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SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis.
These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to Interline Brands, Inc.
SEC Filings (Chronological Order)
Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.
| August 24, 2015 |
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): August 24, 2015 INTERLINE BRANDS, INC. (Exact Name of Registrant as Specified in Charter) Delaware 001-32380 03-0542659 (State or Other Jurisdiction of Incorporation) (Commission File |
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| August 24, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number: 001-32380 INTERLINE BRANDS, INC. (Exact name of registrant as specified in |
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| July 31, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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) July 31, 2015 INTERLINE BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission Fil |
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| July 31, 2015 |
IBI / Interline Brands, Inc. 10-Q - Quarterly Report - FORM 10-Q 10-Q 1 ibi-10qxfy15xq2.htm FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 26, 2015 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition peri |
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| July 31, 2015 |
Interline Brands Announces Second Quarter and Year-To-Date 2015 Sales and Earnings Results EX-99.1 2 ex991earningsresults-fy15q2.htm EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE July 31, 2015 Interline Brands Announces Second Quarter and Year-To-Date 2015 Sales and Earnings Results Jacksonville, Fla. - July 31, 2015 - Interline Brands, Inc. (“Interline” or the “Company”), a leading distributor and direct marketer of broad-line maintenance, repair and operations ("MRO") products to th |
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| July 31, 2015 |
EXHIBIT 12.1 Ratio of Earnings to Fixed Charges (amounts in thousands other than ratios) Successor Predecessor For the three months ended June 26, 2015 For the six months ended June 26, 2015 For the Fiscal Year Ended For the period September 8, 2012 through December 28, 2012 For the period December 31, 2011 through September 7, 2012 For the fiscal year ended December 30, 2011 December 26, 2014 Dec |
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| July 24, 2015 |
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): July 24, 2015 INTERLINE BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-32380 03-0542659 (Commission Fi |
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| July 22, 2015 |
Exhibit 99.1 Interline Brands to be Acquired by The Home Depot Interline Brands Partners with Industry Leader to Bring Enhanced Products, Services, and Solutions to Facilities Maintenance Customers. Jacksonville, FL ? July 22, 2015 ? Interline Brands, Inc. (?Interline? or the ?Company?), a leading national distributor of broad-line maintenance, repair, and operation (MRO) products, today announced |
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| July 22, 2015 |
Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 21, 2015 INTERLINE BRANDS, INC. |
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| July 22, 2015 |
Exhibit 2.1 Execution Version AGREEMENT AND PLAN OF MERGER BY AND AMONG INTERLINE BRANDS, INC., THE HOME DEPOT, INC., CHARIOT MERGER SUB, INC., AND GS CAPITAL PARTNERS VI, L.P. (solely in its capacity as the Representative under this Agreement) Dated as of July 21, 2015 ARTICLE I DEFINITIONS 1 SECTION 1.1 Certain Definitions 1 ARTICLE II THE MERGER 15 SECTION 2.1 The Merger 15 SECTION 2.2 Effectiv |
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| June 1, 2015 |
Conflict Minerals Report of Interline Brands, Inc. Exhibit 1.01 Conflict Minerals Report of Interline Brands, Inc. This document constitutes Interline Brands, Inc.?s Conflict Minerals Report for calendar year 2014. We have prepared this Conflict Minerals Report and are issuing it in accordance with the requirements of Rule 13p-1 (?Rule 13p-1?) promulgated under the Securities Exchange Act of 1934, as amended, and in connection with Interline Brand |
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| June 1, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD Specialized Disclosure Report INTERLINE BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-32380 (Commission File Number) 03-0542659 (I.R.S. Employer Identification Number) 701 San Marco Boulevard, Jacksonville, FL 32207 (Address of principal |
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| May 1, 2015 |
EXHIBIT 12.1 Ratio of Earnings to Fixed Charges (amounts in thousands other than ratios) Successor Predecessor For the three months ended March 27, 2015 For the Fiscal Year Ended For the period September 8, 2012 through December 28, 2012 For the period December 31, 2011 through September 7, 2012 For the fiscal year ended December 30, 2011 December 26, 2014 December 27, 2013 Earnings: Income (loss) |
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| May 1, 2015 |
EXHIBIT 12.1 Ratio of Earnings to Fixed Charges (amounts in thousands other than ratios) Successor Predecessor For the three months ended March 27, 2015 For the Fiscal Year Ended For the period September 8, 2012 through December 28, 2012 For the period December 31, 2011 through September 7, 2012 For the fiscal year ended December 30, 2011 December 26, 2014 December 27, 2013 Earnings: Income (loss) |
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| May 1, 2015 |
INTERLINE BRANDS, INC. 10% / 10.75% Senior Notes due 2018 Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-194396 PROSPECTUS SUPPLEMENT (To Prospectus Dated March 11, 2015) INTERLINE BRANDS, INC. $365,000,000 10% / 10.75% Senior Notes due 2018 Attached hereto and incorporated by reference herein is our Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on May 1, 2015. This Prospectus Supplement is not complete |
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| May 1, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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) May 1, 2015 INTERLINE BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission File |
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| May 1, 2015 |
Interline Brands Announces First Quarter 2015 Sales and Earnings Results Exhibit 99.1 FOR IMMEDIATE RELEASE May 1, 2015 Interline Brands Announces First Quarter 2015 Sales and Earnings Results Jacksonville, Fla. - May 1, 2015 - Interline Brands, Inc. ("Interline" or the "Company"), a leading distributor and direct marketer of broad-line maintenance, repair and operations ("MRO") products to the facilities maintenance end-market, reported sales and earnings for the fisc |
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| May 1, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 27, 2015 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 0 |
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| March 16, 2015 |
Financial Statements and Exhibits, Other Events 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): March 16, 2015 INTERLINE BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-32380 03-0542659 (Commission F |
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| March 16, 2015 |
Interline Brands Launches SupplyWorks - Merges Five Brands into One * * * New Institutional Business to Deliver Integrated Facility Maintenance Solutions to over 100,000 Customers JACKSONVILLE, Fla. |
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| March 9, 2015 |
