-owned
subsidiary of the Company, commenced an offer to exchange all of the Company's
outstanding 13 3/4% Senior Subordinated Notes due June 1, 1999 for a like
amount of 11 1/8% Senior Notes due September 1, 2001 of Waxman USA and is
soliciting consents from the holders of the 13 3/4% Senior Subordinated Notes
to certain proposed amendments to the Senior Subordinated Note Indenture.
The press release with respect to the foregoing announcement is
attached as an exhibit hereto and is incorporated by reference herein.
Item 7. Financial Statements and Exhibits.
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(c) Exhibits
1. Press release issued by Waxman Industries, Inc. on February 28,
1996.
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SIGNATURE
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 thereunto duly authorized.
WAXMAN INDUSTRIES, INC.
By: /s/ Andrea Luiga
________________________
Name: Andrea Luiga
Title: Chief Financial Officer
Date: March 6, 1996
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Waxman Industries, Inc.
Current Report on Form 8-K
Exhibit Index
Exhibit No. Page
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(1) Press release issued by Waxman Industries, Inc. on
February 28, 1996
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Waxman Industries, Inc. Announces
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Commencement of Exchange Offer
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Bedford Heights, Ohio -- February 28, 1996 -- Waxman Industries, Inc.
(NYSE-WAX) announced that Waxman USA Inc., a wholly-owned subsidiary of Waxman
Industries, has commenced an offer to exchange all of Waxman Industries'
outstanding 13 3/4% Senior Subordinated Notes due June 1, 1999 for a like
amount of 11 1/8% Senior Notes due September 1, 2001 of Waxman USA and is
soliciting consents from the holders of the 13 3/4% Senior Subordinated Notes
to certain proposed amendments to the Senior Subordinated Note Indenture. As
of this date, there are issued and outstanding $48,750,000 aggregate principal
amount of the Senior Subordinated Notes. The exchange offer and consent
solicitation are scheduled to expire on March 26, 1996, unless extended. The
consummation of the exchange offer and consent solicitation are conditioned
upon, among other things, at least two-thirds of the aggregate principal amount
of Senior Subordinated Notes being validly tendered and the consummation of the
initial public offering of Barnett Inc., a wholly-owned indirect subsidiary of
Waxman Industries, which was previously announced on February 2, 1996.
The Waxman USA notes will not be registered under the Securities Act of
1933, as amended, and may not be offered or sold in the United States absent
registration or an applicable exemption from such registration requirements.
