UNITED STATES
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) January 25, 1996
SOUTHEASTERN PUBLIC SERVICE COMPANY
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(Exact name of registrant as specified in its charter)
DELAWARE 1-4351 13-5534018
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(State or other (Commission (I.R.S. Employer
jurisdiction of File No.) Identification No.)
incorporation of
organization)
5100 North Federal Highway
Fort Lauderdale, Florida 33308
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(Address of principal executive office) (Zip code)
Registrant's telephone number, including area code:(954) 938-0070
2001 N.W. 107th Avenue
Miami, Florida 33172
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(Former name or former address, if
changed since last report)
<PAGE>
Item 5. Other Events.
On January 25, 1996, Triarc Companies, Inc. ("Triarc"), the parent
corporation of the Registrant, and Avondale Incorporated ("Avondale")
entered into a letter of intent under which the Registrant intends to sell
the business of the Graniteville Company ("Graniteville"), to Avondale. The
Registrant is the indirect owner of 50% of Graniteville. The balance is
owned by affiliates of the Registrant. The decision to sell to Avondale
follows a decision by Triarc and Galey & Lord, Inc. whom mutually agreed
not to go forward with the previously announced proposed merger of
Graniteville and Galey & Lord.
The letter of intent provides, among other things, that Triarc will
sell the Graniteville business (excluding C.H. Patrick & Co., Inc. and
certain other assets) for $255 million in cash. A portion of the proceeds
will be used to repay Graniteville's existing indebtedness.
The consummation of the sale is subject to the execution of a
definitive agreement, Hart-Scott-Rodino antitrust clearance and other
regulatory approvals and customary closing conditions.
On January 25, 1996, Triarc announced that its board of directors had
approved a plan to file a registration statement with the Securities and
Exchange Commission with respect to an underwritten initial public offering
of National Propane Corporation. The Registrant is the indirect owner of
24.3% of National Propane. The balance is owned by affiliates of Triarc.
The offering will be of common units to be issued by a new master limited
partnership ("MLP") to be formed by National Propane.
A registration statement has not yet been filed with the Securities
and Exchange Commission. The offering of MLP units will be made only by
means of a prospectus. The MLP units may not be sold, nor may offers to
buy be accepted prior to the time the registration statement becomes
effective. This Current Report on Form 8-K does not constitute an offer to
sell or the solicitation of an offer to buy, nor shall there be any sale of
the MLP units in any state in which such an offer, solicitation or sale
would be unlawful prior to registration or qualification under the
securities laws of any such state.
A copy of the letter of intent and press release with respect to the
transactions above are being filed herewith as exhibits hereto and are
incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and
Exhibits.
(c) Exhibits
2.1 Letter of Intent dated January 25, 1996
99.1 Press release dated January 25, 1996
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.
SOUTHEASTERN PUBLIC SERVICE COMPANY
Date: January 31, 1996 By: John L. Cohlan
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John L. Cohlan
Senior Vice President -
Corporate Finance
<PAGE>
Exhibit Index
Exhibit
No. Description Page No.
- -------- ------------ --------
2.1 Letter of Intent dated January 25, 1996
99.1 Press release dated September 25, 1995
<PAGE>
Exhibit 2.1
January 25, 1996
Avondale Incorporated
P.O. Box 1109
506 South Broad Street
Monroe, GA 30655
Attn: Mr. G. Stephen Felker,
Chairman, President and
Chief Executive Officer
Ladies and Gentlemen:
This Letter of Intent describes our understanding as to the
proposed purchase by Avondale Incorporated ("Avondale") of substantially
all of the assets and business (as more specifically defined below, the
"Assets") of Graniteville Company, a South Carolina corporation
("Graniteville"). Graniteville is an indirect wholly-owned subsidiary of
Triarc Companies, Inc., a Delaware corporation ("Triarc"). The textile
business and related activities in which Graniteville is engaged are
referred to herein as the "Business."