Table of Contents As filed with the Securities and Exchange Commission on [March 9, 2015] Registration No. |
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| February 25, 2015 |
EXHIBIT 12.1 Ratio of Earnings to Fixed Charges (amounts in thousands other than ratios) Successor Predecessor For the fiscal year ended December 26, 2014 For the fiscal year ended December 27, 2013 For the period September 8, 2012 through December 28, 2012 For the period December 31, 2011 through September 7, 2012 For the fiscal year ended December 30, 2011 For the fiscal year ended December 31, |
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| February 25, 2015 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 26, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-32 |
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| February 25, 2015 |
EXHIBIT 10.39 EMPLOYMENT AGREEMENT THIS IS AN EMPLOYMENT AGREEMENT (the ?Agreement?), dated as of this 12th day of August, 2013 (the ?Effective Date?), by and between Interline Brands, Inc., a New Jersey corporation (the ?Company?), and Jonathan Bennett (the ?Executive?). WHEREAS, the Executive desires to be employed by the Company; WHEREAS, the Company considers it essential to its best interests |
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| February 25, 2015 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 25, 2015 INTERLINE BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission |
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| February 25, 2015 |
EXHIBIT 21.1 LIST OF SUBSIDIARIES As of December 26, 2014 Interline Brands, Inc. New Jersey IBI Merchandising Services, Inc. Delaware Wilmar Financial, Inc. Delaware Glenwood Acquisition LLC Delaware Barnett of the Caribbean, Inc. Puerto Rico Sexauer Ltd. Ontario, Canada Interline Brands Hong Kong Limited Hong Kong, China Interline Brands International Trading (Shenzhen) Co., Ltd. Shenzhen, China |
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| February 25, 2015 |
EXHIBIT 10.40 EMPLOYMENT AGREEMENT THIS IS AN EMPLOYMENT AGREEMENT (the ?Agreement?), dated as of this 28th day of January, 2014 (the ?Effective Date?), by and between Interline Brands, Inc., a New Jersey corporation (the ?Company?), and Kevin O?Meara (the ?Executive?). WHEREAS, the Executive desires to be employed by the Company; WHEREAS, the Company considers it essential to its best interests a |
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| February 25, 2015 |
Interline Brands Announces Fourth Quarter and Fiscal Year 2014 Sales and Earnings Results EXHIBIT 99.1 FOR IMMEDIATE RELEASE February 25, 2015 Interline Brands Announces Fourth Quarter and Fiscal Year 2014 Sales and Earnings Results Jacksonville, Fla. - February 25, 2015 - Interline Brands, Inc. ("Interline" or the "Company"), a leading distributor and direct marketer of broad-line maintenance, repair and operations ("MRO") products to the facilities maintenance end-market, reported sa |
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| December 30, 2014 |
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 30, 2014 INTERLINE BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-32380 03-0542659 (Commissio |
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| December 17, 2014 |
Unregistered Sales of Equity Securities 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 17, 2014 (December 12, 2014) INTERLINE BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-32380 0 |
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| December 11, 2014 |
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 10, 2014 INTERLINE BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission |
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| December 11, 2014 |
Exhibit 10.1 INCREASE AGREEMENT This INCREASE AGREEMENT (this “Agreement”) is dated as of December 10, 2014, among INTERLINE BRANDS, INC., a New Jersey corporation (the “Company”), WILMAR FINANCIAL, INC., a Delaware corporation (“Wilmar Financial”), JANPAK, LLC, a West Virginia limited liability company (“JanPak”), JANPAK OF SOUTH CAROLINA, LLC, a South Carolina limited liability company (“JanPak |
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| November 26, 2014 |
Form 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 26, 2014 INTERLINE BRANDS, INC. |
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| November 17, 2014 |
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) [November 17, 2014] INTERLINE BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commissi |
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| October 27, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 26, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| October 27, 2014 |
EXHIBIT 12.1 Ratio of Earnings to Fixed Charges (amounts in thousands other than ratios) Predecessor Successor Year Ended For the period from December 31, 2011 through September 7, 2012 For the period September 8, 2012 through December 28, 2012 Year Ended For the three months ended September 26, 2014 For the nine months ended September 26, 2014 December 31, 2010 December 30, 2011 For the fiscal ye |
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| October 27, 2014 |
EXHIBIT 12.1 Ratio of Earnings to Fixed Charges (amounts in thousands other than ratios) Predecessor Successor Year Ended For the period from December 31, 2011 through September 7, 2012 For the period September 8, 2012 through December 28, 2012 Year Ended For the three months ended September 26, 2014 For the nine months ended September 26, 2014 December 31, 2010 December 30, 2011 For the fiscal ye |
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| October 27, 2014 |
INTERLINE BRANDS, INC. 10% / 10.75% Senior Notes due 2018 Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-194396 PROSPECTUS SUPPLEMENT (To Prospectus Dated March 21, 2014) INTERLINE BRANDS, INC. $365,000,000 10% / 10.75% Senior Notes due 2018 Attached hereto and incorporated by reference herein is our Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on October 27, 2014. This Prospectus Supplement is not com |
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| October 27, 2014 |
Interline Brands Announces Third Quarter 2014 Sales and Earnings Results Exhibit 99.1 FOR IMMEDIATE RELEASE October 27, 2014 Interline Brands Announces Third Quarter 2014 Sales and Earnings Results Jacksonville, Fla. - October 27, 2014 - Interline Brands, Inc. ("Interline" or the "Company"), a leading distributor and direct marketer of broad-line maintenance, repair and operations ("MRO") products to the facilities maintenance end-market, reported sales and earnings fo |
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| October 27, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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) October 27, 2014 INTERLINE BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission |
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| August 4, 2014 |
EXHIBIT 12.1 Ratio of Earnings to Fixed Charges (amounts in thousands other than ratios) Predecessor Successor Year Ended For the period from December 31, 2011 through September 7, 2012 For the period September 8, 2012 through December 28, 2012 Year Ended For the three months ended June 27, 2014 For the six months ended June 27, 2014 December 31, 2010 December 30, 2011 For the fiscal year ended De |
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| August 4, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 27, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00 |
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| August 4, 2014 |
