SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): June 30, 2000
---------------
DELTA WOODSIDE INDUSTRIES, INC. .
---------------------------------------
(Exact name of registrant as specified in its charter)
South Carolina 1-10095 57-0535180
--------------- ------- ----------
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) No.)
P.O. Box 6126
Greenville, South Carolina 29606
--------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (864) 255-4100
--------------
233 N. Main Street, Suite 200
Greenville, South Carolina 29601
--------------------------------
(Former name or former address, if changed since last report)
<PAGE>
ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS
On June 30, 2000, Delta Woodside Industries, Inc. ("Delta Woodside")
completed the pro rata distribution (the "Delta Apparel Distribution") of all
the outstanding shares of Delta Apparel, Inc., a Georgia corporation that had
been a wholly-owned subsidiary of Delta Woodside ("Delta Apparel"), and the pro
rata distribution ("Duck Head Distribution") of all the outstanding shares of
Duck Head Apparel Company, Inc., a Georgia corporation that had been a
wholly-owned subsidiary of Delta Woodside ("Duck Head"), to the holders of
record of Delta Woodside shares on June 19, 2000.
A description of the Delta Apparel Distribution is set forth in the
Information Statement of Delta Apparel (the "Delta Apparel Information
Statement"), included as Exhibit 99.1 to Amendment No. 4 to Form 10/A (General
Form for Registration of Securities Pursuant to Section 12(b) or 12(g) of the
Securities Exchange Act of 1934) (File No. 1-15583), filed by Delta Apparel with
the Securities and Exchange Commission (the "SEC") on June 8, 2000 (the "Amended
Delta Apparel Form 10"), under the heading "The Delta Apparel Distribution",
which description is incorporated herein by reference. Additional information
respecting Delta Apparel and the Delta Apparel Distribution is set forth in the
material in the Delta Apparel Information Statement under the headings, "Risk
Factors", "Trading Market", "Relationships Among Delta Apparel, Delta Woodside
and Duck Head", "Business of Delta Apparel", "Security Ownership of Significant
Beneficial Owners and Management", "Interests of Directors and Executive
Officers in the Delta Apparel Distribution" and "Description of Delta Apparel
Capital Stock", which material is incorporated herein by reference.
A description of the Duck Head Distribution is set forth in the Information
Statement of Duck Head (the "Duck Head Information Statement"), included as
Exhibit 99.1 to Amendment No. 4 to Form 10/A (General Form for Registration of
Securities Pursuant to Section 12(b) or 12(g) of the Securities Exchange Act of
1934) (File No. 1-15585), filed by Duck Head with the SEC on June 8, 2000 (the
"Amended Duck Head Form 10"), under the heading "The Duck Head Distribution",
which description is incorporated herein by reference. Additional information
respecting Duck Head and the Duck Head Distribution is set forth in the material
in the Duck Head Information Statement under the headings, "Risk Factors",
"Trading Market", "Relationships Among Duck Head, Delta Woodside and Delta
Apparel", "Business of Duck Head", "Security Ownership of Significant Beneficial
Owners and Management", "Interests of Directors and Executive Officers in the
Duck Head Distribution" and "Description of Duck Head Capital Stock", which
material is incorporated herein by reference.
ITEM 5. OTHER EVENTS
On June 30, 2000, as contemplated in connection with the Delta Apparel
Distribution and the Duck Head Distribution, Delta Woodside announced that the
individuals who had been serving as the officers of Delta Woodside had resigned
from their officer positions, and the Delta Woodside board of directors had
elected new executive officers. William F. Garrett was elected President and
Chief Executive Officer; William H. Hardman, Jr. was elected Vice President,
Chief Financial Officer, Treasurer and Secretary; and Donald C. Walker was
elected Vice President, Controller and Assistant Secretary.
The press release that announced these new executive officers is included
as Exhibit 20.1 to this Report and is incorporated herein by reference
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Not applicable.
(b) The required pro forma financial information was previously filed
under Item 7, Financial Statements and Exhibits, of Delta Woodside's report on
Form 8-K with date of June 8, 2000, filed with the SEC on June 12, 2000, which
information is incorporated herein by reference.
(c) Exhibits
<PAGE>
2.1 Distribution Agreement, dated as of March 15, 2000, by and among
Delta Woodside Industries, Inc., DH Apparel Company, Inc.
(subsequently renamed Duck Head Apparel Company, Inc.) and Delta
Apparel, Inc. (excluding schedules and exhibits): Incorporated by
reference to Exhibit 2.1 to the Form 10/A of Delta Apparel, Inc.
(File No. 1-15583). The registrant agrees to furnish
supplementally to the Securities and Exchange Commission a copy
of any omitted schedule or exhibit to this exhibit upon request
of the Commission.
2.2 Tax Sharing Agreement, dated as of June 30, 2000, by and among
Delta Woodside Industries, Inc., Delta Apparel, Inc. and Duck
Head Apparel Company, Inc.
20.1 Press release dated June 30, 2000.
99.1 Information Statement of Delta Apparel, Inc.: Incorporated by
reference to Exhibit 99.1 to Amendment No. 4 to Form 10/A of
Delta Apparel, Inc. (File No. 1-15583).
99.2 Information Statement of Duck Head Apparel Company, Inc.:
Incorporated by reference to Exhibit 99.1 to Amendment No. 4 to
Form 10/A of Duck Head Apparel Company, Inc. (File No. 1-15585).
<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 hereunto duly authorized.
DELTA WOODSIDE INDUSTRIES, INC.
(Registrant)
By: /s/ William H. Hardman, Jr.
---------------------------------
William H. Hardman, Jr.
Vice President, CFO, Treasurer
and Secretary
Date: July 20, 2000
<PAGE>
EXHIBIT INDEX
2.1 Distribution Agreement, dated as of March 15, 2000, by and among
Delta Woodside Industries, Inc., DH Apparel Company, Inc.
(subsequently renamed Duck Head Apparel Company, Inc.) and Delta
Apparel, Inc. (excluding schedules and exhibits): Incorporated by
reference to Exhibit 2.1 to the Form 10/A of Delta Apparel, Inc.
(File No. 1-15583). The registrant agrees to furnish
supplementally to the Securities and Exchange Commission a copy
of any omitted schedule or exhibit to this exhibit upon request
of the Commission.
2.2 Tax Sharing Agreement, dated as of June 30, 2000, by and among
Delta Woodside Industries, Inc., Delta Apparel, Inc. and Duck
Head Apparel Company, Inc.
20.1 Press release dated June 30, 2000.
99.1 Information Statement of Delta Apparel, Inc.: Incorporated by
reference to Exhibit 99.1 to Amendment No. 4 to Form 10/A of
Delta Apparel, Inc. (File No. 1-15583).
99.2 Information Statement of Duck Head Apparel Company, Inc.:
Incorporated by reference to Exhibit 99.1 to Amendment No. 4 to
Form 10/A of Duck Head Apparel Company, Inc. (File No. 1-15585).
<PAGE>
