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: April 28, 2005
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 (Address of principal executive offices) |
77064 (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 4/28/2005 | ||||||||
Item 7.01. Regulation FD Disclosure
On April 28, 2005, NCI issued a press release announcing that the SEC has declared effective NCI’s resale shelf registration statement on Form S-3 relating to $180 million principal amount of NCI’s 2.125 % convertible senior subordinated notes due 2024, together with shares of common stock issuable on conversion of the notes, if any, and rights to purchase Series A Junior Preferred Stock associated with such shares. 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 April 28, 2005 |
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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: April 28, 2005
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Exhibit Index
| Exhibit | ||
| Number | Description | |
99.1
|
Press Release issued by NCI Building Systems, Inc. on April 28, 2005 |