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 2, 2004 ----------------- CONTINENTAL GLOBAL GROUP, INC. (Exact name of registrant as specified in its charter) Delaware 333-27665 31-1506889 -------- --------- ---------- (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 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 (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 2, 2004, Continental Global Group, Inc. (the "Company") announced an amendment (the "Amendment") 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 amends the Offer to Exchange and Consent Solicitation Statement dated August 4, 2004 and the accompanying Letter of Transmittal and Consent. As of September 2, 2004, the amount of Old Notes tendered or with respect to which consents have been given pursuant to the Exchange Offer was approximately $98,215,000 or 81.8% of the $120 million outstanding. The Company hereby extends until 5:00 p.m., New York City time, on September 17, 2004, the date upon which it will accept additional tenders of Old Notes. Item 9.01. Financial Statements and Exhibits Exhibit No. Exhibit 99.1 Press release from Continental Global Group, Inc. announcing the Amendment to the Offer to Exchange and Consent Solicitation Statement which extends the deadline for tender of 11% Senior Notes due 2007 to September 17, 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. ------------------------------ (Registrant) Date: September 2, 2004 By: /s/ Robert W. Hale ------------------ Name: Robert W. Hale Title: President and Chief Executive Officer