1. Purchase Price. The total consideration for the purchase by
Avondale of the Assets will be $255 million in cash (the "Dollar
Consideration"), together with the assumption by Avondale of the Assumed
Liabilities (as defined below). If at the Closing (as defined below) the
net assets of Graniteville shall be less than $235 million, the Dollar
Consideration shall be reduced on a dollar for dollar basis to the extent
of such shortfall. Net assets shall be determined on the basis set forth
on Schedule A hereto based on a statement of the Assets and the Assumed
Liabilities as of the Closing audited jointly by Ernst & Young, LLP and
Deloitte & Touche, LLP in accordance with GAAP on a basis consistent with
July 30, 1995 balance sheet of Graniteville's textile business (the
"Closing Statement").
2. Assets. As more specifically provided in the definitive
sale and purchase agreement (the "Asset Purchase Agreement") and other
documentation relating to the purchase of the Assets (collectively, the
"Definitive Documentation"), the Assets shall include all of the accounts
receivable, inventories, other current assets, plant, property and
equipment, good will, trade names and trademarks, contract rights and other
intangibles, business records and information and other assets of
Graniteville, other than the following (the "Excluded Assets"): (a) cash,
cash equivalents and marketable securities; (b) any real estate located in
Swint Lake, South Carolina; (c) Enterprise Mill; (d) all of the capital
stock of Graniteville Holdings, Inc., Chesapeake Insurance Company Limited,
G.M.W. Industries, Inc., Graniteville International Sales, Inc. and C.H.
Patrick & Co., Inc. ("Patrick") and all assets owned by such companies;
(e) the Williston Facility; (f) certain other non-textile related real
estate assets that are not contiguous to any Graniteville plant sites;
(g) all notes payable from Triarc to Graniteville, including accrued
interest; (h) all intercompany charges and agreements with Patrick, Triarc
or any of their respective affiliates; (i) the minute books and stock
records of Graniteville; (j) all amounts due to Graniteville in connection
with any tax refunds or similar payments or refund payments related to its
former lease in New York City; (k) any governmental permit, license or
similar right that is not by its terms transferable to Avondale; and (l)
all rights of contribution and similar rights against third parties with
respect to any claim or similar matter which is subject to indemnification
by Graniteville under the Definitive Documentation.
3. Assumed Liabilities. (a) As more specifically provided in
the Definitive Documentation, the Assumed Liabilities shall include all of
the liabilities related to the Business, including, without limitation, all
liabilities for taxes, other than federal, state and local income taxes,
for periods prior to the Closing. Graniteville will retain all liability
for, and shall have the right to retain any refunds with respect to, all
federal, state and local income taxes of Graniteville for periods prior to
the Closing. Responsibility for transfer taxes in connection with the
transactions contemplated hereby shall be as agreed upon in the Definitive
Documentation.
(b) The Assumed Liabilities shall not include Graniteville's
obligations under any agreement or instrument regarding funded
indebtedness, including, without limitation, (i) the Revolving Credit Term
Loan and Security Agreement dated as of April 23, 1993, as amended, by and
among Graniteville, Patrick, the various financial institutions party
thereto and The CIT/Commercial Services, Inc., as agent, (ii) the Wachovia
Credit Agreement, (iii) the Amended and Restated Factoring Agreement dated
as of April 23, 1993 by and among Graniteville, Patrick and CIT and
(iv) the Equipment Financing Agreement with First Union National Bank. If
Avondale assumes the obligations under clauses (ii) and (iv) of the
previous sentence, the Dollar Consideration will be reduced by the amount
assumed.
(c) Graniteville will indemnify Avondale for any Assumed
Liability to the extent that such Assumed Liability is not reflected on or
is in excess of the reserve for such Assumed Liability on the Closing
Statement; provided that such indemnification will be subject to the Basket
described in paragraph 6(b) below.
4. Closing. At the closing of the sale and purchase of the
Assets (the "Closing"), the Assets shall be transferred to Avondale free
and clear of all liens, charges and security interests, other than liens
securing Assumed Liabilities and other permitted liens as provided in the
Definitive Documentation.
5. Payment of Purchase Price. The Dollar Consideration shall
be paid by wire transfer of immediately available funds to an account
specified in writing by Graniteville.