Interline Brands Announces Second Quarter 2014 Sales and Earnings Results EX-99.1 2 ex991earningsresults-08042.htm EXHIBIT 99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE August 4, 2014 Interline Brands Announces Second Quarter 2014 Sales and Earnings Results Jacksonville, Fla. - August 4, 2014 - Interline Brands, Inc. ("Interline" or the "Company"), a leading distributor and direct marketer of broad-line maintenance, repair and operations ("MRO") products to the facilities mai |
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| August 4, 2014 |
INTERLINE BRANDS, INC. 10% / 10.75% Senior Notes due 2018 Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-194396 PROSPECTUS SUPPLEMENT (To Prospectus Dated March 21, 2014) INTERLINE BRANDS, INC. $365,000,000 10% / 10.75% Senior Notes due 2018 Attached hereto and incorporated by reference herein is our Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on August 4, 2014. This Prospectus Supplement is not compl |
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| August 4, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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) August 4, 2014 INTERLINE BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission Fi |
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| August 4, 2014 |
EXHIBIT 12.1 Ratio of Earnings to Fixed Charges (amounts in thousands other than ratios) Predecessor Successor Year Ended For the period from December 31, 2011 through September 7, 2012 For the period September 8, 2012 through December 28, 2012 Year Ended For the three months ended June 27, 2014 For the six months ended June 27, 2014 December 31, 2010 December 30, 2011 For the fiscal year ended De |
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| June 2, 2014 |
Conflict Minerals Report of Interline Brands, Inc. Conflict Minerals Report Exhibit 1.02 Conflict Minerals Report of Interline Brands, Inc. This document constitutes Interline Brands, Inc.’s Conflict Minerals Report for calendar year 2013. We have prepared this Conflict Minerals Report and are issuing it in accordance with the requirements of Rule 13p-1 (“Rule 13p-1”) promulgated under the Securities Exchange Act of 1934, as amended, and in connec |
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| June 2, 2014 |
Form SD UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM SD Specialized Disclosure Report INTERLINE BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission File Number) (I.R.S. Employer Identification Number) 701 San Marco Boulevard, Jacksonville, FL 32207 (Address of pr |
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| May 16, 2014 |
8-K 1 d730842d8k.htm 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 16, 2014 (May 12, 2014) INTERLINE BRANDS, INC. (Exact name of registrant as specified in its charter) DELAWARE (State or other jurisdiction of incorporation |
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| May 16, 2014 |
EX-99.1 Exhibit 99.1 May 16, 2014 Interline Brands Announces New Chief Financial Officer Fred Pensotti Appointed Chief Financial Officer Jacksonville, Fla. - May 16, 2014 - Interline Brands, Inc. (“Interline” or the “Company”), a leading distributor and direct marketer of broad-line maintenance, repair and operations (“MRO”) products to the facilities maintenance end-market, today announced that F |
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| May 16, 2014 |
EX-10.1 Exhibit 10.1 EMPLOYMENT AGREEMENT THIS IS AN EMPLOYMENT AGREEMENT (the “Agreement”), dated as of this 19th day of May, 2014 (the “Effective Date”), by and between Interline Brands, Inc., a New Jersey corporation (the “Company”), and Federico Pensotti (the “Executive”). WHEREAS, the Executive desires to be employed by the Company; WHEREAS, the Company considers it essential to its best inte |
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| May 5, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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) May 5, 2014 INTERLINE BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission File |
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| May 5, 2014 |
EXHIBIT 12.1 Ratio of Earnings to Fixed Charges (amounts in thousands other than ratios) Predecessor Successor Year Ended For the period from December 31, 2011 through September 7, 2012 For the period September 8, 2012 through December 28, 2012 Year Ended For the three months ended March 28, 2014 December 31, 2010 December 30, 2011 For the fiscal year ended December 27, 2013 Earnings: Income (loss |
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| May 5, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q 10-Q 1 ibi-10qxfy14xq1.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 28, 2014 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period f |
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| May 5, 2014 |
Interline Brands Announces First Quarter 2014 Sales and Earnings Results Exhibit 99.1 FOR IMMEDIATE RELEASE May 5, 2014 Interline Brands Announces First Quarter 2014 Sales and Earnings Results Jacksonville, Fla. - May 5, 2014 - Interline Brands, Inc. ("Interline" or the "Company"), a leading distributor and direct marketer of broad-line maintenance, repair and operations (“MRO”) products to the facilities maintenance end-market, reported sales and earnings for the fisc |
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| May 5, 2014 |
EXHIBIT 12.1 Ratio of Earnings to Fixed Charges (amounts in thousands other than ratios) Predecessor Successor Year Ended For the period from December 31, 2011 through September 7, 2012 For the period September 8, 2012 through December 28, 2012 Year Ended For the three months ended March 28, 2014 December 31, 2010 December 30, 2011 For the fiscal year ended December 27, 2013 Earnings: Income (loss |
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| May 5, 2014 |
INTERLINE BRANDS, INC. 10% / 10.75% Senior Notes due 2018 Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-194396 PROSPECTUS SUPPLEMENT (To Prospectus Dated March 21, 2014) INTERLINE BRANDS, INC. $365,000,000 10% / 10.75% Senior Notes due 2018 Attached hereto and incorporated by reference herein is our Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on May 5, 2014. This Prospectus Supplement is not complete |
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| April 11, 2014 |
SECOND AMENDMENT TO CREDIT AGREEMENT Second Amendment to Credit Agreement, EXHIBIT 10.1 SECOND AMENDMENT TO CREDIT AGREEMENT THIS SECOND AMENDMENT TO CREDIT AGREEMENT (this “Second Amendment”) is dated as of April 8, 2014, among INTERLINE BRANDS, INC., a New Jersey corporation (the “Company”), WILMAR FINANCIAL, INC., a Delaware corporation (“Wilmar Financial”), JANPAK, LLC, a West Virginia limited liability company (“JanPak”), JANPAK |
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| April 11, 2014 |
8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): April 8, 2014 INTERLINE BRANDS, INC. |
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| April 11, 2014 |
FIRST AMENDMENT TO AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT First Amendment to Amended and Restated Pledge and Security Agreement, EXHIBIT 10. |
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| March 26, 2014 |
Interline Brands Announces Expiration of Its Previously Announced Tender Offer and Consent Solicitation for its 7. |
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| March 26, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): March 26, 2014 INTERLINE BRANDS, INC. |
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| March 24, 2014 |
