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
THE SECURITIES ACT OF 1934
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DATE OF REPORT (DATE OF EARLIEST EVENT REPORTED): September 25, 2003
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BUCKEYE TECHNOLOGIES INC.
(Exact name of registrant as specified in its charter)
DELAWARE 33-60032 62-1518973
(State of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.)
1001 Tillman Street, Memphis, Tennessee 38112
(Address of principal executive offices)
Registrant's telephone, including area code (901) 320-8100
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ITEM 5. OTHER EVENTS
On September 25, 2003, the Registrant issued the following press
releases.
News from
Buckeye
FOR IMMEDIATE RELEASE
Contacts: Kris Matula, Senior Vice President
901-320-8588
Gordon Mitchell
Investor Relations Manager
901-320-8256
Website: www.bkitech.com
BUCKEYE ANNOUNCES COMMENCEMENT OF CONSENT SOLICITATION
MEMPHIS, TN September 23, 2003 - Buckeye Technologies Inc. (NYSE: BKI) today
announced that it has commenced a solicitation of consents (the "Consent
Solicitation") from holders of its outstanding $100,000,000 principal amount of
9.25% Senior Subordinated Notes due September 15, 2008 (the "Notes") to amend
the indenture for the Notes. The purpose of the proposed amendments is to
conform certain provisions of the indenture governing the Notes to the
applicable provisions of Buckeye's more recent indenture entered into in June
1998 in connection with the issuance of its 8% Senior Subordinated Notes due
2010 and to current market practice.
The fee to be paid for each consent properly delivered and not revoked prior to
the expiration of the Consent Solicitation is $5 in cash for each $1,000
principal amount of Notes. The Consent Solicitation will expire at 5:00 P.M.,
New York City time, on Monday, October 6, 2003, unless extended. The proposed
amendments require the consent of holders of at least a majority in aggregate
principal amount of the outstanding Notes. The terms and conditions of the
Consent Solicitation are described in the Consent Solicitation Statement dated
September 23, 2003, copies of which may be obtained from Global Bondholders
Services Corporation.
Buckeye has engaged Citigroup Global Markets Inc. to act as solicitation agent
in connection with the Consent Solicitation. Questions regarding the Consent
Solicitation should be directed to Citigroup Global Markets Inc., Liability
Management at (800) 558-3745 (US toll-free) and (212) 723-6106 (collect).
Requests for documentation may be directed to Global Bondholders Services
Corporation, the information agent for the Consent Solicitation, at (866)
470-4200 (US toll-free) and (212) 430-3774 (collect).
This announcement is not a solicitation of consents with respect to any
securities. The Consent Solicitation is being made solely by the Consent
Solicitation Statement dated September 23, 2003.
Buckeye, a leading manufacturer and marketer of specialty cellulose and
absorbent products, is headquartered in Memphis, Tennessee, USA. The Company
currently operates facilities in the United States, Germany, Canada, Ireland and
Brazil. Its products are sold worldwide to makers of consumer and industrial
goods.
Certain matters discussed in this press release may constitute forward-looking
statements within the meaning of the federal securities laws that involve risks
and uncertainties, including but not limited to economic, competitive,
governmental, and technological factors affecting the Company's operations,
financing, markets, products, services and prices, and other factors. For
further information on factors which could impact the Company and the statements
contained herein, please refer to public filings with the Securities and
Exchange Commission.
News from
Buckeye
FOR IMMEDIATE RELEASE
Contacts: Kris Matula, Senior Vice President
901-320-8588
Gordon Mitchell
Investor Relations Manager
901-320-8256
Website: www.bkitech.com
BUCKEYE CLOSES PRIVATE PLACEMENT OF $200 MILLION IN SENIOR NOTES
MEMPHIS, TN September 23, 2003 - Buckeye Technologies Inc. (NYSE: BKI) yesterday
closed its private placement of $200 million in aggregate principal amount of
senior notes due 2013. The senior notes are guaranteed by certain of Buckeye
Technologies Inc.'s subsidiaries. The senior notes have a maturity date of
October 1, 2013, and a coupon of 8.5%.
The Company is using a portion of the net proceeds from the private placement to
redeem its 8.5% senior subordinated notes due 2005, pay the related redemption
premium and repay a portion of its existing bank debt.
The senior notes were offered in an unregistered offering pursuant to Rule 144A
and Regulation S under the Securities Act of 1933. These senior notes and
guarantees have not been registered under the Securities Act of 1933 or the
securities laws of any state, and may not be offered or sold in the United
States or outside the United States absent registration or an applicable
exemption from the registration requirements under the Securities Act and any
applicable state securities laws. Buckeye intends to offer to exchange the
unregistered senior notes for substantially identical registered senior notes.
This press release does not constitute an offer to sell or the solicitation of
an offer to buy any security and does not constitute an offer, solicitation or
sale in any jurisdiction in which such offering would be unlawful.
Buckeye, a leading manufacturer and marketer of specialty cellulose and
absorbent products, is headquartered in Memphis, Tennessee, USA. The Company
currently operates facilities in the United States, Germany, Canada, Ireland and
Brazil. Its products are sold worldwide to makers of consumer and industrial
goods.
Certain matters discussed in this press release may constitute forward-looking
statements within the meaning of the federal securities laws that involve risks
and uncertainties, including but not limited to economic, competitive,
governmental, and technological factors affecting the Company's operations,
financing, markets, products, services and prices, and other factors. For
further information on factors which could impact the Company and the statements
contained herein, please refer to public filings with the Securities and
Exchange Commission.
SIGNATURE
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,
BUCKEYE TECHNOLOGIES INC.
/S/ GAYLE L. POWELSON
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Gayle L. Powelson
Senior Vice President and Chief Financial Officer
September 25, 2003