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): JANUARY 17, 2003 THERMADYNE HOLDINGS CORPORATION (Exact name of Registrant as specified in charter) DELAWARE 0-23378 74-2482571 (State or other jurisdiction (Commission file number) (I.R.S. employer of incorporation) identification no.) THERMADYNE MFG. LLC (Exact name of Registrant as specified in charter) DELAWARE 333-57457 74-2878452 (State or other jurisdiction (Commission file number) (I.R.S. employer of incorporation) identification no.) THERMADYNE CAPITAL CORP. (Exact name of Registrant as specified in charter) DELAWARE 333-57457 74-2878453 (State or other jurisdiction (Commission file number) (I.R.S. employer of incorporation) identification no.) 101 S. HANLEY ST. LOUIS, MISSOURI 63105 (Address of principal executive offices) Registrants' telephone number, including area code: (314) 721-5573 ------------ ITEM 5. OTHER EVENTS. On January 17, 2003, Thermadyne Holdings Corporation (the "Company"), Thermadyne Mfg. LLC, Thermadyne Capital Corp. and certain other direct and indirect subsidiaries of the Company (collectively, the "Debtors") filed with the U.S. Bankruptcy Court for the Eastern District of Missouri Eastern Division (the "Bankruptcy Court") the proposed First Amended and Restated Joint Plan of Reorganization (the "Plan") and the proposed First Amended and Restated Disclosure Statement describing the Plan (the "Disclosure Statement"). The Bankruptcy Court issued an order approving the Disclosure Statement on January 21, 2003 (the "Order"). The Debtors have commenced a solicitation of votes for approval of the Plan. The Plan and the Disclosure Statement remain subject to confirmation by the Bankruptcy Court and a hearing for such confirmation is scheduled for March 19, 2003. The deadline to vote on the Plan is February 28, 2003. The deadline to object to confirmation of the Plan is March 7, 2003. A copy of the Disclosure Statement, together with the exhibits thereto (including the Plan as Exhibit A and the Order as Exhibit B) is attached hereto as Exhibit 2.1. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (a) Not applicable. (b) Not applicable. (c) Exhibits. 2.1 First Amended and Restated Disclosure Statement dated January 17, 2003, including the Plan of Reorganization dated January 17, 2003 and the Order Approving the Disclosure Statement as exhibits. 2 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. THERMADYNE HOLDINGS CORPORATION Date: February 6, 2003 By: /s/ James Tate --------------------------------- James Tate Senior Vice President and Chief Financial Officer 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. THERMADYNE MFG. LLC Date: February 6, 2003 By: /s/ James Tate --------------------------------- James Tate Senior Vice President and Chief Financial Officer 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. THERMADYNE CAPITAL CORP. Date: February 6, 2003 By: /s/ James Tate --------------------------------- James Tate Senior Vice President and Chief Financial Officer 3 EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 2.1 First Amended and Restated Disclosure Statement dated January 17, 2003, including the Plan of Reorganization dated January 17, 2003 and the Order Approving the Disclosure Statement as exhibits. 4