6. Definitive Documentation.
(a) The definitive Asset Purchase Agreement will include
covenants, representations, warranties, closing conditions and indemnities
customary in transactions of this nature, including, without limitation,
representations as to (i) the audited financial statements for the ten-
month period ended January 2, 1994, and the years ended January 1, 1995 and
December 31, 1995 (which may be unaudited at the time of signing of the
Asset Purchase Agreement) and that such financial statements fairly present
the financial position of the Graniteville textile business as of such
dates in accordance with GAAP, consistently applied, (ii) the most recent
regularly prepared unaudited financial statements available as of the
Closing and that such financial statements fairly present the financial
position of the Graniteville textile business as of such date in conformity
with GAAP applied on a basis consistent with prior financials (subject to
normal year-end adjustments and the lack of footnotes thereto), (iii) the
conduct of the operations of the Graniteville textile business in the
ordinary course of business, (iv) tax issues (other than with respect to
those taxes not being assumed by Avondale) (including ERISA),
(v) environmental issues, (vi) compliance with laws, (vii) litigations,
(viii) contracts, (ix) title and (x) other items to be agreed upon in the
Definitive Documentation. The obligations of the parties will be subject
to (among other things) compliance with the Hart-Scott-Rodino Antitrust
Improvements Act of 1976, as amended (the "HSR Act") and the absence of
third party injunctions, but the obligations of Avondale will not be
subject to any condition as to financing or completion of due diligence.
(b) Graniteville will not be liable for indemnification of
breaches of representations and warranties under the Asset Purchase
Agreement unless and only to the extent that the aggregate of such
indemnification obligations of Graniteville under the Asset Purchase
Agreement exceeds $5 million (the "Basket"), in which case Graniteville
will pay all such amounts in excess of the Basket, subject to a maximum
liability of $100 million (the "Cap"). The representations, warranties and
indemnification obligations of Graniteville under the Asset Purchase
Agreement shall expire eighteen months after the Closing, other than (i)
representations and warranties as to taxes, which shall survive until the
expiration of the applicable statute of limitations and
(ii) representations and warranties as to environmental matters, which
shall expire at a time to be agreed upon in the Definitive Documentation.
Notwithstanding the foregoing, the Basket, Cap and/or survival periods
referred to above shall not apply to a limited number of customary
representations and warranties including, without limitation, title to the
Assets, power and authority to convey the Assets, enforceability of the
Definitive Documentation and no brokers. Triarc will guarantee the
indemnification obligations of Graniteville under the Asset Purchase
Agreement.
7. C.H. Patrick Supply Agreement. At the Closing, Avondale
will enter into a ten-year supply agreement (the "Supply Agreement") with
Patrick. The Supply Agreement will require Avondale and its affiliates
each year to give Patrick the opportunity to supply, on a no-bid, last look
basis, the Graniteville Percentage of the textile dyes and chemicals
purchased by Avondale and its affiliates during such year. As used herein
the "Graniteville Percentage" equals (expressed as a percentage) (A) the
total number of pounds or other appropriate measures of dyes and chemicals
purchased by Graniteville from Patrick during 1995 divided by (B) the total
number of pounds or other appropriate measures of dyes and chemicals
purchased by Graniteville and Avondale from all sources, including Patrick,
during 1995.
The Supply Agreement will include provisions relating to appropriate
category/product mixes to be purchased by Avondale and its affiliates
during the term of the Supply Agreement. Avondale will, during the term of
the Supply Agreement discuss with C.H. Patrick the development of new
textile dye and chemical products to be purchased by Avondale and its
affiliates. The Supply Agreement will remain in effect following any
change of control of Patrick. No amounts payable to Patrick under the
Supply Agreement will be subject to set off by Avondale and its affiliates.
8. CIT Fees. Graniteville and Avondale will each pay half of
any fees payable by Graniteville with respect to the prepayment of its
indebtedness referred to in clauses (i) and (iii) of paragraph 3 above;
provided that the maximum liability of Avondale pursuant to this paragraph
8 shall be $2.9 million. Avondale will provide CIT the opportunity to
participate in any acquisition financing on the same terms provided to
other lenders as a means to ameliorate the prepayment penalty.
9. HSR Act Filing. As soon as practicable after the date
hereof, Triarc and Avondale shall file or cause to be filed notification
and report forms in compliance with the HSR Act, and the parties shall
cooperate in making any such filings promptly.
10. Preparation of Definitive Documentation; Closing. Following
execution of this Letter of Intent, the parties will instruct their
respective attorneys to begin drafting the Definitive Documentation.
