FLE » Topics » Item 8.01 Other Events

This excerpt taken from the FLE 8-K filed Oct 22, 2009.

Item 8.01               Other Events

 

As previously disclosed, on March 10, 2009, the Company and certain of its direct and indirect subsidiaries (collectively with the Company, the “Debtors”) filed voluntary petitions for reorganization relief under the provisions of chapter 11 of title 11 of the United States Code (the “Bankruptcy Code”) in the United States Bankruptcy Court for the Central District of California, Riverside Division.  The Debtors bankruptcy case is being jointly administered under Case Number 09-14254-MJ (the “Bankruptcy Case”).

 

On October 20, 2009, the Company filed its monthly operating report for the period beginning on August 24, 2009 through September 20, 2009 (the “September Monthly Operating Report”), with the United States Trustee for the Central District of California, Riverside Division (the “United States Trustee”) pursuant to Article III of The United States Trustee’s Notice of Requirement For Chapter 11 Debtors In Possession, as revised April 2008.  The September Monthly Operating Report is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

 

Cautionary Statement Regarding September Monthly Operating Report

 

The information contained in the September Monthly Operating Report is preliminary and subject to revision, and the Company cautions readers not to place undue reliance upon this information.  The September Monthly Operating Report contains financial information that has not been audited or reviewed by independent registered accountants, and is not in accordance with U.S. generally accepted accounting principles.  The information contained in the September Monthly Operating Report has been prepared in accordance with applicable provisions of the Bankruptcy Code and is not intended to be used for investment purposes.  Results set forth in the September Monthly Operating Report should not be viewed as indicative of future results.

 

This excerpt taken from the FLE 8-K filed Nov 28, 2008.

Item 8.01.  Other Events.

 

On November 28, 2008, Fleetwood Enterprises, Inc. (the “Company”) is filing Amendment No. 1 to the Registration Statement on Form S-4 and an Amendment No. 1 to the Schedule TO (together and as amended, the “Refinancing Filings”), each previously filed on October 30, 2008, with respect to the Company’s offer to exchange (the “Exchange Offer”) up to $103 million aggregate principal amount of its new 14% Senior Secured Notes due 2011 and up to 14,000,000 shares of its common stock for any and all of the Company’s outstanding $100 million aggregate principal amount of 5% Convertible Senior Subordinated Debentures due 2023 (the “Old Debentures”).

 

The Company’s stock price has declined since the date of the current report on Form 8-K filed on October 30, 2008, which could affect the Company’s ability to repurchase, with authorized shares of common stock, its Old Debentures that remain untendered following the Exchange Offer. This current report on Form 8-K contains additional disclosure in the Company’s consolidated financial statements which are attached hereto as Exhibit 99.2, and present additional information beyond that which was previously reported in (1) the current report on Form 8-K filed on October 30, 2008, (2) the Company’s Quarterly Report on Form 10-Q for the quarter ended July 27, 2008, filed on September 3, 2008, and (3) the Company’s Annual Report on Form 10-K for the fiscal year ended April 27, 2008, filed on July 10, 2008.

 

On November 28, 2008, the Company is also filing Amendment No. 1 to the Registration Statement on Form S-4 and Amendment No. 1 to the Schedule TO (together and as amended, the “Repurchase Filings”), each previously filed on November 6, 2008, regarding the Company’s obligation to repurchase any Old Debentures that are put to the Company on December 15, 2008.

 

On November 28, 2008, the Company issued a press release, a copy of which is attached hereto as Exhibit 99.1, relating to the Refinancing Filings and the Repurchase Filings.

 

This excerpt taken from the FLE 8-K filed Nov 6, 2008.

Item 8.01.  Other Events.

 

Fleetwood Enterprises, Inc. (the “Company”) announced today that, pursuant to the indenture governing the Company’s 5% convertible senior subordinated debentures due 2023 (the “Debentures”), the Company is commencing an offer to repurchase any and all Debentures put to the Company on December 15, 2008, by issuing  shares of the Company’s common stock (the “Exchange Offer”).  In connection with the Exchange Offer, the Company will file today a Registration Statement on Form S-4 and a Schedule TO. The holders of the Debentures have the right to put the Debentures to the Company at par value, plus any accrued and unpaid interest, on December 15, 2008.  The purpose of the Exchange Offer is to satisfy the Company’s obligation to repurchase any Debentures put to the Company.  Alternatively, however, holders of the Debentures may elect to participate in the Company’s previously announced exchange offer, whereby the Company has offered holders of the Debentures a combination of new senior secured notes due 2011 that are guaranteed by certain of the Company’s subsidiaries and shares of common stock in exchange for their Debentures.

 

On November 6, 2008, the Company issued the press release, attached hereto as Exhibit 99.1, relating to the matters described in this item.

 

This excerpt taken from the FLE 8-K filed Oct 30, 2008.

Item 8.01.  Other Events.

