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 11, 1998
Oak Industries Inc.
(Exact name of registrant as specified in its charter)
Delaware 1-4474 36-1569000
(State or other juris- (Commission File (IRS Employer
diction of incorporation) Number) Identification No.)
1000 Winter Street
Waltham, MA 02154
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 781-890-0400
Same
(Former name or former address, if changed since last report.)
ITEM 5. OTHER EVENTS
On February 11, 1998, Oak Industries Inc. issued the press release filed
herewith as Exhibit 99.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION
AND EXHIBITS
The following financial statements, pro forma financial information and
exhibits are filed as part of this report.
(c) Exhibits
99. Press release dated February 11, 1998.
<PAGE>
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 thereunto duly authorized.
OAK INDUSTRIES INC.
Date: February 12, 1998 /s/ Coleman S. Hicks
---------------------------
Coleman S. Hicks
Senior Vice President and
Chief Financial Officer
<PAGE>
Exhibit 99
FOR IMMEDIATE RELEASE Contact: Coleman S. Hicks
781-890-0400
OAK INDUSTRIES INC. ANNOUNCES PROPOSED $100 MILLION
CONVERTIBLE SUBORDINATED NOTE OFFERING
WALTHAM, MA, February 11, 1998 -- Oak Industries Inc. (NYSE:OAK) today
announced that it proposes to offer a new issue of $100 million of
Convertible Subordinated Notes due 2008 (the "Notes").
The Notes will be convertible into common stock of the Company, at the
option of the holder, at a price to be determined. The Company also may
issue up to an additional $15 million of Notes to cover over-allotments in
connection with such offering.
The purpose of the offering is to strengthen the Company's financial
flexibility to make strategic acquisitions by replacing borrowings under
Oak's $300 million revolving credit facility with lower-cost debt that is
convertible into equity at a premium over the present price of Oak's common
stock. Oak expects to use the resulting increased borrowing capacity under
its revolving credit facility for such strategic acquisitions, and also for
capital expenditures and general corporate purposes.
The Notes will not be registered under the Securities Act of 1933, as
amended (the "Securities Act"), and may not be offered or sold in the
United States, except pursuant to an applicable exemption from the
Securities Act's registration requirements. Sale of the Notes is subject
to market and other conditions, and there can be no assurance that any
amount of Notes will be sold.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the Notes.
Oak Industries Inc. is a leading manufacturer of highly engineered
components that it designs and sells to manufacturers and service providers
in the communications and selected other industries.
