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): February 17, 2006
STEINWAY MUSICAL INSTRUMENTS, INC.
(Exact name of registrant as specified in its charter)
Delaware | | 001-11911 | | 35-1910745 | |
(State or other jurisdiction
of incorporation) | | (Commission File Number) | | (IRS Employer
Identification No.) | |
800 South Street, Suite 305, Waltham, Massachusetts 02453
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code:
(781) 894-9770
N/A
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
ITEM 8.01 OTHER EVENTS
On February 17, 2006, Steinway Musical Instruments, Inc. (the “Company”) issued a press release (the “Press Release”) announcing the pricing of its private offering of $175 million in aggregate principal amount of 7% Senior Notes due 2014 (the “7% Notes”).
The offering of the 7% Notes has not been and will not be registered under the Securities Act of 1933, as amended, and may not be offered or sold in the United States absent a registration under the Securities Act of 1933, as amended, or an applicable exemption from such registration requirements.
This Current Report on Form 8-K shall not constitute an offer to sell or the solicitation of an offer to purchase the 7% Notes.
The Press Release attached to this Current Report on Form 8-K as Exhibit 99.1 is incorporated herein by reference.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS
The following exhibit is filed as part of this Current Report on Form 8-K.
Exhibit No. | | Description |
| | |
99.1 | | Press release issued by the Company on February 17, 2006 |
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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: February 17, 2006 | STEINWAY MUSICAL INSTRUMENTS, INC. |
| |
| By: | /s/ Dana D. Messina |
| | |
| Name: | Dana D. Messina |
| Title: | President and Chief Executive Officer |
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EXHIBIT INDEX
Exhibit
No. | | Description |
| | |
99.1 | | Press release issued by the Company on February 17, 2006 |
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