Unassociated Document
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
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) April 29, 2010
U.S.
CONCRETE, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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000-26025
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76-0586680
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(State
or other jurisdiction
of
incorporation)
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(Commission
File Number)
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(IRS
Employer
Identification
No.)
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2925
Briarpark, Suite 1050, Houston, Texas 77042
(Address
of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code (713) 499-6200
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:
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
ITEM
1.03 BANKRUPTCY OR RECEIVERSHIP.
On April
29, 2010, U.S. Concrete, Inc. (the “Company”), and certain of its subsidiaries
(collectively, the “Debtors”) filed voluntary petitions in the United States
Bankruptcy Court for the District of Delaware (the “Bankruptcy Court”) seeking
relief under the provisions of Chapter 11 of Title 11 of the United States Code
(the “Bankruptcy Code”). The Chapter 11 cases are being jointly
administered under the caption In re U.S. Concrete, Inc., et al., Case
No. 10-11407
(the “Chapter 11 Cases”). The Debtors will continue to operate
their businesses and manage their properties as debtors in possession under the
jurisdiction of the Bankruptcy Court and in accordance with the applicable
provisions of the Bankruptcy Code.
ITEM
2.04 TRIGGERING EVENTS THAT ACCELERATE OR INCREASE A DIRECT FINANCIAL OBLIGATION
OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT.
The
filing of the Chapter 11 Cases described in Item 1.03 above triggered the
acceleration of financial obligations under the terms of certain debt
instruments of the Debtors (the "Debt Documents"). The Debtors
believe that any efforts to enforce the financial obligations under the Debt
Documents are stayed as a result of the filing of the Chapter 11 Cases in the
Bankruptcy Court. The Debt Documents and the approximate principal
amount of debt currently outstanding thereunder are as follows:
1. $39.6
million of loans due under that certain Amended and Restated Credit Agreement,
dated as of June 30, 2006, by and among the Company, as borrower, certain
affiliate guarantors, JPMorgan Chase Bank, N.A., as administrative agent, Bank
of America, N.A., as syndication agent, JPMorgan Chase Bank, as documentation
agent, and the lenders party thereto, as amended; and
2. $271.756
million of the 8.375% senior subordinated notes due 2014 of the
Company.
ITEM
3.01 NOTICE OF DELISTING OR FAILURE TO SATISFY A CONTINUED LISTING RULE OR
STANDARD; TRANSFER OF LISTING.
On April 29, 2010
the NASDAQ Stock Market (“NASDAQ”) notified the Company that, in accordance with
NASDAQ’s Listing Rules 5101, 5110(b) and 1M-5101-1, the Company’s securities
will be delisted by NASDAQ and that trading of the Company’s common stock will
be suspended at the opening of business on May 10, 2010. NASDAQ’s notice and
determination followed the Company’s announcement that it and its subsidiaries
had filed petitions under Chapter 11 of the Bankruptcy Code. The Company does
not plan to appeal NASDAQ’s determination to delist the
securities.
ITEM
7.01 REGULATION FD.
A press
release announcing the filing of the voluntary petitions is attached hereto as
Exhibit 99.1.
Certain
non-public information is contained in the Disclosure Statement filed in support
of the Company's Joint Plan of Reorganization. The Disclosure
Statement and Joint Plan of Reorganization are available on the Company's
website (located at www.us-concrete.com).
ITEM
9.01 FINANCIAL STATEMENTS AND EXHIBITS.
The
following exhibits are filed with this report and incorporated by reference
herein:
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Exhibit
No.
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Description
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99.1
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Press
release, dated April 29, 2010.
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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.
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U.S.
CONCRETE, INC. |
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Date:
April 29, 2010
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By:
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/s/ Robert D. Hardy |
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Robert
D. Hardy |
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Executive
Vice President and Chief Financial Officer |
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