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) February 17, 2015
USG Corporation
(Exact Name of Registrant as Specified in Charter)
|
Delaware |
|
1-8864 |
|
36-3329400 |
|
(State or Other Jurisdiction |
|
(Commission |
|
(IRS Employer |
|
of Incorporation) |
|
File Number) |
|
Identification No.) |
|
550 West Adams Street, Chicago, Illinois |
|
60661-3676 |
|
(Address of Principal Executive Offices) |
|
(Zip Code) |
Registrant’s telephone number, including area code (312) 436-4000
(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.):
o Written communications pursuant to Rule 425 under the 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 (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events.
On February 17, 2015, USG Corporation (the “Company”) issued a press release announcing that it has launched a private offering of $350 million aggregate principal amount of senior notes. A copy of the press release, which was issued pursuant to and in accordance with Rule 135c under the Securities Act of 1933, as amended, is attached hereto as Exhibit 99.1 and incorporated herein by reference.
Also on February 17, 2015, the Company issued a press release announcing that it has commenced a cash tender offer for any and all of its outstanding 8.375% Senior Notes due 2018. A copy of the press release is attached hereto as Exhibit 99.2 and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
|
Number |
|
Exhibit |
|
|
|
|
|
99.1 |
|
USG Corporation press release, dated February 17, 2015. |
|
|
|
|
|
99.2 |
|
USG Corporation press release, dated February 17, 2015. |
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, hereunto duly authorized.
|
|
USG CORPORATION | ||
|
|
|
| |
|
|
|
| |
|
|
By: |
/s/ Stanley L. Ferguson | |
|
|
|
Name: |
Stanley L. Ferguson |
|
|
|
Title: |
Executive Vice President, General |
|
|
|
|
Counsel and Secretary |
Date: February 17, 2015