Interline Brands, Inc. 10% / 10.75% Senior Notes due 2018 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-194396 Prospectus Interline Brands, Inc. $365,000,000 10% / 10.75% Senior Notes due 2018 The 10% / 10.75% senior notes due November 15, 2018 offered hereby, which we refer to as “the notes”, relate to an aggregate of $365,000,000 of 10% / 10.75% senior notes due November 15, 2018 that were originally issued on August |
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| March 19, 2014 |
Entry into a Material Definitive Agreement 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): March 17, 2014 INTERLINE BRANDS, INC. |
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| March 19, 2014 |
EX-10.3 Exhibit 10.3 NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, THE LIENS AND SECURITY INTERESTS GRANTED TO THE ADMINISTRATIVE AGENT FOR ITSELF AND THE OTHER SECURED PARTIES PURSUANT TO THIS PLEDGE AND SECURITY AGREEMENT IN ANY COLLATERAL AND THE EXERCISE OF ANY RIGHT OR REMEDY BY THE ADMINISTRATIVE AGENT WITH RESPECT TO ANY COLLATERAL HEREUNDER ARE SUBJECT TO THE PROVISIONS OF THE INTERCRED |
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| March 19, 2014 |
Table of Contents As filed with the Securities and Exchange Commission on March 19, 2014 Registration No. |
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| March 19, 2014 |
Interline Brands Announces Call for Redemption of Remaining Outstanding 7.50% Notes due 2018 Interline Brands Announces Call for Redemption of Remaining Outstanding 7.50% Notes due 2018 JACKSONVILLE, Fla., March 19, 2014 (GLOBE NEWSWIRE) – Interline Brands, Inc., a Delaware corporation (“Interline” or the “Company”), a leading distributor and direct marketer of broad-line maintenance, repair and operations (“MRO”) products to the facilities maintenance end-market, announced today that its |
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| March 19, 2014 |
EX-10.1 Exhibit 10.1 EXECUTION VERSION PUBLISHED DEAL CUSIP NO. 45874JAC0 PUBLISHED FACILITY CUSIP NO. 45874JAD8 FIRST LIEN TERM LOAN AGREEMENT Dated as of March 17, 2014 Among INTERLINE BRANDS, INC., a New Jersey corporation, as the Borrower, INTERLINE BRANDS, INC., a Delaware corporation THE SUBSIDIARIES OF THE BORROWER FROM TIME TO TIME PARTY HERETO, THE FINANCIAL INSTITUTIONS PARTY HERETO, as |
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| March 19, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): March 19, 2014 INTERLINE BRANDS, INC. |
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| March 19, 2014 |
AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT EX-10.4 Exhibit 10.4 NOTWITHSTANDING ANYTHING HEREIN TO THE CONTRARY, THE LIENS AND SECURITY INTERESTS GRANTED TO THE ADMINISTRATIVE AGENT FOR ITSELF AND THE OTHER SECURED PARTIES PURSUANT TO THIS AMENDED AND RESTATED PLEDGE AND SECURITY AGREEMENT IN ANY COLLATERAL AND THE EXERCISE OF ANY RIGHT OR REMEDY BY THE ADMINISTRATIVE AGENT WITH RESPECT TO ANY COLLATERAL HEREUNDER ARE SUBJECT TO THE PROVIS |
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| March 19, 2014 |
EX-10.5 Exhibit 10.5 INTERCREDITOR AGREEMENT dated as of March 17, 2014 among INTERLINE BRANDS, INC., a New Jersey corporation, as Company, INTERLINE BRANDS, INC., a Delaware corporation, as Holdings and the other GRANTORS from time to time party hereto, BANK OF AMERICA, N.A., as Revolving Facility Agent, and BARCLAYS BANK PLC, as First Lien Administrative Agent and as First Lien Security Agent Ta |
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| March 19, 2014 |
FIRST AMENDMENT TO CREDIT AGREEMENT EX-10.2 EXHIBIT 10.2 FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this “First Amendment”) is dated as of March 17, 2014, among INTERLINE BRANDS, INC., a New Jersey corporation (the “Company”), WILMAR FINANCIAL, INC., a Delaware corporation (“Wilmar Financial”), JANPAK, LLC, a West Virginia limited liability company (“JanPak”), JANPAK OF SOUTH CAROLINA, LLC, a South |
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| March 12, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): March 12, 2014 INTERLINE BRANDS, INC. |
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| March 12, 2014 |
Exhibit 4.1 FIFTH SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of March 12, 2014, is entered into by and among Interline Brands, Inc., a New Jersey corporation (the “Issuer”), Interline Brands, Inc., a Delaware corporation (the “Parent”), the Subsidiary Guarantors (as defined in the Indenture referred to herein and, together with the Parent, the “Guarantors”) and Wells Fargo Ba |
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| March 12, 2014 |
Exhibit 99.1 Interline Brands Announces Receipt of Requisite Consents for its Previously Announced Tender Offer and Consent Solicitation for its 7.50% Notes due 2018 JACKSONVILLE, Fla., March 12, 2014 (GLOBE NEWSWIRE) - Interline Brands, Inc., a Delaware corporation (“Interline” or the “Company”), a leading distributor and direct marketer of broad-line maintenance, repair and operations (“MRO”) pr |
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| March 7, 2014 |
Table of Contents As filed with the Securities and Exchange Commission on March 7, 2014 Registration No. |
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| February 26, 2014 |
EXHIBIT 99.1 February 26, 2014 Interline Brands Announces Proposed Debt Refinancing and Tender Offer and Consent Solicitation for 7.50% Notes due 2018 JACKSONVILLE, Fla., February 26, 2014 (GLOBE NEWSWIRE) - Interline Brands, Inc., a Delaware corporation (“Interline” or the “Company”), a leading distributor and direct marketer of broad-line maintenance, repair and operations (“MRO”) products to th |
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| February 26, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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 26, 2014 INTERLINE BRANDS, INC. |
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| February 25, 2014 |
EXHIBIT 12.1 Ratio of Earnings to Fixed Charges (amounts in thousands other than ratios) Predecessor Successor For the fiscal year ended December 25, 2009 For the fiscal year ended December 31, 2010 For the fiscal year ended December 30, 2011 For the period December 31, 2011 through September 7, 2012 For the period September 8, 2012 through December 28, 2012 For the fiscal year ended December 27, |
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| February 25, 2014 |
INTERLINE BRANDS, INC. AMENDED AND RESTATED 2012 STOCK OPTION PLAN FORM OF RESTRICTED STOCK AGREEMENT THIS AGREEMENT (this ?Agreement?), effective as of the date of grant set forth on the signature page hereto (the ?Date of Grant?), is between Interline Brands, Inc., a Delaware corporation (the ?Company?), and the individual whose name is set forth on the signature page hereto (the ?Grantee?). 1.G |
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| February 25, 2014 |
Financial Statements and Exhibits, Results of Operations and Financial Condition 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 25, 2014 INTERLINE BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission |
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| February 25, 2014 |
Interline Brands Announces Fourth Quarter and Fiscal Year 2013 Sales and Earnings Results Exhibit 99.1 FOR IMMEDIATE RELEASE February 25, 2014 Interline Brands Announces Fourth Quarter and Fiscal Year 2013 Sales and Earnings Results Jacksonville, Fla. - February 25, 2014 - Interline Brands, Inc. (“Interline” or the “Company”), a leading distributor and direct marketer of broad-line maintenance, repair and operations (“MRO”) products to the facilities maintenance end-market, reported sa |
