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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): November 21, 1995
INTERFACE, INC.
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(Exact name of Registrant as Specified in its Charter)
Georgia 0-12016 58-1451243
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(State or other Jurisdiction of (Commission File Number) (IRS Employer
Incorporation or Organization) Identification No.)
2859 Paces Ferry Road
Suite 2000
Atlanta, Georgia 30339
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (770) 437-6800
Not Applicable
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
On November 22, 1995, the Registrant issued the press
release attached hereto as Exhibit 99.
Item 7. Financial Statements and Exhibits.
The following exhibit is filed herewith:
Exhibit 99. Press Release Dated November 22, 1995.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the Registrant has duly caused this Report to be signed on its behalf
by the undersigned hereunto duly authorized.
INTERFACE, INC.
By: /s/ David W. Porter
Date: November 28, 1995 ------------------------
David W. Porter
Senior Vice President
(General Counsel)
[ON COMPANY LETTERHEAD]
INTERFACE ANNOUNCES CLOSING OF $125 MILLION
DEBT OFFERING AND REDEMPTION
CALL FOR CONVERTIBLE DEBENTURES
ATLANTA, Georgia, November 22, 1995 - Interface, Inc. (Nasdaq Symbol
IFSIA) announced today its closing on November 21, 1995 of a private
placement to institutional investors of $125 million in aggregate
principal amount of the Company's 9 1/2% Senior Subordinated Notes due
2005 (the "Notes"). The Company undertook the financing in connection
with its previously announced intention to call for redemption its 8%
Convertible Subordinated Debentures due 2013 (the "Convertible
Debentures").
The Company also announced today that it has mailed notice to all
holders of the approximately $103.9 million in principal amount of
Convertible Debentures, calling all such debentures for redemption on
December 21, 1995. The redemption price for the Convertible Debentures
is 102.4% of the principal amount thereof, plus accrued interest to the
redemption date. An aggregate of approximately $108.7 million will be
required to redeem all the Convertible Debentures on the December 21,
1995 redemption date. The Company will use proceeds from the recent
private placement of Notes to pay the redemption price.
Holders of Convertible Debentures have the right, exerciseable until
5:00 p.m., Eastern Time, on December 19, 1995, to convert all or a part
of the principal amount of their Convertible Debentures into shares of
Interface Class A Common Stock at the price of $16.9125 per share. No
accrued interest will be payable with respect to debentures that are
converted rather than redeemed.
The Senior Subordinated Notes were placed for the Company by Smith
Barney Inc., Merrill Lynch & Co., First Chicago Capital Markets, Inc.,
The Robinson-Humphrey Company, Inc., and Wheat First Butcher Singer in a
private offering pursuant to section 4(2) and Rule 144A under the
Securities Act of 1933. The Company is obligated to make a registered
offer to the holders of the privately placed Notes to exchange those
Notes for substantially identical, registered notes.
Interface, Inc. is a recognized leader in the worldwide commercial
interiors market, offering floorcoverings, fabrics, specialty chemicals,
and interior architectural products. The Company is the world's largest
manufacturer of modular carpet under the Interface, Heuga and Bentley
brands and, through its Bentley Mills and Prince Street subsidiaries,
enjoys a leading position in the high quality, designer-oriented segment
of the broadloom carpet market. The Company also is a leading producer
of interior fabrics and upholstery products, which it markets under the
Guilford of Maine, Stevens Linen, and Toltec brands. In addition, the
Company provides chemicals used in various rubber and plastic products,
licenses Intersept, a proprietary antimicrobial used in a host of
interior finishes, and sponsors the Envirosense Consortium in its
mission to address workplace environmental issues. Through its new
Architectural Resources unit, the Company also markets low-profile and
multiple plenum raised/access flooring systems under the Intercell and
Interstitial Systems brands.