Avondale will use its good faith efforts to provide a draft of the Asset
Purchase Agreement and the Supply Agreement as soon as practicable
following the date of this Letter of Intent. Preparation of the Definitive
Documentation will continue in parallel with Avondale's due diligence
investigation, so as to alleviate the possibility of any delay in the
Closing due to the need to complete legal documentation.
Triarc acknowledges that Avondale's due diligence will depend on
Graniteville's cooperation in providing Avondale with access to all
manufacturing facilities, to managing employees and to inspection and
evaluation of all physical assets and books and records of Graniteville.
Since it is the parties' intention to complete due diligence so as to be
able to achieve a Closing as soon as possible, Graniteville and Avondale
agree to work as expeditiously as possible to complete and execute
Definitive Documentation and to resolve diligently any open issues.
Graniteville and Avondale will mutually work in good faith and will
instruct their respective attorneys to work in good faith to complete the
Definitive Documentation as soon as practicable following the date of this
Letter of Intent, and to close the transaction as soon as practicable
thereafter. Promptly following execution and delivery of this Letter of
Intent and until the termination of this Letter of Intent (as provided in
paragraph 15 below), Triarc will cause Graniteville to provide Avondale and
its affiliates and any person or organization who is considering providing
financing to Avondale in connection with the proposed transaction and their
respective officers, directors, employees, agents, counsel, accountants,
financial advisors, consultants and other representatives (collectively,
the "Representatives") with full access, upon reasonable prior notice, to
all officers, key employees and accountants of Graniteville and to its
assets, properties, contracts, books and records and all such other
information and data concerning the business and operations of Graniteville
as Avondale or any of such other persons reasonably may request in
connection with such investigation.
11. Confidentiality. Avondale acknowledges that it remains
subject to the confidentiality agreement previously executed by it dated
May 8, 1995 and that Avondale and its Representatives will conduct their
due diligence in accordance with and governed by the terms thereof.
Avondale understands and acknowledges that Triarc and its affiliates will
make a public announcement of the proposed transaction immediately
following the execution of this Letter of Intent and will file this Letter
of Intent with the Securities and Exchange Commission. Triarc agrees that,
to the extent practicable, Avondale shall have the right to review and
comment on such public announcement. To the extent practicable, except as
required by law or stock exchange rules and regulations, neither party
shall make any other public disclosure or announcement regarding the
transactions contemplated by this Letter of Intent (other than to announce
the expiration or termination of the Hart-Scott-Rodino waiting period)
without the consent of the other party (which consent shall not be
unreasonably withheld).
12. No Solicitation. In consideration of the substantial
expenditure of time, effort and expense to be undertaken by Avondale and
its Representatives upon execution and delivery of this Letter of Intent,
Triarc hereby agrees that for a 90 day period from the date hereof neither
Triarc nor Graniteville nor their respective officers, directors or
employees or any investment banker, attorney or accountant or other
representative retained by Triarc or Graniteville shall (subject to
fiduciary duties of boards of directors) solicit, or encourage the
solicitation of, or enter into, negotiations of any type, directly or
indirectly, or enter into a letter of intent or purchase agreement, merger
agreement or other similar agreement with any person, firm or corporation,
other than Avondale, with respect to a merger, consolidation, business
combination, sale of all or any substantial part of the capital stock or
assets of Graniteville, liquidation or similar extraordinary transaction
with respect to Graniteville, nor shall Triarc or Graniteville or any such
persons furnish or cause to be furnished any information regarding
Graniteville to any person that is considering any such transaction
involving Graniteville. If Triarc or Graniteville or any of their
representatives receives any offer, inquiry or informational request from
any such person, Triarc will promptly advise such person in writing of the
provisions of this paragraph and shall provide a copy of such notice to
Avondale.
