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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: January 17, 2003
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 January 16, 2003, entered into a letter of intent
with WLR Recovery Fund II, L.P. ("WLR"), a fund managed by W.L. Ross and
Company, to purchase up to $27.0 million of convertible notes to support a
recapitalization of the Company's balance sheet that would provide funds to
allow the Company to execute its Mexican expansion strategy. The
recapitalization plan contemplated by the letter of intent will contain the
following elements:
- Existing lenders and bondholders will be asked to extend maturities
and make other modifications to their agreements;
- The Company will distribute to present holders of the Company's
common stock nontransferable rights to purchase up to $27.0 million of
convertible notes. Any notes not purchased in the offering by
stockholders will be available for purchase by directors and
employees, and any remaining notes then will be purchased by WLR; and
- The new notes will bear interest at 12% per annum and be convertible
into common stock at $1.00 per share.
The recapitalization plan is subject to a number of contingencies and
conditions, including negotiation of a final agreement with WLR, agreement to
the proposed changes in the Company's current debt by lenders and bondholders,
approval of certain elements of the plan by the Company's common shareholders,
and the effectiveness of certain registration statements to be filed with the
Securities and Exchange Commission.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
99.1 Press release issued by Cone Mills Corporation on January 17, 2003.
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: January 17, 2003 /s/Gary L. Smith
---------------- Gary L. Smith
Executive Vice President and
Chief Financial Officer
Exhibit
No. Description
99.1 Press release issued by Cone Mills Corporation on January 17, 2003.