UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): September 17, 2004
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CONTINENTAL GLOBAL GROUP, INC.
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(Exact name of registrant as specified in its charter)
Delaware 333-27665 31-1506889
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(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation or organization) File Number) Identification No.)
CO-REGISTRANTS AND SUBSIDIARY GUARANTORS
Continental Conveyor & Equipment Company Delaware 34-1603197
Goodman Conveyor Company Delaware 34-1603196
Continental Global Continental Conveyor & Goodman Conveyor Company
Group, Inc. Equipment 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
(Address, including zip code, and telephone number, including area
code, of registrant's principal executive offices)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events
On September 17, 2004, Continental Global Group, Inc. (the "Company") announced
an amendment (the "Amendment II") to its offer to exchange cash and 9% Series A
Senior Secured Notes due 2008 and 13% Series B Senior Secured Notes due 2008 for
all outstanding 11% Senior Notes due 2007 ($120 million aggregate principal
amount outstanding). The Amendment II amends the Offer to Exchange and Consent
Solicitation Statement dated August 4, 2004, as amended on September 2, 2004,
and the accompanying Letter of Transmittal and Consent.
As of September 16, 2004, the amount of Old Notes tendered or with respect to
which consents have been given pursuant to the Exchange Offer was approximately
$103,240,000 or 86.0% of the $120 million outstanding. The Company hereby
extends until 5:00 p.m., New York City time, on October 1, 2004, the date upon
which it will accept additional tenders of Old Notes.
Item 9.01. Financial Statements and Exhibits
Exhibit No. Exhibit
99 Press release from Continental Global Group, Inc. announcing the
Amendment II to the Offer to Exchange and Consent Solicitation
Statement, as amended, which extends the deadline for tender of 11%
Senior Notes due 2007 to October 1, 2004.
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.
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(Registrant)
Date: September 17, 2004 By: /s/ Robert W. Hale
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Name: Robert W. Hale
Title: President and Chief Executive
Officer