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UNITED STATES
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): December 12, 2003
GENERAL CABLE CORPORATION
(Exact Name of Registrant as Specified in its Charter)
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Delaware 1-12983 06-1398235
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(State or other jurisdiction (I.R.S. Employer
of incorporation or (Commission File Number) Identification No.)
organization)
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4 Tesseneer Drive
Highland Heights, Kentucky 41076
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(Address of principal executive offices, including zip code
(859) 572-8000
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Registrant's telephone number,
including area code
Not Applicable
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(Former name or former address,
if changed since last report)
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ITEM 5. Other Events.
On November 21, 2003, General Cable Corporation (the "Company") filed a
Certificate of Designations with the Secretary of State of Delaware (the
"Certificate of Designations") setting forth the powers, preferences and rights,
and the qualifications, limitations and restrictions of the Company's 5.75%
Series A redeemable convertible preferred stock (the "Series A Redeemable
Convertible Preferred Stock"). For a description of the Series A Redeemable
Convertible Preferred Stock, please refer to the Certificate of Designations,
which is attached as Exhibit 4.1.
On November 24, 2003, the Company, certain guarantors and U.S. Bank
National Association, as trustee, entered into an Indenture (the "Indenture")
relating to the issuance of $285,000,000 of 9.5% Senior Notes due 2010 (the
"Notes"). For a description of the Notes, please refer to the Indenture, which
is attached as Exhibit 4.2.
On November 24, 2003, the Company, Merrill Lynch & Co., Merrill Lynch,
Pierce, Fenner & Smith Incorporated and UBS Securities LLC (the "Initial
Purchasers") entered into a Registration Rights Agreement relating to the Series
A Redeemable Convertible Preferred Stock, which is attached as Exhibit 4.3. On
November 24, 2003, the Company, certain guarantors and the Initial Purchasers
entered into a Registration Rights Agreement relating to the Notes, which is
attached as Exhibit 4.4.
ITEM 7. Financial Statements and Exhibits
(a) The exhibits accompanying this report are listed in the Exhibit
Index.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this registration statement to be signed on its
behalf by the undersigned hereunto duly authorized.
GENERAL CABLE CORPORATION
Date: December 12, 2003 By: /s/ Robert J. Siverd
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Robert J. Siverd
Executive Vice President, General
Counsel and Secretary
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EXHIBIT INDEX
Exhibit No. Title Method of Filing
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4.1 Certificate of Designations Filed herewith
4.2 Indenture among the Company, certain guarantors Filed herewith
and U.S. Bank National Association, as trustee
4.3 Registration Rights Agreement among the Company Filed herewith
and the Initial Purchasers relating to the Series A
Redeemable Convertible Preferred Stock
4.4 Registration Rights Agreement among the Company, Filed herewith
certain guarantors and the Initial Purchasers relating
to the Notes
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