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): December 3, 2009
Hanesbrands Inc.
(Exact name of registrant as specified in its charter)
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| Maryland
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001-32891
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20-3552316 |
(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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| 1000 East Hanes Mill Road |
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| Winston-Salem, NC
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27105 |
(Address of principal executive
offices)
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(Zip Code) |
Registrant’s telephone number, including area code: (336) 519-8080
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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
On
December 3, 2009, Hanesbrands Inc. (“Hanesbrands”) issued a press release announcing the
pricing of its underwritten public offering of $500 million in
aggregate principal amount of its 8.00% senior notes due
December 15, 2016 at a public offering price of 98.686% of the principal
amount. Hanesbrands will pay interest on the notes semiannually in
arrears on December 15 and June 15 of each year, beginning
on June 15, 2010. The notes will be fully and
unconditionally guaranteed on a senior unsecured basis by substantially all of Hanesbrands’
existing domestic subsidiaries and by certain of its future restricted subsidiaries.
Hanesbrands intends to use the net proceeds from the notes offering together
with borrowings from its proposed $1.15 billion new senior secured credit facilities to refinance
all or a portion of its outstanding debt under its existing senior secured credit facility and
to repay all of its outstanding debt under its senior secured second-lien credit facility, as well as
to pay fees and expenses related to these transactions.
A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and
is incorporated herein by reference.
This Current Report on Form 8-K does not constitute an offer to sell or the solicitation of an
offer to buy any securities, nor shall it constitute an offer, solicitation or sale in any
jurisdiction in which such offer, solicitation or sale is unlawful.
Statements in this Current Report on Form 8-K that are not statements of historical fact are
forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934, including those regarding the proposed offering
of securities and the anticipated use of proceeds therefrom. These forward-looking statements are
made only as of the date of this report and are based on Hanesbrands’ current intent, beliefs,
plans and expectations. They involve risks and uncertainties that could cause actual future
results, performance or developments to differ materially from those described in or implied by
such forward-looking statements. These risks and uncertainties include the risks identified from
time to time in Hanesbrands’ most recent Securities and Exchange Commission reports, including the
2008 Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K,
registration statements, press releases and other communications. Hanesbrands undertakes no
obligation to update or revise forward-looking statements to reflect changed assumptions, the
occurrence of unanticipated events or changes to future operating results over time, other than as
required by law.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits
Exhibit 99.1
Press release dated December 3, 2009