UNITED STATES
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):December 8, 2003
(Commission File Number)333-49957
EaglePicher Holdings, Inc.
(Exact name of Registrant as specified in its charter)
| | |
Delaware | | 13-3989553 |
| |
|
(State of incorporation) Identification Number) | | (I.R.S. Employer |
11201 North Tatum Blvd., Suite 110
Phoenix, Arizona 85028
(Address of Registrant’s principal executive office)
(602) 652-9600
(Registrant’s telephone number) | | | | | | | | |
| | Jurisdiction | | | | | | IRS Employer |
| | Incorporation or | | Commission | | Identification |
Name | | Organization | | File Number | | Number |
| |
| |
| |
|
EaglePicher Incorporated | | Ohio | |
| 333-49957
|
| | 31-0268670 |
Daisy Parts, Inc. | | Michigan | |
| 333-49957-02
|
| | 38-1406772 |
Eagle-Picher Far East, Inc. | | Delaware | |
| 333-49957-04
|
| | 31-1235685 |
EaglePicher Filtration & Minerals, Inc. | | Nevada | |
| 333-49957-06
|
| | 31-1188662 |
EaglePicher Technologies, LLC | | Delaware | |
| 333-49957-09
|
| | 31-1587660 |
EaglePicher Automotive, Inc. (f/k/a Hillsdale Tool & Manufacturing Co.) | | Michigan | |
| 333-49957-07
|
| | 38-0946293 |
TABLE OF CONTENTS
ITEM 5. Other Events
On December 8, 2003, EaglePicher Incorporated issued a press release announcing the commencement of its offer to exchange up to $250,000,000 principal amount of newly issued 9 3/4% Senior Subordinated Notes due 2013 registered under the Securities Act of 1933, as amended (the “Securities Act”) for a like amount of its outstanding privately placed 9 3/4% Senior Subordinated Notes due 2013, pursuant to Rule 144A of the Securities Act. The exchange offer will expire on January 9, 2004, at 5:00 p.m. New York time, unless extended by EaglePicher Incorporated.
The press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein.
ITEM 7. Financial Statements and Exhibits
99.1 | | Press Release, dated December 8, 2003. |
1
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.
| | | | | | |
Date: December 8, 2003 | | | | | | |
| | EAGLEPICHER HOLDINGS, INC |
| | | | | | |
| | By: | | /s/ Thomas R. Pilholski | | |
| | | |
| | |
| | Name: Title: | | Thomas R. Pilholski Senior Vice President and Chief Financial Officer | | |
2
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.
| | | | | | |
Date: December 8, 2003 | | | | | | |
| | EAGLEPICHER INCORPORATED |
| | | | | | |
| | By: | | /s/ Thomas R. Pilholski | | |
| | | |
| | |
| | Name: Title: | | Thomas R. Pilholski Senior Vice President and Chief Financial Officer | | |
3
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.
| | | | | | |
Date: December 8, 2003 | | | | | | |
| | DAISY PARTS, INC |
| | | | | | |
| | By: | | /s/ Thomas R. Pilholski | | |
| | | |
| | |
| | Name: Title: | | Thomas R. Pilholski Vice President | | |
4
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.
| | | | | | |
Date: December 8, 2003 | | | | | | |
| | EAGLE-PICHER FAR EAST, INC |
| | | | | | |
| | By: | | /s/ Thomas R. Pilholski | | |
| | | |
| | |
| | Name: Title: | | Thomas R. Pilholski Vice President | | |
5
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.
| | | | | | |
Date: December 8, 2003 | | | | | | |
| | EAGLEPICHER FILTRATION & MINERALS, INC |
| | | | | | |
| | By: | | /s/ Thomas R. Pilholski | | |
| | | |
| | |
| | Name: Title: | | Thomas R. Pilholski Vice President | | |
6
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.
| | | | | | |
Date: December 8, 2003 | | | | | | |
| | EAGLEPICHER TECHNOLOGIES, LLC |
| | | | | | |
| | By: | | /s/ Bradley J. Waters | | |
| | | |
| | |
| | Name: Title: | | Bradley J. Waters Vice President and Chief Financial Officer | | |
7
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.
| | | | | | |
Date: December 8, 2003 | | | | | | |
| | EAGLEPICHER AUTOMOTIVE, INC. (F/K/A HILLSDALE TOOL & MANUFACTURING CO.) |
| | | | | | |
| | By: | | /s/ Thomas R. Pilholski | | |
| | | |
| | |
| | Name: Title: | | Thomas R. Pilholski Vice President | | |
8
EXHIBIT INDEX
99.1 | | Press Release, dated December 8, 2003. |