13. Binding Effect. This Letter of Intent is intended to
evidence the current intentions of the parties with respect to the
transactions contemplated hereby as reflected in discussions between us to
date, and it is expressly understood and agreed that (a) this Letter of
Intent is not intended to, and does not, constitute an agreement to
consummate the transactions contemplated hereby or to enter into the
Definitive Documentation and (b) the parties hereto have no rights or
obligations of any kind whatsoever relating to the transactions
contemplated hereby by virtue of (i) this Letter of Intent, (ii) any past,
present or future approvals by or conduct of the management or board of
directors of either party (or any affiliate thereof), (iii) any other past,
present or future written or oral indications of assent, or indications of
results of negotiations or agreement to some or all matters then under
discussion, or (iv) any other written or oral expression by us or our
respective representatives unless and until the Definitive Documentation is
executed and delivered; provided, however, that the respective obligations
of Triarc and Avondale contained in this paragraph and paragraphs 11, 12,
14, 15, 16, 18 and 19 will be binding upon Triarc and Avondale, as the case
may be, when each has signed a copy of this Letter of Intent in the manner
provided below.
14. Representations and Warranties. Each of the parties hereto
hereby represents and warrants that it is free to enter into this Letter of
Intent and to consummate the transactions contemplated hereby, and that
such party has neither breached nor induced the other to breach any
agreements or understandings with, or obligation to, any third party in
respect of the transactions contemplated hereby. Each of the parties
hereto hereby further represents and warrants that, other than by virtue of
this Letter of Intent: (a) it is not under any obligation with respect to
the transactions contemplated hereby; (b) no offer, commitment,
undertaking, estoppel, agreement or obligation of any nature whatsoever
relating to the transactions contemplated hereby exists or may be implied
in fact, law or equity; and (c) the execution and delivery by such party of
this Letter of Intent and the consummation of the transactions contemplated
hereby will not violate the rights of any third party (other than customer
and supply contracts) or give rise to any right or liability on the part of
such party based upon, or arising out of, or in respect of a violation of,
or interference with, the rights of any such third party.
15. Termination. The parties' obligations under this Letter of
Intent, other than those set forth in paragraphs 11 and 16, will terminate
90 days following execution by all parties or, if earlier, (i) upon
execution of a definitive Asset Purchase Agreement by all parties or (ii)
upon written notice delivered by Triarc prior to 5:00 p.m. on January 25,
1996 terminating this Letter of Intent.
16. Fees. Subject to paragraph 8, whether or not the
transactions contemplated hereby are consummated, each of Graniteville and
Avondale will pay its own costs and expenses (including, without
limitation, brokers', investment banking and other financial advisory fees)
incurred in connection with the preparation and negotiation of this Letter
of Intent and the Definitive Documentation.
17. Change of Name. Within three business days after the
Closing, Triarc shall cause Graniteville and Graniteville Holdings, Inc. to
change their names to names that do not include the word "Graniteville."
18. Entire Agreement. This Letter of Intent and the
confidentiality agreement referred to in paragraph 11 above set forth the
entire understanding and agreement of the parties hereto and their
affiliates with regard to the subject matter of this Letter of Intent and
supersede all prior and contemporaneous agreements, arrangements or
understandings relating thereto.
19. Miscellaneous. This Letter of Intent (a) may be modified or
amended only by a written agreement executed and delivered by each party
hereto, (b) may be executed in one or more counterparts, each such
counterpart being deemed an original instrument and all such counterparts
together constituting the same agreement and (c) shall be governed by, and
construed in accordance with, the laws of the State of New York applicable
to agreements to be performed entirely within such State.
If the foregoing correctly sets forth our agreement, please so
indicate in the space provided below and return one signed copy to the
undersigned.
Sincerely,
TRIARC COMPANIES, INC.
By: BRIAN L. SCHORR
Brian L. Schorr
Executive Vice President
Accepted and Agreed to:
AVONDALE INCORPORATED
By: JACK R. ALTHERR, JR.
Jack R. Altherr, Jr.
Vice President and Chief Financial Officer
Pursuant to Item 601 of Regulation S-K, Schedule A to the Letter of Intent,
which sets forth the basis of determination of Graniteville's net assets,
is not being filed herewith. The Registrant will, upon request, furnish a
copy of such schedule supplementally to the Securities and Exchange
Commission.
Exhibit 99.1
PRESS RELEASE
CONTACT: Martin M. Shea FOR IMMEDIATE RELEASE
Triarc Companies, Inc.