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| February 25, 2014 |
INTERLINE BRANDS, INC. AMENDED AND RESTATED 2012 STOCK OPTION PLAN (as amended through February 21, 2014) 1. Purpose The purpose of the Plan is to provide a means through which the Company and its Affiliates may attract able persons to enter and remain in the employ of the Company and its Affiliates and to provide a means whereby employees and directors of the Company and its Affiliates can be gra |
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| February 25, 2014 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 27, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-32 |
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| February 25, 2014 |
EXHIBIT 21.1 LIST OF SUBSIDIARIES As of December 27, 2013 Interline Brands, Inc. New Jersey IBI Merchandising Services, Inc. Delaware Wilmar Financial, Inc. Delaware Glenwood Acquisition LLC Delaware JanPak, Inc. West Virginia JanPak of Texas, LLC Texas JanPak of South Carolina, LLC South Carolina Zip Technology, LLC West Virginia JanPak Clean Solutions, LLC West Virginia Barnett of the Caribbean, |
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| November 12, 2013 |
Interline Brands Announces Third Quarter 2013 Sales and Earnings Results Exhibit 99.1 FOR IMMEDIATE RELEASE November 12, 2013 Interline Brands Announces Third Quarter 2013 Sales and Earnings Results Jacksonville, Fla. - November 12, 2013 - Interline Brands, Inc. (“Interline” or the “Company”), a leading distributor and direct marketer of broad-line maintenance, repair and operations (“MRO”) products to the facilities maintenance end-market, reported sales and earnings |
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| November 12, 2013 |
INTERLINE BRANDS, INC. 10% / 10.75% Senior Notes due 2018 Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-187272 PROSPECTUS SUPPLEMENT (To Prospectus Dated April 30. 2013) INTERLINE BRANDS, INC. $365,000,000 10% / 10.75% Senior Notes due 2018 Attached hereto and incorporated by reference herein is our Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on November 12, 2013. This Prospectus Supplement is not co |
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| November 12, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 27, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe |
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| November 12, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 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) November 12, 2013 INTERLINE BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission |
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| November 12, 2013 |
EXHIBIT 12.1 Ratio of Earnings to Fixed Charges (amounts in thousands other than ratios) Predecessor Successor Year Ended For the period from December 31, 2011 through September 7, 2012 For the period from September 8, 2012 through December 28, 2012 For the three months ended September 27, 2013 For the nine months ended September 27, 2013 December 26, 2008 December 25, 2009 December 31, 2010 Decem |
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| November 12, 2013 |
EXHIBIT 12.1 Ratio of Earnings to Fixed Charges (amounts in thousands other than ratios) Predecessor Successor Year Ended For the period from December 31, 2011 through September 7, 2012 For the period from September 8, 2012 through December 28, 2012 For the three months ended September 27, 2013 For the nine months ended September 27, 2013 December 26, 2008 December 25, 2009 December 31, 2010 Decem |
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| August 5, 2013 |
Financial Statements and Exhibits, Results of Operations and Financial Condition - 8-K 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) August 5, 2013 INTERLINE BRANDS, INC. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission Fi |
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| August 5, 2013 |
EXHIBIT 12.1 Ratio of Earnings to Fixed Charges (amounts in thousands other than ratios) Predecessor Successor Year Ended For the period December 31, 2011 through September 7, 2012 For the period September 8, 2012 through December 28, 2012 For the Three Months Ended June 28, 2013 For the Six Months Ended June 28, 2013 December 26, 2008 December 25, 2009 December 31, 2010 December 30, 2011 Earnings |
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| August 5, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 28, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 00 |
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| August 5, 2013 |
INTERLINE BRANDS, INC. 10% / 10.75% Senior Notes due 2018 Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-187272 PROSPECTUS SUPPLEMENT (To Prospectus Dated April 30, 2013) INTERLINE BRANDS, INC. $365,000,000 10% / 10.75% Senior Notes due 2018 Attached hereto and incorporated by reference herein is our Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on August 5, 2013. This Prospectus Supplement is not compl |
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| August 5, 2013 |
Interline Brands Announces Second Quarter 2013 Sales and Earnings Results Exhibit 99.1 FOR IMMEDIATE RELEASE August 5, 2013 Interline Brands Announces Second Quarter 2013 Sales and Earnings Results Jacksonville, Fla. - August 5, 2013 - Interline Brands, Inc. (“Interline” or the “Company”), a leading distributor and direct marketer of broad-line maintenance, repair and operations (“MRO”) products to the facilities maintenance end-market, reported sales and earnings for t |
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| August 5, 2013 |
EXHIBIT 12.1 Ratio of Earnings to Fixed Charges (amounts in thousands other than ratios) Predecessor Successor Year Ended For the period December 31, 2011 through September 7, 2012 For the period September 8, 2012 through December 28, 2012 For the Three Months Ended June 28, 2013 For the Six Months Ended June 28, 2013 December 26, 2008 December 25, 2009 December 31, 2010 December 30, 2011 Earnings |
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| June 11, 2013 |
Interline Brands Announces Appointment of John Bakewell as New Chief Financial Officer EXHIBIT 99.1 Interline Brands Announces Appointment of John Bakewell as New Chief Financial Officer JACKSONVILLE, Fla., June 10, 2013 - Interline Brands, Inc. (“Interline” or the “Company”), a leading distributor and direct marketer of broad-line maintenance, repair and operations products to the facilities maintenance end-market, today announced the appointment of John K. Bakewell as the Company' |
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| June 11, 2013 |
EXHIBIT 10.1 EMPLOYMENT AGREEMENT THIS IS AN EMPLOYMENT AGREEMENT (the “Agreement”), dated as of this 10th day of June, 2013 (the “Effective Date”), by and between Interline Brands, Inc., a New Jersey corporation (the “Company”), and John K. Bakewell (the “Executive”). WHEREAS, the Executive desires to be employed by the Company; WHEREAS, the Company considers it essential to its best interests an |
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| June 11, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): June 10, 2013 INTERLINE BRANDS, INC. |
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| June 11, 2013 |