 

On October 30, 2008, the Company will file a Registration Statement on Form S-4 (the “Registration Statement”) and Schedule TO with respect to an offer (the “Exchange Offer”) to exchange up to $103 million aggregate principal amount of our new Senior Secured Notes due 2011 (“New Notes”) and up to 14,000,000 shares of Fleetwood common stock, having an aggregate value up to $10.5 million (“Shares”), for up to $100 million aggregate principal amount of the Company’s outstanding 5% Convertible Senior Subordinated Debentures due 2023 (“Old Debentures”) validly tendered and accepted in accordance with the terms and subject to the conditions set forth in the related prospectus and letter of transmittal.  The New Notes will be issued by the Company and will be secured by first priority liens on real estate that does not constitute collateral for the obligations under the senior secured credit facility and by second priority liens on real estate that does constitute collateral under the senior secured credit facility.  In addition, the New Notes will be guaranteed on an unsecured subordinated basis (the “Guarantees”) by certain subsidiaries of the Company (collectively, the “Guarantors”).  The Company and the Guarantors will be listed as registrants on the Registration Statement.

 

The registration of the Guarantees on the Registration Statement triggers certain financial information disclosures concerning the Guarantors that are being satisfied through this filing, which will be incorporated by reference into the S-4 Registration Statement.  This additional information is hereby reported through additional footnote disclosure contained in Fleetwood’s consolidated financial statements.  As such, the consolidated financial statements of Fleetwood are attached hereto under Item 9.01(d), and present additional information beyond that which was previously reported in (1) our Quarterly Report on Form 10-Q for the quarter ended July 27, 2008, filed on September 3, 2008, and (2) our Annual Report on Form 10-K for the fiscal year ended April 27, 2008, filed on July 10, 2008.

 

On October 30, 2008, the Company issued the press release, attached hereto as Exhibit 99.1, relating to, among other things, the matters described in this item.

 

This excerpt taken from the FLE 8-K filed Jun 23, 2008.

Item 8.01 Other Events.

 

On June 20, 2008, Fleetwood Enterprises, Inc. (the “Company”), the Company entered into an underwriting agreement with Lehman Brothers Inc., to issue and sell 12,000,000 shares of the Company’s common stock, $1.00 par value per share, in a public offering pursuant to a registration statement on Form S-3 (File No. 333-128123) and a related prospectus supplement filed with the Securities and Exchange Commission.  This current report on Form 8-K shall be deemed incorporated into such registration statement and the final prospectus supplement relating to the offering.

 

The offering was priced at $3.40 per share.  The Company estimates that the net proceeds from the offering will be approximately $39,188,000 million, after deducting estimated expenses and underwriting discounts and commissions.  The Company intends to use the net proceeds from the offering to repay a portion of its 5% Senior Subordinated Debentures outstanding and for general corporate purposes.

 

The above description of the underwriting agreement is qualified in its entirety by reference to the underwriting agreement, which is filed as Exhibit 10.1 hereto and is incorporated herein by reference.

 

Gibson, Dunn & Crutcher LLP, counsel to the Company, has issued an opinion to the Company, dated June 20, 2008, regarding the legality of the shares of common stock to be issued and sold in the offering upon issuance and sale thereof.   A copy of the opinion as to legality is filed as Exhibit 5.1 to this current report on Form 8-K.

 

This excerpt taken from the FLE 8-K filed Jun 14, 2006.

Item 8.01.   Other Events

On June 13, 2006, Fleetwood Enterprises, Inc. announced the promotion of the Company’s Vice President, Controller and Chief Accounting Officer, Andrew M. Griffiths, to Senior Vice President and Chief Accounting Officer. At the same time, Fleetwood named James F. Smith to the newly created position of Vice President and Controller-Operations, reporting to Mr. Griffiths. Mr. Smith will oversee the activities of the controllers for the Company’s recreational vehicle group, housing group and supply operations. Previously he had served as Vice President, Strategic Planning and Corporate Development, and in his new position he will continue to be involved in the Company’s strategic planning.




SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to  be signed on its behalf by the undersigned hereunto duly authorized.

Date: June 14, 2006

FLEETWOOD ENTERPRISES, INC.

 

By:

/s/ LEONARD J. MCGILL

 

 

Leonard J. McGill
Senior Vice President,
General Counsel and Secretary

 



Wikinvest © 2006, 2007, 2008, 2009, 2010, 2011, 2012. Use of this site is subject to express Terms of Service, Privacy Policy, and Disclaimer. By continuing past this page, you agree to abide by these terms. Any information provided by Wikinvest, including but not limited to company data, competitors, business analysis, market share, sales revenues and other operating metrics, earnings call analysis, conference call transcripts, industry information, or price targets should not be construed as research, trading tips or recommendations, or investment advice and is provided with no warrants as to its accuracy. Stock market data, including US and International equity symbols, stock quotes, share prices, earnings ratios, and other fundamental data is provided by data partners. Stock market quotes delayed at least 15 minutes for NASDAQ, 20 mins for NYSE and AMEX. Market data by Xignite. See data providers for more details. Company names, products, services and branding cited herein may be trademarks or registered trademarks of their respective owners. The use of trademarks or service marks of another is not a representation that the other is affiliated with, sponsors, is sponsored by, endorses, or is endorsed by Wikinvest.
Powered by MediaWiki