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): June 9, 2004
Better Minerals & Aggregates Company
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
333-32518 55-0749125
(Commission File Number) (IRS Employer Identification No.)
Route 522 North, P.O. Box 187
Berkeley Springs, West Virginia 25411
(Address of principal executive offices, including zip code)
(304) 258-2500
(Registrant's telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
Item 7. Exhibits
Press release, dated June 9, 2004.
Item 9. Regulation FD Disclosure.
On June 9, 2004, Better Minerals & Aggregates Company issued a press
release announcing the completion of its cash tender offer and consent
solicitation. A copy of such press release is attached hereto as Exhibit
99.1.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
Better Minerals & Aggregates Company has duly caused this report to be signed
on
its behalf by the undersigned hereunto duly authorized.
Better Minerals & Aggregates Company
Date: June 9, 2004 By:
--------------------------------
Name: Gary E. Bockrath
Title: Vice President and
Chief Financial Officer
EXHIBIT INDEX
Exhibit Number Description Page
99.1 Press release, June 9, 2004.
EXHIBIT 99.1
Better Minerals & Aggregates Company Announces Completion of Cash Tender
Offer and Consent Solicitation
BERKELEY SPRINGS, W.Va., June 9-Better Minerals & Aggregates Company (BMAC)
today announced the completion of its cash tender offer and consent
solicitation for any and all of its outstanding 13% Senior Subordinated Notes
due 2009 (CUSIP No. 087714 AC 5).
As of the expiration of the tender offer at 9:00 a.m., New York City time, on
Tuesday, June 8, 2004, $135.73 million (or approximately 90%) aggregate
principal amount of the outstanding notes had been tendered. The notes have
been accepted for purchase by BMAC and settlement of the tender offer is
expected to take place today, June 9, 2004.
In connection with the tender offer, BMAC and the subsidiary guarantors
entered into a supplemental indenture relating to the notes that effectuates
the proposed amendments described in the Offer to Purchase and Consent
Solicitation Statement dated May 4, 2004. The proposed amendments will become
operational and the holders of all the notes then outstanding will become
bound thereby when BMAC purchases the notes. The proposed amendments will
eliminate substantially all of the restrictive covenants and certain events
of default in the indenture and the notes.
This press release is not an offer to purchase, a solicitation of an offer to
purchase or a solicitation of consent with respect to the notes. The tender
offer and consent solicitation were made solely by the Offer to Purchase and
Consent Solicitation Statement dated May 4, 2004.
Jefferies & Company, Inc. acted as dealer manager and solicitation agent in
connection with the tender offer and consent solicitation.
BMAC mines, processes and markets industrial minerals, principally industrial
silica, in the eastern and midwestern United States.