INTERLINE BRANDS, INC. 10% / 10.75% Senior Notes due 2018 Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-187272 PROSPECTUS SUPPLEMENT (To Prospectus Dated April 30. 2013) INTERLINE BRANDS, INC. $365,000,000 10% / 10.75% Senior Notes due 2018 Attached hereto and incorporated by reference herein is our Current Report on Form 8-K, filed with the Securities and Exchange Commission on June 11, 2013. This Prospectus Supplement is not complete |
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| June 11, 2013 |
EXHIBIT 10.1 EMPLOYMENT AGREEMENT THIS IS AN EMPLOYMENT AGREEMENT (the “Agreement”), dated as of this 10th day of June, 2013 (the “Effective Date”), by and between Interline Brands, Inc., a New Jersey corporation (the “Company”), and John K. Bakewell (the “Executive”). WHEREAS, the Executive desires to be employed by the Company; WHEREAS, the Company considers it essential to its best interests an |
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| June 11, 2013 |
Interline Brands Announces Appointment of John Bakewell as New Chief Financial Officer EXHIBIT 99.1 Interline Brands Announces Appointment of John Bakewell as New Chief Financial Officer JACKSONVILLE, Fla., June 10, 2013 - Interline Brands, Inc. (“Interline” or the “Company”), a leading distributor and direct marketer of broad-line maintenance, repair and operations products to the facilities maintenance end-market, today announced the appointment of John K. Bakewell as the Company' |
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| May 31, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 31, 2013 INTERLINE BRANDS, INC. |
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| May 31, 2013 |
INTERLINE BRANDS, INC. 10% / 10.75% Senior Notes due 2018 Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-187272 PROSPECTUS SUPPLEMENT (To Prospectus Dated April 30. 2013) INTERLINE BRANDS, INC. $365,000,000 10% / 10.75% Senior Notes due 2018 Attached hereto and incorporated by reference herein is our Current Report on Form 8-K, filed with the Securities and Exchange Commission on May 31, 2013. This Prospectus Supplement is not complete w |
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| May 31, 2013 |
INTERLINE BRANDS ANNOUNCES EXPIRATION OF EXCHANGE OFFER FOR ITS 10% / 10.75% SENIOR NOTES DUE 2018 Exhibit 99.1 INTERLINE BRANDS ANNOUNCES EXPIRATION OF EXCHANGE OFFER FOR ITS 10% / 10.75% SENIOR NOTES DUE 2018 Jacksonville, Fla. - May 31, 2013 - Interline Brands, Inc. (“Interline” or the “Company”), a leading distributor and direct marketer of broad-line maintenance, repair and operations (“MRO”) products to the facilities maintenance end-market, today announced the expiration of its offer to |
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| May 31, 2013 |
INTERLINE BRANDS ANNOUNCES EXPIRATION OF EXCHANGE OFFER FOR ITS 10% / 10.75% SENIOR NOTES DUE 2018 Exhibit 99.1 INTERLINE BRANDS ANNOUNCES EXPIRATION OF EXCHANGE OFFER FOR ITS 10% / 10.75% SENIOR NOTES DUE 2018 Jacksonville, Fla. - May 31, 2013 - Interline Brands, Inc. (“Interline” or the “Company”), a leading distributor and direct marketer of broad-line maintenance, repair and operations (“MRO”) products to the facilities maintenance end-market, today announced the expiration of its offer to |
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| May 6, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): May 6, 2013 INTERLINE BRANDS, INC. |
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| May 6, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 29, 2013 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 00 |
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| May 6, 2013 |
EXHIBIT 12.1 Ratio of Earnings to Fixed Charges (amounts in thousands other than ratios) Predecessor Successor Year Ended For the period December 31, 2011 through September 7, 2012 For the period September 8, 2012 through December 28, 2012 For the Three Months Ended March 29, 2013 December 26, 2008 December 25, 2009 December 31, 2010 December 30, 2011 Earnings: Income (loss) before income taxes $ |
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| May 6, 2013 |
Interline Brands Announces First Quarter 2013 Sales and Earnings Results Exhibit 99.1 FOR IMMEDIATE RELEASE May 6, 2013 Interline Brands Announces First Quarter 2013 Sales and Earnings Results Jacksonville, Fla. — May 6, 2013 - Interline Brands, Inc. (“Interline” or the “Company”), a leading distributor and direct marketer of broad-line maintenance, repair and operations (“MRO”) products to the facilities maintenance end-market, reported sales and earnings for the fisc |
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| May 6, 2013 |
EXHIBIT 12.1 Ratio of Earnings to Fixed Charges (amounts in thousands other than ratios) Predecessor Successor Year Ended For the period December 31, 2011 through September 7, 2012 For the period September 8, 2012 through December 28, 2012 For the Three Months Ended March 29, 2013 December 26, 2008 December 25, 2009 December 31, 2010 December 30, 2011 Earnings: Income (loss) before income taxes $ |
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| May 6, 2013 |
INTERLINE BRANDS, INC. 10% / 10.75% Senior Notes due 2018 Table of Contents Filed Pursuant to Rule 424(b)(3) Registration Statement No. 333-187272 PROSPECTUS SUPPLEMENT (To Prospectus Dated April 18. 2013) INTERLINE BRANDS, INC. $365,000,000 10% / 10.75% Senior Notes due 2018 Attached hereto and incorporated by reference herein is our Quarterly Report on Form 10-Q, filed with the Securities and Exchange Commission on May 6, 2013. This Prospectus Suppleme |
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| April 30, 2013 |
Interline Brands, Inc. Exchange Offer for $365,000,000 10% / 10.75% Senior Notes due 2018 Prospectus Table of Contents Filed Pursuant to Rule 424(b)(3) Registration Statement No. |
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| April 30, 2013 |
Interline Brands, Inc. 10% / 10.75% Senior Notes due 2018 Prospectus Table of Contents Filed Pursuant to Rule 424(b)(3) Registration Statement No. |
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| April 26, 2013 |
INTERLINE BRANDS, INC. 701 San Marco Boulevard Jacksonville, FL 32207 April 26, 2013 Via Electronic Transmission United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Jay Ingram Re: Interline Brands, Inc. Registration Statement on Form S-4 File No. 333-187271 Dear Mr. Ingram: Pursuant to Rule 461 under the Securities A |
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| April 26, 2013 |
CORRESP INTERLINE BRANDS, INC. 701 San Marco Boulevard Jacksonville, FL 32207 April 26, 2013 Via Electronic Transmission United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Jay Ingram Re: Interline Brands, Inc. Registration Statement on Form S-1 File No. 333-187272 Dear Mr. Ingram: Pursuant to Rule 461 under the Secu |
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| April 18, 2013 |
Amendment No. 1 to Form S-1 Table of Contents As filed with the Securities and Exchange Commission on April 17, 2013 Registration No. 333-187272 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 to FORM S-1 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Interline Brands, Inc. (Exact name of Registrant as specified in its charter) Delaware (State or ot |
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| April 18, 2013 |
Form S-4 Amendment No. 1 Table of Contents As filed with the Securities and Exchange Commission on April 17, 2013 Registration No. 333-187271 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 AMENDMENT NO. 1 to FORM S-4 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 Interline Brands, Inc. (Exact name of Registrant as specified in its charter) Delaware (State or other |
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| April 17, 2013 |
