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

May 27, 2005

Date of Report (Date of earliest event reported)

KI HOLDINGS INC.

(Exact name of registrant as specified in its charter)

Pennsylvania

 

25-1588399

(State or other jurisdiction of
incorporation or organization)

 

(I.R.S. Employer
Identification No.)

 

436 Seventh Avenue

Pittsburgh, Pennsylvania 15219

(Address of principal executive offices)

(412) 227-2001

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

 


 



 

 

Item 7.01 Regulation FD Disclosure.

In accordance with General Instruction B.2 of Form 8-K, the information furnished pursuant to Item 7.01, including Exhibit 99.1, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference into any registration statement or other filing pursuant to the Securities Act of 1933, as amended, except as otherwise expressly stated in such filing.

On May 27, 2005, we issued a press release announcing that we had completed our offer to the holders of $203,000,000 aggregate principal amount at maturity of 9 7/8% Senior Discount Notes due 2014 to exchange such notes for a like aggregate principal amount at maturity of our 9 7/8% Senior Discount Notes due 2014 which have been registered under the Securities Act of 1933, as amended. The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference herein.

 

Item 9.01 Financial Statement and Exhibits.

(c)

Exhibits. The following exhibit is filed herewith:

Exhibit No.

Description

99.1

Press Release, dated May 27, 2005

 

 

-2-

 



 

 

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.

Dated:

May 27, 2005

 

 

KI HOLDINGS INC.


By:  /s/ Steven R. Lacy
       Steven R. Lacy
       Senior Vice-President, Administration,
       General Counsel and Secretary

 

 

 

 

 

 

 

News Release

KI Holdings Inc.

436 Seventh Avenue

Pittsburgh, PA 15219-1800

412-227-2001

www.koppers.com

 

 

 

FOR IMMEDIATE RELEASE

 

For Information:

Brian H. McCurrie, Vice President, Chief Financial Officer

 

412.227.2153

 

mccurriebh@koppers.com

 

 

KI Holdings Inc. Completes Exchange of $203,000,000 of Senior Discount Notes

PITTSBURGH, May 27, 2005 – KI Holdings Inc. (“KI Holdings”) announced today that it has completed its offer to the holders of $203,000,000 aggregate principal amount at maturity of 9 7/8% Senior Discount Notes due 2014 to exchange such notes for a like principal amount of its 9 7/8% Senior Discount Notes due 2014 which have been registered under the Securities Act of 1933, as amended.

 

The exchange offer was completed at 5:00 p.m. New York City time on May 26, 2005.  KI Holdings said that it has been informed by the exchange agent that as of 5:00 p.m. New York City time on May 26, 2005 100% of the $203,000,000 in aggregate principal amount at maturity of its 9 7/8% Senior Discount Notes due 2014 had been tendered in the exchange offer.

 

This news release does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which it would be unlawful.

 

About KI Holdings Inc.

 

KI Holdings Inc. is the parent corporation of Koppers Inc., a global integrated producer of carbon compounds and treated wood products. Including its joint ventures, Koppers operates 38 facilities in the United States, United Kingdom, Denmark, Australia, China, the Pacific Rim and South Africa. The stock of KI Holdings Inc. is shared by a large number of employee investors and by majority equity owner Saratoga Partners of New York, NY.

 

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