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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): October 1, 2003
GFSI, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 333-24189 74-2810748
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation) Identification No.)
9700 COMMERCE PARKWAY
LENEXA, KANSAS 66219
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (913) 888-0445
NOT APPLICABLE
(Former name or former address, if changed since last report)
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INFORMATION TO BE INCLUDED IN REPORT
ITEM 5. OTHER EVENTS AND REQUIRED FD DISCLOSURE.
On October 1, 2003, GFSI Holdings, Inc. ("Holdings"), the parent
company of GFSI, Inc. (the "Company"), issued shares of its common stock and
shares of its preferred stock in exchange for $30 million (at maturity value) of
Holdings' 11.375% Senior Discount Notes (the "Notes"). The shares were issued to
certain members of Holdings' management team who had purchased the Notes
directly from the noteholders. Upon consummation of the transaction, management
stockholders now hold approximately 90% of the outstanding equity of Holdings.
At the same time, the Company purchased an additional $30 million (at
maturity value) of the Notes. Combined with management's acquisition of the
Notes the two transactions resulted in $60 million of the Notes being purchased
by Holdings and the Company, leaving $24 million (maturity value) in the hands
of third party noteholders. The Company borrowed approximately $11.6 million
from its existing revolving credit facility in order to finance its purchase and
pay related transaction fees.
On October 2, 2003, Holdings issued a press release regarding these
transactions. The press release is attached hereto as an exhibit and is hereby
incorporated in its entirety by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
EXHIBIT NUMBER DESCRIPTION
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99.1 Press Release dated October 2, 2003.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
GFSI, INC.
Date: October 2, 2003 By: /S/ J. CRAIG PETERSON
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J. Craig Peterson
Senior Vice President and Chief
Financial Officer
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EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION
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99.1 Press Release dated October 2, 2003.
4