Correspondence INTERLINE BRANDS, INC. 701 San Marco Boulevard Jacksonville, FL 32207 April 17, 2013 United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549 Attention: Edward M. Kelly Re: Interline Brands, Inc. Registration Statement on Form S-4 Filed March 15, 2013 File No. 333-187271 Dear Mr. Kelly, Reference is made to the regist |
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| April 17, 2013 |
Correspondence Direct Line: (212) 859-8272 Fax: (212) 859-4000 [email protected] April 17, 2013 Edward M. Kelly Division of Corporate Finance Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Re: Interline Brands, Inc. Registration Statement on Form S-4 Filed March 15, 2013 File No. 333-187271 Registration Statement on Form S-1 Filed March 15, 2013 File No. 3 |
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| March 21, 2013 |
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): 03/19/2013 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Commission File Number: 001-32380 Delaware 03-0542659 (State or other jurisdiction of (IRS Emp |
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| March 21, 2013 |
Interline Brands Appoints Interim Chief Financial Officer FOR IMMEDIATE RELEASE FOR IMMEDIATE RELEASE March 19, 2013 Interline Brands Appoints Interim Chief Financial Officer Jacksonville, Fla. |
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| March 15, 2013 |
Ex-99.5 Exhibit 99.5 Form of Letter to Clients Interline Brands, Inc. Exchange Offer for 10% / 10.75% Senior Notes due 2018 The exchange offer and withdrawal rights will expire at 5:00 p.m., New York City time, on , 2013 unless extended (the “expiration date”). , 2013 To our Clients: Enclosed for your consideration is a prospectus dated , 2013 (the “prospectus”) and the accompanying letter of tran |
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| March 15, 2013 |
Ex-99.2 Exhibit 99.2 Form of Notice of Guaranteed Delivery to Tender for Exchange 10% / 10.75% Senior Notes due 2018 of Interline Brands, Inc. Pursuant to the Prospectus Dated , 2013 The exchange offer and withdrawal rights will expire at 5:00 p.m., New York City time, on , 2013, unless extended (the “expiration date”). The exchange agent for the exchange offer is: Wells Fargo Bank, National Assoc |
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| March 15, 2013 |
Ex-99.3 Exhibit 99.3 Form of Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees Interline Brands, Inc. Exchange Offer for 10% / 10.75% Senior Notes due 2018 The exchange offer and withdrawal rights will expire at 5:00 p.m., New York City time, on , 2013, unless extended (the “expiration date”). , 2013 To Brokers, Dealers, Commercial Banks, Trust Companies and Other No |
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| March 15, 2013 |
EX-25.1 Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ¨ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b) (2) WELLS FARGO BANK, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) A N |
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| March 15, 2013 |
Ex-99.1 Exhibit 99.1 Form of Letter of Transmittal to Tender for Exchange 10% / 10.75% Senior Notes due 2018 of Interline Brands, Inc. Pursuant to the Prospectus Dated , 2013 The exchange offer and withdrawal rights will expire at 5:00 p.m., New York City time, on , 2013, unless extended (the “expiration date”). The exchange agent for the exchange offer is: Wells Fargo Bank, National Association B |
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| March 15, 2013 |
EX-25.1 Exhibit 25.1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM T-1 STATEMENT OF ELIGIBILITY UNDER THE TRUST INDENTURE ACT OF 1939 OF A CORPORATION DESIGNATED TO ACT AS TRUSTEE ¨ CHECK IF AN APPLICATION TO DETERMINE ELIGIBILITY OF A TRUSTEE PURSUANT TO SECTION 305(b) (2) WELLS FARGO BANK, NATIONAL ASSOCIATION (Exact name of trustee as specified in its charter) A N |
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| March 15, 2013 |
Registration Statement - FORM S-1 Form S-1 Table of Contents As filed with the Securities and Exchange Commission on March 14, 2013 Registration No. |
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| March 15, 2013 |
Ex-99.4 Exhibit 99.4 Form of Instruction to Registered Holders and DTC Participants from Beneficial Owners of 10% / 10.75% Senior Notes due 2018 of Interline Brands, Inc. The undersigned hereby acknowledges receipt of the prospectus, dated , 2013, of Interline Brands, Inc., a Delaware corporation (the “Issuer”), and the accompanying letter of transmittal, that together constitute the Issuer’s offe |
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| March 15, 2013 |
Form S-4 Table of Contents As filed with the Securities and Exchange Commission on March 14, 2013 Registration No. |
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| March 12, 2013 |
FIRST AMENDMENT TO STOCKHOLDERS AGREEMENT Exhibit 10.36 FIRST AMENDMENT TO STOCKHOLDERS AGREEMENT This AMENDMENT TO THE STOCKHOLDERS AGREEMENT (this ?Amendment?) is entered into as of November 13, 2012 by and among Interline Brands, Inc., a Delaware corporation (the ?Company?), GS Capital Partners VI Fund, L.P., a Delaware limited partnership (?GSCP?), GS Capital Partners VI Offshore Fund, L.P., a Cayman Islands exempted limited partnersh |
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| March 12, 2013 |
Interline Brands Announces Fourth Quarter and Fiscal Year 2012 Sales and Earnings Results Exhibit 99.1 FOR IMMEDIATE RELEASE March 12, 2013 Interline Brands Announces Fourth Quarter and Fiscal Year 2012 Sales and Earnings Results Jacksonville, Fla. — March 12, 2013 - Interline Brands, Inc. (“Interline” or the “Company”), a leading distributor and direct marketer of broad-line maintenance, repair and operations (“MRO”) products to the facilities maintenance end-market, reported sales an |
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| March 12, 2013 |
EXHIBIT 12.1 Ratio of Earnings to Fixed Charges (amounts in thousands other than ratios) Predecessor Successor Year Ended For the period December 31, 2011 through September 7, 2012 For the period September 8, 2012 through December 28, 2012 December 26, 2008 December 25, 2009 December 31, 2010 December 30, 2011 Earnings: Income (loss) before income taxes $ 65,458 $ 43,161 $ 46,750 $ 61,511 $ 24,208 |
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| March 12, 2013 |
EXHIBIT 10.29 EMPLOYMENT AGREEMENT THIS IS AN EMPLOYMENT AGREEMENT (the "Agreement"), dated as of April 8, 2009 but effective as of March 30, 2009, by and between Interline Brands, Inc., a New Jersey corporation (the "Company"), and Michael Agliata (the "Executive"). WHEREAS, the Executive is currently an employee of the Company; WHEREAS, the Company considers it essential to its best interests an |
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| March 12, 2013 |
EXHIBIT 21.1 LIST OF SUBSIDIARIES As of December 28, 2012 Interline Brands, Inc. New Jersey IBI Merchandising Services, Inc. Delaware Wilmar Financial, Inc. Delaware Wilmar Holdings, Inc. Delaware Glenwood Acquisition LLC Delaware JanPak, Inc. West Virginia JanPak of Texas, Inc. Texas JanPak of South Carolina, Inc. South Carolina Zip Technology, Inc. West Virginia JanPak Clean Solutions, Inc. West |
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| March 12, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 28, 2012 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 001-323 |
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| March 12, 2013 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): March 12, 2013 INTERLINE BRANDS, INC. |
