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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): November 25, 2002
(November 8, 2002)
U.S. Industries, Inc.
(Exact Name of Registrant
as Specified in Its Charter)
Delaware 1-14557 22-3568449
(State or Other Jurisdiction (Commission File Number) (IRS Employer
of Incorporation) Identification No.)
777 S. Flagler Drive
Suite 1108
West Palm Beach, FL 33401
(Address of Principal Executive (Zip Code)
Offices)
(561) 514-3838
(Registrant's Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
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Item 5. Other Events.
On November 8, 2002, the Registrant consummated its offer to exchange its
outstanding 7-1/8% Senior Notes due 2003 (the "Old Notes") for cash and 11-1/4%
Senior Notes due 2005 (the "New Notes") and related consent solicitation, which
were commenced on September 9, 2002 (the "Exchange Offer"). Pursuant to the
terms of the Exchange Offer, the Registrant issued an aggregate principal
amount of $133,358,000 of the New Notes, after making final adjustments for
cash in lieu of fractional New Notes. The previously reported amount was
$133,366,000.
The Registrant announced on November 25, 2002, that it successfully
completed its offer to purchase for cash up to $54,800,000 aggregate principal
amount of its 7-1/4% Senior Notes due 2006 (the "2006 Notes") and related
consent solicitation, which were commenced on October 24, 2002 (the "Tender
Offer") and expired on November 22, 2002. Pursuant to the terms of the Tender
Offer, the Registrant accepted for purchase $53,763,000 in aggregate principal
amount of the 2006 Notes. See the press release of Registrant dated November
25, 2002 attached as Exhibit 99.1 hereto.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits Description
99.1 U.S. Industries, Inc. Press Release dated November 25, 2002.
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 hereunto duly authorized.
U.S. Industries, Inc.
Date: November 25, 2002 By: /s/ Steven C. Barre
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Name: Steven C. Barre
Title: Senior Vice President,
General Counsel and
Secretary
INDEX TO EXHIBITS
Exhibit
Number Description
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99.1 U.S. Industries, Inc. Press Release dated November 25, 2002.