1 WASHINGTON, D.C. FORM 8-K ---------- CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 DATE OF REPORT: FEBRUARY 7, 2000 (Date of earliest event reported) ---------- WHITE CAP INDUSTRIES, INC. (Exact name of registrant as specified in its charter) ---------- Delaware 0-22989 84-1380403 - ------------------------------- ----------- -------------------- (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) Number) Identification No.) 3120 AIRWAY AVENUE, P.O. BOX 1770, COSTA MESA, CALIFORNIA 92626 (Address of principal executive offices, zip code) (714) 850-0900 (Registrant's telephone number, including area code) 2 ITEM 5. OTHER EVENTS On February 7, 2000, the Registrant issued a press release announcing that its July 21, 1999 definitive merger agreement with an affiliate of Leonard Green & Partners, L.P. (WC Recapitalization Corp.), was approved by the requisite vote during a special meeting of White Cap stockholders on February 7, 2000. Consummation of the merger will result in a recapitalization of White Cap. 3 SIGNATURES Pursuant to the requirement 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. WHITE CAP INDUSTRIES, INC. (Registrant) Date: February 8, 2000 By: /s/ CHRIS LANE ----------------------------------------- Chris Lane Chief Financial Officer 1