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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 12, 2010
MOHAWK INDUSTRIES, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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01 13697
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52-1604305 |
(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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160 South Industrial Blvd., Calhoun, Georgia
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30701 |
(Address of Principal Executive Offices)
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(Zip Code) |
Registrants telephone number, including area code (706) 629-7721
(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):
o Written communication pursuant to Rule 425 under 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 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act CFR 240.17R 240.13e-4(c))
Item 8.01 Other Events.
Mohawk Industries, Inc. (NYSE: MHK) announced today the final results of its previously announced
cash tender offer to purchase up to $200,000,000 aggregate principal amount of its outstanding
6.50% senior notes due 2011 (CUSIP No. 608190AG9 and ISIN No. US608190AG93). A copy of the press
release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein
by reference in its entirety.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 Press release dated April 12, 2010.
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.
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Mohawk Industries, Inc.
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Date: April 12, 2010 |
By: |
/s/ JAMES T. LUCKE
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James T. Lucke |
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Vice President and General Counsel |
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INDEX TO EXHIBITS
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Exhibit |
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99.1.
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Press release dated April 12, 2010. |
exv99w1
Exhibit 99.1
Mohawk Announces Closing Of Tender Offer
Calhoun, Georgia, April 12, 2010 Mohawk Industries, Inc. (NYSE: MHK) announced today the
final results of its previously announced cash tender offer to purchase up to $200,000,000
aggregate principal amount of its outstanding 6.50% senior notes due 2011 (the Notes) (CUSIP No.
608190AG9 and ISIN No. US608190AG93).
The tender offer expired at 11:59 p.m., New York City time, on Friday, April 9, 2010 (the
Expiration Date). As of the Expiration Date, Notes with an aggregate principal amount of
$301,012,000 have been tendered and not validly withdrawn.
The amount of Notes purchased was prorated based on the aggregate principal amount of Notes
validly tendered in the tender offer. The aggregate principal amount of the Notes to be purchased
in the offer was not to exceed $200,000,000. As such, Mohawk accepted for purchase approximately
66.5% percent of the Notes validly tendered and not validly withdrawn pursuant to the offer on a
pro rata basis. Holders who validly tendered their Notes prior to the early tender date of March
26, 2010 received $1,035.00 per $1,000 principal amount of Notes tendered and accepted for payment,
and holders who validly tendered their Notes thereafter received $1,000.00 per $1,000 principal
amount of Notes tendered and accepted for payment. Notes not accepted for purchase will be promptly
returned to the tendering holder or, if tendered through the facilities of the Depositary Trust
Company (DTC), credited to the relevant account at DTC, in accordance with its procedures.
In addition to the consideration described above, holders of Notes validly tendered and
accepted for purchase received accrued and unpaid interest on the Notes from the last payment date
for the Notes up to, but not including, the settlement date.
Settlement for the Notes validly tendered and accepted for purchase was effected April 12,
2010.
Pursuant to the terms of the tender offer, Notes not tendered in the tender offer will remain
outstanding, and the terms and conditions governing the Notes, including the covenants and other
provisions contained in the indenture governing the Notes, will remain unchanged.
Mohawk is a leading supplier of flooring for both residential and commercial applications.
Mohawk offers a complete selection of broadloom carpet, ceramic tile, laminate, wood, stone, vinyl,
rugs and other home products. These products are marketed under the premier brands in the industry,
which include Mohawk, Karastan, Ralph Lauren, Lees, Bigelow, Columbia, Century, Dal-Tile, American
Olean and Quick-Step. Mohawks unique merchandising
and marketing assist our customers in creating
the consumers dream. Mohawk
provides a premium level of service with its own trucking fleet and over 250 local
distribution locations.
Certain of the statements in the immediately preceding paragraphs, particularly anticipating
future performance, business prospects, growth and operating strategies and similar matters and
those that include the words could, should, believes, anticipates, expects, and
estimates, or similar expressions constitute forward-looking statements. For those statements,
Mohawk claims the protection of the safe harbor for forward-looking statements contained in the
Private Securities Litigation Reform Act of 1995. There can be no assurance that the
forward-looking statements will be accurate because they are based on many assumptions, which
involve risks and uncertainties. The following important factors could cause future results to
differ: changes in economic or industry conditions; competition; raw material and energy costs;
timing and level of capital expenditures; integration of acquisitions; rationalization of
operations; claims; litigation and other risks identified in Mohawks SEC reports and public
announcements.