8-K 1 d8k.txt FORM 8-K 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): JULY 12, 2001 U.S. CONCRETE, INC. (Exact name of registrant as specified in its charter) DELAWARE 000-26025 76-0588680 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 2925 BRIARPARK, SUITE 500, HOUSTON, TEXAS 77042 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (713) 499-6200 ______________________________ 1 ITEM 5. OTHER EVENTS. On July 12, 2001, U.S. Concrete, Inc. (the "Company") entered into an Underwriting Agreement (the "Underwriting Agreement") with BB&T Capital Markets, a division of Scott & Stringfellow, Inc. (the "Underwriter"), for the Underwriter to purchase from the Company 1,820,000 shares of the Company's common stock, par value $0.001 (the "Shares"). The Shares will be issued under a registration statement on Form S-3 (No. 333-42860) (the "Registration Statement") filed by the Company on August 2, 2000 with the Securities and Exchange Commission (the "Commission") pursuant to Rule 415 under the Securities Act of 1933, as amended. The Registration Statement was subsequently amended on August 21, 2000 and was declared effective by the Commission on August 23, 2000. A copy of the Underwriting Agreement is filed as Exhibit 1.1 to this Form 8-K and is incorporated herein by reference. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (c) Exhibits. 1.1 Underwriting Agreement dated July 12, 2001, between U.S. Concrete, Inc. and BB&T Capital Markets, a division of Scott & Stringfellow, Inc. 5.1 Opinion of Baker Botts L.L.P. 2 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. U.S. CONCRETE, INC. Date: July 13, 2001 By: /s/ EUGENE P. MARTINEAU Eugene P. Martineau President and Chief Executive Officer INDEX TO EXHIBITS Number Exhibit ------ ------- 1.1 Underwriting Agreement dated July 12, 2001, between U.S. Concrete, Inc. and BB&T Capital Markets, a division of Scott & Stringfellow, Inc. 5.1 Opinion of Baker Botts L.L.P.