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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): February 14, 2005
BUCKEYE TECHNOLOGIES INC.
(Exact name of registrant as specified in its charter)
DELAWARE 33-60032 62-1518973
State or other (Commission (IRS Employer
jurisdiction of incorporation) File Number) Identification Number)
1001 Tillman Street, Memphis, Tennessee 38112
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (901) 320-8100
N/A
(Former name or former address, if changed since last report)
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 (see General Instruction A.2. below):
[ ] 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))
SECTION 8. OTHER EVENTS
Item 8.01. Other Events
On February 14, 2005, Buckeye Technologies Inc. issued a press release
announcing the extension of consent solicitation and increase in consent fee
holders of its outstanding $200 million aggregate principal amount of 8 1/2%
Senior Notes due October 1, 2013. A copy of the press release is attached as
exhibit 99.1.
SECTION 9. FINANCIAL STATEMENTS AND EXHIBITS.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits. The following exhibit is being furnished as part of this
Report.
Exhibit
Number Description
------------- ---------------------------------------------------------------
99.1 Press Release of Buckeye Technologies Inc. dated February 14,
2005.
Exhibit 99.1
News from
[OBJECT OMITTED]
FOR IMMEDIATE RELEASE
Contacts: Kris Matula, Executive Vice President
and Chief Financial Officer
901-320-8588
Chad Foreman
Investor Relations Manager
901-320-8828
Website: www.bkitech.com
BUCKEYE ANNOUNCES EXTENSION OF CONSENT SOLICITATION AND
INCREASE IN CONSENT FEE
MEMPHIS, TN February 14, 2005 - Buckeye Technologies Inc. (NYSE: BKI) today
announced that it has extended until 5:00 pm, New York City time, on February
16, 2005, unless otherwise terminated or further extended, its solicitation of
consents (the "Consent Solicitation") from holders of its outstanding $200
million aggregate principal amount of 8 1/2% Senior Notes due October 1, 2013
(the "2013 Notes") to amend the indenture for the 2013 Notes. Buckeye further
announced that it has increased the consent fee to consenting holders from $5.00
to $10.00 per $1000 principal amount of the 2013 Notes with respect to which
consent is given, subject to the conditions described in the consent
solicitation statement dated January 27, 2005 (the "Consent Solicitation
Statement").
The purpose of the Consent Solicitation is to amend certain provisions of the
indenture governing the 2013 Notes to permit Buckeye to redeem $100 million of
its 9 1/4% Senior Subordinated Notes due September 15, 2008 (the "2008 Notes").
In conjunction with the redemption of the 2008 Notes, Buckeye intends to amend
its current credit facilities with, among other things, an incremental increase
in its term borrowings of approximately $85 million. Prior to this extension,
the Consent Solicitation was scheduled to terminate at 5:00 pm on February 14,
2005.
All holders of our 2013 Notes who have previously delivered consents do not need
to redeliver such consents or take any other action in response to this
extension in order to receive the increased consent fee upon the successful
conclusion of the Consent Solicitation.
Buckeye has engaged Citigroup Global Markets Inc. to act as solicitation agent
in connection with the Consent Solicitation. Questions regarding the Consent
Solicitation should be directed to Citigroup Global Markets Inc., Liability
Management Group at (800) 558-3745 (US toll-free) or (212) 723-6106 (collect).
This announcement is not a solicitation of consents with respect to any
securities. The Consent Solicitation is made solely by the Consent Solicitation
Statement. Requests for documentation and additional copies of the Consent
Solicitation Statement may be directed to Global Bondholders Services
Corporation, the information agent for the Consent Solicitation, at (866)
924-2200 (US toll-free) or (212) 430-3774 (collect).
Buckeye, a leading manufacturer and marketer of specialty fibers and nonwoven
materials, is headquartered in Memphis, Tennessee, USA. The Company currently
operates facilities in the United States, Germany, Canada, and Brazil. Its
products are sold worldwide to makers of consumer and industrial goods.
Certain matters discussed in this press release may constitute forward-looking
statements within the meaning of the federal securities laws that involve risks
and uncertainties, including but not limited to economic, competitive,
governmental, and technological factors affecting the Company's operations,
financing, markets, products, services and prices, and other factors. For
further information on factors which could impact the Company and the statements
contained herein, please refer to public filings with the Securities and
Exchange Commission.
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, thereunto duly authorized,
BUCKEYE TECHNOLOGIES INC.
/S/ KRISTOPHER J. MATULA
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Kristopher J. Matula
Executive Vice President and Chief Financial Officer
February 14, 2005