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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
Date of Report (Date of earliest event reported): January 27, 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 January 27, 2005, Buckeye Technologies Inc. isued a press release announcing
that is has commenced a soliciation of consents from 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 atached 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
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99.1 Press Release of Buckeye Technologies Inc. dated January 27, 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 COMMENCEMENT OF CONSENT SOLICITATION
MEMPHIS, TN January 27, 2005 - Buckeye Technologies Inc. (NYSE:BKI) today
announced that it has commenced a 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. 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.
The fee to be paid for each consent properly delivered and not revoked prior to
the expiration of the Consent Solicitation is $5 in cash for each $1,000
principal amount of 2013 Notes. The Consent Solicitation will expire at 5:00
P.M., New York City time, on February 9, 2005, unless extended. The approval of
the proposed amendments requires the consent of holders of at least a majority
in aggregate principal amount of the outstanding 2013 Notes. The terms and
conditions of the Consent Solicitation are described in the Consent Solicitation
Statement dated January 27, 2005, copies of which may be obtained from Citigroup
Global Markets Inc.
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).
Requests for documentation 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).
This announcement is not a solicitation of consents with respect to any
securities. The Consent Solicitation is being made solely by the Consent
Solicitation Statement dated January 27, 2005.
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
January 27, 2005