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Index to Exhibits - Page 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
[X] CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
Date of Report: December 6, 2002
Commission File Number 1-3634
CONE MILLS CORPORATION
(Exact name of registrant as specified in its charter)
North Carolina 56-0367025
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(State or other jurisdiction) (I.R.S. Employer Identification No.)
804 Green Valley Road, Suite 300, Greensboro, N.C. 27408
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: 336-379-6220
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PART II
Item 5. Other Events
Cone Mills Corporation, on December 2, 2002, amended agreements with its lenders
extending the maturity date of its existing Revolving Credit Facility and Senior
Note obligation through May 30, 2003. The Revolving Credit Facility commitment
is $58 million and the outstanding balance of the Senior Note is $22 million. As
of the date of closing, the company had availability under its credit facility
in excess of $30 million.
The amended agreements provide that the company will present a recapitalization
proposal to its lenders by January 22, 2003. The company was unable to reach an
agreement with its lenders to defer the exercise date of certain equity
appreciation rights. These rights entitle the lenders, upon giving of notice, to
receive a payment of the greater of $1 million or 10% of the market value of
Cone's outstanding common stock if the company has not refinanced the Revolving
Credit Facility and Senior Note by January 15, 2003, which will not have
occurred by that date. The lenders indicated that they have not made a decision
on whether to seek to exercise their rights after January 15, 2003, pending a
review of the proposed recapitalization plan. The company will recognize a
charge in its first quarter 2003 income statement for these rights if they are
exercised or it is deemed probable that the rights will be exercised as part of
the recapitalization plan.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
4.2.23 Amendment of 1992 Note Agreement dated as of December 2, 2002, by
and among the Registrant and The Prudential Insurance Company of
America.
4.3.10 Amendment No. 10 to Credit Agreement dated as of December 2, 2002, by
and among the Registrant, as Borrower, Bank of America, N.A., Each of
the Lenders Signatory Thereto, and Bank of America, N.A., as Agent.
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 thereunto duly authorized.
CONE MILLS CORPORATION
(Registrant)
Date: December 6, 2002 /s/Gary L. Smith
Gary L. Smith
Executive Vice President and
Chief Financial Officer
Exhibit
No. Description
4.2.23 Amendment of 1992 Note Agreement dated as of December 2, 2002, by and
among the Registrant and The Prudential Insurance Company of America.
4.3.10 Amendment No. 10 to Credit Agreement dated as of December 2, 2002, by
and among the Registrant, as Borrower, Bank of America, N.A., Each of
the Lenders Signatory Thereto, and Bank of America, N.A., as Agent.