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):
October 25, 2001 (October 16, 2001)
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LOWE'S COMPANIES, INC.
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(Exact name of registrant as specified in charter)
North Carolina 1-7898 56-0578072
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(State or other jurisdiction of (Commission (IRS Employer Identification No.)
incorporation) File Number)
1605 Curtis Bridge Road
Wilkesboro, North Carolina 28697
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (336) 658-4000
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Not Applicable
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(former name or former address if changed since last report)
Page 1 of 4 pages.
Exhibit Index appears on page 4.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) The following exhibits are filed in connection with the Registrant's offer
and sale on October 19, 2001 of $580,700,000 aggregate principal amount at
maturity of the Registrant's Senior Convertible Notes due 2021 (the "Notes")
pursuant to its Shelf Registration Statement on Form S-3 (File No. 333-55252).
The Notes were issued under the Amended and Restated Indenture, dated December
1, 1995, as supplemented by a First Supplemental Indenture, dated as of February
23, 1999 and a Second Supplemental Indenture, dated as of October 19, 2001, all
between the Registrant and Bank One, N.A., formerly known as The First National
Bank of Chicago, as trustee.
Exhibits
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1.1 Purchase Agreement, dated October 16, 2001, among Merrill
Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith
Incorporated, Banc of America Securities LLC, SunTrust Capital
Markets, Inc., U.S. Bancorp Piper Jaffray, Inc., First Union
Securities, Inc., Fleet Securities, Inc. and Lowe's Companies,
Inc.
4.1 Second Supplemental Indenture, dated as of October 19, 2001,
between the Registrant and Bank One, N.A., formerly known as
The First National Bank of Chicago, as trustee.
4.2 Form of Lowe's Companies, Inc. Senior Convertible Notes due
2021 (See Exhibit 4.1).
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.
LOWE'S COMPANIES, INC.
Date: October 25, 2001 /s/ Robert A. Niblock
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Name: Robert A. Niblock
Title: Senior Vice President
and Chief Financial Officer
EXHIBIT INDEX
1.1 Purchase Agreement, dated October 16, 2001, among Merrill
Lynch & Co., Merrill Lynch, Pierce, Fenner & Smith
Incorporated, Banc of America Securities LLC, SunTrust Capital
Markets, Inc., U.S. Bancorp Piper Jaffray, Inc., First Union
Securities, Inc., Fleet Securities, Inc. and Lowe's Companies,
Inc.
4.1 Second Supplemental Indenture, dated as of October 19, 2001,
between the Registrant and Bank One, N.A., formerly known as
The First National Bank of Chicago, as trustee.
4.2 Form of Lowe's Companies, Inc. Senior Convertible Notes due
2021 (See Exhibit 4.1).