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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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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): October 23, 1997
Synthetic Industries, Inc.
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(Exact name of registrant as specified in its charter)
Georgia 33-11479 58-1049400
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(State of Incorporation) (Commission File Number) (IRS Employer
Identification No.)
309 LaFayette Road
Chickamauga, Georgia 30707
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (706) 375-3121
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
On October 23, 1997, the Delaware Court of Chancery preliminarily
enjoined the implementation of the proposed Agreement and Plan of Withdrawal
and Dissolution of Synthetic Industries, L.P., the majority stockholder of the
Registrant, pursuant to which shares of the Registrant's common stock, par value
$1.00 per share, would be offered for sale to the public in an underwritten
secondary offering. In connection with the Court's decision, the Registrant
filed a press release on October 24, 1997, a copy of which is attached as
Exhibit 99.1.
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits
99.1 Text of Press Release of Synthetic Industries, Inc.,
dated October 24, 1997.
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SIGNATURES
Pursuant to the requirements of the Security Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: October 27, 1997 SYNTHETIC INDUSTRIES, INC.
By: /s/ Joseph Sinicropi
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Joseph Sinicropi
Chief Financial Officer,
Secretary
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit Sequentially
No. Exhibit Numbered Page
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<S> <C> <C>
99.1 Text of Press Release of Synthetic
Industries, Inc., dated October 24, 1997.
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EXHIBIT 99.1
CONTACT: Joseph Sinicropi
Chief Financial Officer
Synthetic Industries, Inc.
(706) 375-3121, Ext. 1400
FOR IMMEDIATE RELEASE
June Filingeri, John Blackwell
Press Contact: Stan Froelich
Morgen-Walke Associates
(212)850-5600
SYNTHETIC INDUSTRIES, L.P. REPORTS DELAWARE COURT ACTION
CHICKAMAUGA, GA, October 24, 1997 -- Synthetic Industries, L.P. today reported
that the Delaware Court of Chancery has preliminarily enjoined the
implementation of its proposed plan of dissolution. Synthetic Industries, L.P.
is the majority stockholder of Synthetic Industries, Inc. (Nasdaq:SIND).
Synthetic Industries, L.P. has been soliciting proxies from its limited
partners in connection with the proposed plan of dissolution pursuant to which
shares in Synthetic Industries, Inc. would be offered for sale to the public in
an underwritten secondary offering.
The general partner of Synthetic Industries, L.P. is seeking to appeal
the Court's decision, and the Court has permitted the general partner to
continue its proxy solicitation. Synthetic Industries, Inc. is not a party to
the Delaware lawsuit.
Synthetic Industries, Inc. is the second largest manufacturer of
polypropylene fabrics and fibers in the world. The Company's diverse mix of
products is sold world-wide for such end uses as carpet backing, geotextiles,
erosion control, concrete reinforcement and furniture construction fabrics.
A registration statement relating to the securities of Synthetic
Industries, Inc. has been filed with the Securities and Exchange Commission but
has not yet become effective. These securities have not been approved or
disapproved by the Securities and Exchange Commission nor has the Securities
and Exchange Commission passed upon the accuracy or adequacy of the
registration statement. These securities may not be sold nor may offers to buy
be accepted prior to the time the registration statement becomes effective.
This press release shall not constitute an offer to sell or the solicitation of
an offer to buy nor shall there be any sale of these securities in any state in
which such offer, solicitation of sale would be unlawful prior to registration
or qualification under the securities laws of any such state.
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