UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report: November 8, 2004
NCI BUILDING SYSTEMS, INC.
| Delaware (State or other jurisdiction of incorporation) |
1-14315 (Commission File Number) |
76-0127701 (I.R.S. Employer Identification Number) |
||
| 10943 North Sam Houston Parkway West |
||||
| Houston, Texas |
77064 | |||
| (Address of principal executive offices) |
(Zip Code) | |||
Registrant’s telephone number, including area code: (281) 897-7788
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the obligation of the registrant under any of the following provisions:
o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
| Item 7.01. Regulation FD Disclosure | ||||||||
| Item 9.01. Financial Statements and Exhibits | ||||||||
| SIGNATURES | ||||||||
| Press Release issued on November 8, 2004 | ||||||||
Item 7.01. Regulation FD Disclosure
On November 8, 2004, NCI issued a press release announcing that it intends to offer $150 million aggregate principal amount of convertible senior subordinated notes due 2024 to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits.
| Exhibit | ||
| Number |
Description |
|
99.1
|
Press Release issued by NCI Building Systems, Inc. on November 8, 2004 |
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SIGNATURES
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.
| NCI BUILDING SYSTEMS, INC |
||||
| By: | /s/ Todd R. Moore | |||
| Name: | Todd R. Moore | |||
| Title: | Vice President and General Counsel | |||
Dated: November 8, 2004
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Index to Exhibits
| Exhibit | ||
| Number |
Description |
|
99.1
|
Press Release issued by NCI Building Systems, Inc. on November 8, 2004 |