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 12, 1996 (December 29, 1995)
INTERCO INCORPORATED
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(Exact name of Registrant as specified in charter)
Delaware I-91 43-0337683
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(State of (Commission (IRS Employer
Incorporation) File Number) Identification Number)
101 South Hanley Road, St. Louis, Missouri 63105
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(Address of principal executive offices)
(314) 863-1100
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(Registrant's telephone number)
Item 2. Acquisition of Assets
(a) On December 29, 1995, the Company purchased from a
subsidiary of Armstrong World Industries, Inc. all of the issued and
outstanding common stock of Thomasville Furniture Industries, Inc., a
Pennsylvania corporation ("Thomasville"), in exchange for
approximately $331 million in cash at closing. The Company also
assumed $8 million in long-term debt of Thomasville.
In connection with the acquisition, the Company entered into a
new senior secured credit agreement with a syndicate of financial
institutions led by Bankers Trust Company, Credit Lyonnais New York
Branch and NationsBank, N.A. The credit agreement consists of three
term loan facilities totaling $450 million and a $180 million
revolving credit facility. In addition, the Company's existing
receivables securitization facility with Credit Lyonnais has been
increased from $150 million to $225 million. Proceeds from the new
term loan facilities, an initial funding of $71 million from the
revolving credit facility and an additional $55 million from the
receivables securitization facility have been used to finance the
purchase of Thomasville and to repay the balance under the Company's
previous $285 million secured credit agreement.
b) Thomasville, based in Thomasville, North Carolina,
manufactures and markets residential wood and upholstered furniture
under the Thomasville name as well as a separate line of promotional
and ready-to-assemble furniture. The Company intends that Thomasville
will continue its furniture business.
Item 7. Financial Statements and Exhibits
(a) Financial statements of business acquired
It is impracticable to provide the required financial statements
on the date this report is filed. The Company intends to file
such financial statements as soon as practicable, but in any
event within 60 days after this report is filed.
(b) Pro forma financial information
It is impracticable to provide the required pro forma financial
information on the date this report is filed. The Company
intends to file such pro forma financial information as soon as
practicable, but in any event within 60 days after this report is
filed.
(c) 2 Stock Purchase Agreement by and among Armstrong World
Industries, Inc., Armstrong Enterprises, Inc. and the
Company, dated as of November 18, 1995.
99 (a) Credit Agreement among the Company, Broyhill Furniture
Industries, Inc., The Lane Company, Incorporated,
Thomasville Furniture Industries, Inc., Various Banks,
Credit Lyonnais New York Branch, as Documentation
Agent, Nationsbank, N.A., as Syndication Agent, and
Bankers Trust Company, as Administration Agent, dated
as of November 17, 1994 and amended and restated as of
December 29, 1995.
99(b) Receivables Purchase Agreement, dated as of November
15, 1994, as amended and restated as of December 29,
1995, among Interco Receivables Corp., as the Seller,
and Atlantic Asset Securitization Corp., as an
Investor, and Credit Lyonnais New York Branch, as the
Agent.
SIGNATURE
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.
INTERCO INCORPORATED
BY: Steven W. Alstadt
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Steven W. Alstadt
Controller and Chief
Accounting Officer
January 12, 1996