(212) 230-3030
TRIARC ANNOUNCES STRATEGIC ACTIONS
-- Graniteville to be Sold to Avondale Mills for $255 Million in Cash --
-- Planned Initial Public Offering of National Propane
Through Master Limited Partnership --
-- Charges to be Applied to Fourth-Quarter Earnings --
NEW YORK, NY -- January 25, 1996 -- Reflecting the commitment it made
last year to undertake a strategic review of its businesses and to pursue
aggressively opportunities to build shareholder value, Triarc Companies,
Inc. (NYSE:TRY) today announced a series of steps aimed at realizing its
value-enhancement objectives. The steps, which include the proposed sale
of the Company's Graniteville textile business and an initial public
offering of the Company's National Propane liquefied petroleum subsidiary,
through a master limited partnership, will significantly enhance Triarc's
strategic, operational and financial flexibility, and enable it to focus on
its principal consumer businesses: restaurants (Arby's) and beverages
(Royal Crown and Mistic Brands). The proposed sale of the Graniteville
business will be to Avondale Mills of Monroe, Georgia. The decision to
sell to Avondale follows a decision by Triarc and Galey & Lord who mutually
agreed not to go forward with their previously announced proposed merger of
Graniteville and Galey & Lord.
Graniteville
Pursuant to a letter of intent entered into with Avondale Mills,
Triarc will sell the Graniteville business for $255 million in cash. A
portion of the proceeds will be used by Triarc to repay Graniteville's
existing indebtedness. In addition, C.H. Patrick, Inc., Graniteville's
specialty chemical subsidiary, which is not being sold, will have a long-
term contract to supply chemicals and dyes to the combined
Avondale/Graniteville business. The consummation of the transaction is
subject to execution of a definitive agreement, Hart-Scott-Rodino antitrust
clearance and other regulatory approvals and customary closing conditions.
National Propane
Triarc also announced today that, in connection with its previously
announced review of strategic alternatives for National Propane, its Board
of Directors has approved a plan to file a registration statement with the
Securities and Exchange Commission with respect to an underwritten initial
public offering of National Propane Corporation, the fifth largest propane
distribution company in the United States. The offering will be of common
units to be issued by a new master limited partnership (MLP) to be formed
by National Propane.
A registration statement has not been filed with the Securities and
Exchange Commission. The offering of MLP units will be made only by means
of a prospectus. The MLP units may not be sold, nor may offers to buy be
accepted prior to the time the registration statement becomes effective.
This release does not constitute an offer to sell or the solicitation of an
offer to buy, nor shall there be any sale of the MLP units in any state in
which such an offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such state.
Fourth Quarter Earnings Charge; Adoption of SFAS 121
Triarc also announced that it will be recording certain non-recurring
charges in the 1995 fourth quarter with respect to: the planned early
adoption of Statement of Financial Accounting Standards No. 121 "Accounting
for Impairment of Long-Lived Assets"; write-downs in connection with
certain long-term investment impairments; and continued downsizing efforts
of the Company. The total amount of such charges has not yet been
finalized. SFAS 121 is required to be adopted effective with the first
quarter of 1996. The charges relating to SFAS 121 relate to a required
accounting change in the method of determining impairment for long-lived
assets used in the business and will have no cash impact. This charge will
provide a non-cash benefit in future years from reduced depreciation and
amortization.
Separately, Triarc announced that Leon Kalvaria has resigned as Vice
Chairman and member of the Board. Mr. Kalvaria will continue to be
available as a consultant to the Company.
* * *
Commenting on the Graniteville sale, Nelson Peltz, Chairman and Chief
Executive Officer, said, "The proposed transaction with Avondale is a major
step in our previously announced review of strategic alternatives for our
businesses. The agreement announced today will significantly enhance
Triarc's balance sheet, increase our strategic and financial flexibility,
and allow us to continue to build the value of Triarc's businesses."
Peter W. May, President and Chief Operating Officer of Triarc, said,
"Going forward, Triarc should be simpler to understand with its operations
primarily focused on its consumer businesses through Arby's, Royal Crown
and Mistic. As a separate public company, National Propane will be in a
better position to grow, and Triarc will participate in such growth as the
holder of equity units in the master limited partnership. Similarly, the
separation of C.H. Patrick from Graniteville and the new long-term supply
agreement should promote growth oportunities for Patrick."
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