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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
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Date of Report (Date of earliest event reported) January 29, 2004
CULP, INC.
(Exact name of registrant as specified in its charter)
North Carolina 0-12781 56-1001967
(State or other jurisdiction of (Commission File No.) (IRS Employer
incorporation) Identification No.)
101 South Main Street
High Point, North Carolina 27260
(Address of principal executive offices)
(336) 889-5161
(Registrant's telephone number, including area code)
(Former name or former address, if changed since last report)
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Item 9 -- Regulation FD
On January 29, 2004, the registrant issued a press release to disclose a $25.0
million prepayment on it's $75.0 million of outstanding senior notes. A copy of
the press release is attached hereto as Exhibit 99.
Forward Looking Information.
This report contains statements that may be deemed "forward-looking statements"
within the meaning of the federal securities laws, including the Private
Securities Litigation Reform Act of 1995 (Section 27A of the Securities Act of
1933 and Section 27A of the Securities and Exchange Act of 1934). Such
statements are inherently subject to risks and uncertainties. Further,
forward-looking statements are intended to speak only as of the date on which
they are made. Forward-looking statements are statements that include
projections, expectations or beliefs about future events or results or otherwise
are not statements of historical fact. Such statements are often but not always
characterized by qualifying words such as "expect," "believe," "estimate,"
"plan" and "project" and their derivatives. Factors that could influence the
matters discussed in such statements include the level of housing starts and
sales of existing homes, consumer confidence, trends in disposable income, and
general economic conditions. Decreases in these economic indicators could have a
negative effect on the company's business and prospects. Likewise, increases in
interest rates, particularly home mortgage rates, and increases in consumer debt
or the general rate of inflation, could affect the company adversely. In
addition, strengthening of the U. S. dollar against other currencies could make
the company's products less competitive on the basis of price in markets outside
the United States. Also, economic and political instability in international
areas could affect the company's operations or sources of goods in those areas,
as well as demand for the company's products in international markets. Finally,
unanticipated delays or costs in executing restructuring actions could cause the
cumulative effect of restructuring actions to fail to meet the objectives set
forth by management. Other factors that could affect the matters discussed in
forward-looking statements are included in the company's periodic reports filed
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 hereunto duly authorized.
CULP, INC.
(Registrant)
By: Franklin N. Saxon
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Executive Vice President and
Chief Financial Officer
Dated: January 29, 2004
Exhibit 99
NEWS RELEASE
Investor Contact: Kathy J. Hardy Media Contact: Kenneth M. Ludwig
Corporate Secretary Senior Vice President,
336-888-6209 Human Resources
336-889-5161
CULP ANNOUNCES $25.0 MILLION PREPAYMENT OF SENIOR NOTES
HIGH POINT, N.C. (January 29, 2004) - Culp, Inc. (NYSE: CFI) today announced
that the company has made a $25.0 million prepayment on its $75.0 million of
outstanding senior notes. These notes carry an interest rate of 7.76 percent
with annual principal payments due beginning March 2006, and continuing until
March 2010. As part of the transaction, the company negotiated a five percent,
or $1.25 million, premium to be paid to the current note holders for the
prepayment of this principal amount.
"As we have previously noted, one of Culp's important financial goals is to
maintain a strong balance sheet," commented Robert G. Culp, III, chairman of the
board and chief executive officer of Culp, Inc. "We have generated sufficient
cash from operations to reduce our long-term debt by a total of $86.0 million,
including this prepayment, over the past three and a half years. By taking this
opportunity to reduce our debt on favorable terms, our long -term debt now
stands at $51.1 million. Considering this reduction, as of the end of the second
fiscal quarter, our debt-to-capital ratio would have been 35 percent instead of
44 percent. This transaction, with related closing costs, will result in a
charge of approximately $1.6 million, or $0.08 per share, in the third fiscal
quarter of 2004. However, we will realize annualized savings of approximately
$1.7 million, or $0.09 per share, in net interest expense over the next two
years, and a declining amount over the remainder of the notes' term until 2010.
We believe that taking this step to further strengthen our financial position
provides Culp with a distinct competitive advantage in today's business
environment."
Culp, Inc. is one of the world's largest marketers of upholstery fabrics for
furniture and is a leading marketer of mattress ticking for bedding. The
company's fabrics are used principally in the production of residential and
commercial furniture and bedding products.
This release contain statements that may be deemed "forward-looking statements"
within the meaning of the federal securities laws, including the Private
Securities Litigation Reform Act of 1995 (Section 27A of the Securities Act of
1933 and Section 27A of the Securities and Exchange Act of 1934). Such
statements are inherently subject to risks and uncertainties. Further,
forward-looking statements are intended to speak only as of the date on which
they are made. Forward-looking statements are statements that include
projections, expectations or beliefs about future events or results or otherwise
are not statements of historical fact. Such statements are often but not always
characterized by qualifying words such as "expect," "believe," "estimate,"
"plan" and "project" and their derivatives. Factors that could influence the
matters discussed in such statements include the level of housing starts and
sales of existing homes, consumer confidence, trends in disposable income, and
general economic conditions. Decreases in these economic indicators could have a
negative effect on the company's business and prospects. Likewise, increases in
interest rates, particularly home mortgage rates, and increases in consumer debt
or the general rate of inflation, could affect the company adversely. In
addition, strengthening of the U. S. dollar against other currencies could make
the company's products less competitive on the basis of price in markets outside
the United States. Also, economic and political instability in international
areas could affect the company's operations or sources of goods in those areas,
as well as demand for the company's products in international markets. Finally,
unanticipated delays or costs in executing restructuring actions could cause the
cumulative effect of restructuring actions to fail to meet the objectives set
forth by management. Other factors that could affect the matters discussed in
forward-looking statements are included in the company's periodic reports filed
with the Securities and Exchange Commission.