UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 30, 2004
CONTINENTAL GLOBAL GROUP, INC.
(Exact name of registrant as specified in its charter)
Delaware 333-27665 31-1506889
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
CO-REGISTRANTS AND SUBSIDIARY GUARANTORS
Continental Conveyor & Equipment Company Delaware 34-1603197
Goodman Conveyor Company Delaware 34-1603196
<Table>
Continental Conveyor & Equipment
Continental Global Group, Inc. Company Goodman Conveyor Company
438 Industrial Drive 438 Industrial Drive Route 178 South
Winfield, Alabama 35594 Winfield, Alabama 35594 Belton, South Carolina 29627
(205) 487-6492 (205) 487-6492 (864) 388-7793
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(Address, including zip code, and telephone number, including area
code, of registrant's principal executive offices)
Item 5. Other Events
On July 22, 2004, Continental Global Group, Inc. (the "Company")
entered into a Restructuring Agreement with the majority holder of its
11% Senior Notes due 2007 currently outstanding in the aggregate
principal amount of $120,000,000 (the "Old Notes") pursuant to which
the Company has agreed to commence an offer to exchange (i) cash in the
aggregate amount of $17,500,000, (ii) 9% Series A Senior Secured Notes
in the aggregate principal amount of $65,000,000, and (iii) 13% Series
B Senior Secured Notes in the aggregate principal amount of
$10,000,000, for all of its outstanding Old Notes (the "Exchange
Offer"). The terms and conditions of the Exchange Offer are described
more fully in, and are qualified in their entirety by reference to, the
Restructuring Agreement included as Exhibit 99.1 to the Company's
Current Report on Form 8-K filed on July 23, 2004.
By its terms, the Restructuring Agreement was to terminate
automatically at 5:00 P.M., New York City time, on July 30, 2004 (the
"Non-Commencement Termination Date") if the Exchange Offer had not
commenced by that time. The parties have worked diligently and in good
faith to effectuate the restructuring on the timetable contemplated in
the Restructuring Agreement. Pursuant to the terms and conditions
contained in the First Amendment (the "First Amendment"), dated as of
July 30, 2004, among the Company, N.E.S. Investment Co. ("N.E.S.") and
Wayzata Investment Partners LLC ("Wayzata"), the Company has requested,
and N.E.S. and Wayzata are willing to amend the Restructuring Agreement
to extend the Non-Commencement Termination Date until August 6, 2004.
The terms and conditions of the First Amendment are described more
fully in, and are qualified in their entirety by reference to, the
First Amendment, which is included as an Exhibit to this Form 8-K.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits:
99.1 First Amendment, dated as of July 30, 2004, by and
among Continental Global Group, Inc., N.E.S. Investment Co.
and Wayzata Investment Partners LLC.
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 hereunto duly authorized.
CONTINENTAL GLOBAL GROUP, INC.
By: /s/ Robert W. Hale
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Name: Robert W. Hale
Title: President and Chief
Executive Officer
Date: August 3, 2004
EXHIBIT INDEX
Exhibit 99.1 First Amendment, dated as of July 30, 2004, by and among
Continental Global Group, Inc., N.E.S. Investment Co. and Wayzata
Investment Partners LLC.