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| March 12, 2013 |
EXHIBIT 10.30 EXECUTION VERSION INTERLINE BRANDS, INC. CHANGE IN CONTROL SEVERANCE AGREEMENT THIS AGREEMENT is entered into as of the 16th day of March 2009 (the "Effective Date") by and between INTERLINE BRANDS, INC., a Delaware corporation (the "Company"), and MICHAEL AGLIATA ("Executive"). WITNESSETH WHEREAS, the Company considers the establishment and maintenance of a sound and vital managemen |
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| March 1, 2013 |
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): 03/01/2013 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Commission File Number: 001-32380 Delaware 03-0542659 (State or other jurisdiction of (IRS Emp |
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| March 1, 2013 |
Interline Brands Adds Dennis Letham As Independent Director C O N F I D E N T I A L FOR IMMEDIATE RELEASE March 1, 2013 Interline Brands Adds Dennis Letham As Independent Director Jacksonville, Fla. |
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| February 11, 2013 |
IBI / Interline Brands, Inc. / DIMENSIONAL FUND ADVISORS LP - SCHEDULE 13G/A Passive Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2)* INTERLINE BRANDS INC (Name of Issuer) Common Stock (Title of Class of Securities) 458743101 (CUSIP Number) December 31, 2012 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Sc |
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| February 1, 2013 |
Interline Brands Adds Jozef Opdeweegh As Independent Director C O N F I D E N T I A L FOR IMMEDIATE RELEASE February 1, 2013 Interline Brands Adds Jozef Opdeweegh As Independent Director Jacksonville, Fla. |
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| February 1, 2013 |
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): 02/01/2013 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Commission File Number: 001-32380 Delaware 03-0542659 (State or other jurisdiction of (IRS Emp |
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| December 4, 2012 |
Interline Brands Announces CFO Transition C O N F I D E N T I A L FOR IMMEDIATE RELEASE December 4, 2012 Interline Brands Announces CFO Transition Jacksonville, Fla. |
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| December 4, 2012 |
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): 12/04/2012 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Commission File Number: 001-32380 Delaware 03-0542659 (State or other jurisdiction of (IRS Emp |
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| November 13, 2012 |
SIXTH AMENDED AND RESTATED BY-LAWS OF INTERLINE BRANDS, INC. Effective as of November 12, 2012 EXHIBIT 3.3 SIXTH AMENDED AND RESTATED BY-LAWS OF INTERLINE BRANDS, INC. Effective as of November 12, 2012 These Sixth Amended and Restated By-Laws (these ?By-Laws?) of Interline Brands, Inc., a Delaware corporation (the ?Corporation?), are subject to, and are governed by, the statutes, regulations, common law and other laws of the State of Delaware, including, without limitation, the General Corp |
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| November 13, 2012 |
EXHIBIT 12.1 Ratio of Earnings to Fixed Charges (amounts in thousands other than ratios) Predecessor Successor Year Ended For the period June 30, 2012 through September 7, 2012 For the period December 31, 2011 through September 7, 2012 For the period September 8, 2012 through September 28, 2012 December 28, 2007 December 26, 2008 December 25, 2009 December 31, 2010 December 30, 2011 Earnings: Inco |
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| November 13, 2012 |
Interline Brands Announces Third Quarter 2012 Sales and Earnings Results Exhibit 99.1 FOR IMMEDIATE RELEASE November 13, 2012 Interline Brands Announces Third Quarter 2012 Sales and Earnings Results Jacksonville, Fla. – November 13, 2012 - Interline Brands, Inc. (“Interline” or the “Company”), a leading distributor and direct marketer of broad-line maintenance, repair and operations (“MRO”) products, reported sales and earnings for the fiscal quarter ended September 28 |
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| November 13, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 28, 2012 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number |
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| November 13, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): November 13, 2012 INTERLINE BRANDS, INC. |
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| October 19, 2012 |
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): 10/15/2012 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Commission File Number: 001-32380 Delaware 03-0542659 (State or other jurisdiction of (IRS Emp |
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| September 26, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 001-32380 INTERLINE BRANDS, INC. (Exact name of registrant as specified in i |
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| September 19, 2012 |
Financial Statements and Exhibits, Changes in Registrant's Certifying Accountant - 8-K/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 7, 2012 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorpo |
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| September 19, 2012 |
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): September 14, 2012 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commissi |
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| September 19, 2012 |
[Letterhead of Interline Brands, Inc.] Michael Agliata Vice President, General Counsel & Secretary September 19, 2012 Mr. Jeffrey Gordon Staff Accountant Division of Corporation Finance Securities and Exchange Commission 100 F Street, N.E. Washington, DC 20549 Re: Interline Brands, Inc. Item 4.01 Form 8-K Filed September 13, 2012 File No. 1-32380 Dear Mr. Gordon: This letter provides the responses |
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| September 19, 2012 |
EX-16.1 2 a12-215991ex16d1.htm EX-16.1 Exhibit 16.1 Deloitte & Touche LLP Certified Public Accountants Suite 2801 One Independent Drive Jacksonville, FL 32202-5034 USA Tel: +1 904 665 1400 Fax: +1 904 665 1600 www.deloitte.com September 19, 2012 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7561 Dear Sirs/Madams: We have read Item 4.01 of Interline Brands, Inc.’s For |
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| September 19, 2012 |
Exhibit 10.1 RETENTION BONUS AGREEMENT THIS AGREEMENT (“Agreement”) is made and entered into this 14th day of September, 2012 (the “Effective Date”), by and among Interline Brands, Inc., a New Jersey corporation (the “Company”), Interline Brands, Inc., a Delaware corporation (“Parent”) and Kenneth D. Sweder (the “Executive”). WHEREAS, the Company and the Executive are parties to an Employment Agre |
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| September 13, 2012 |
FOURTH AMENDMENT TO EMPLOYMENT AGREEMENT Exhibit 10.5 EXECUTION COPY FOURTH AMENDMENT TO EMPLOYMENT AGREEMENT THIS AMENDMENT (the “Amendment”) is made and entered into this 7th day of September 2012, by and between Interline Brands, Inc., a New Jersey corporation (the “Company”), and Michael J. Grebe (the “Executive”). WHEREAS, the Executive is currently an employee of the Company; WHEREAS, the Company and the Executive desire to amend t |
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| September 13, 2012 |
Exhibit 16.1 Deloitte & Touche LLP Certified Public Accountants Suite 2801 One Independent Drive Jacksonville, FL 32202-5034 USA Tel: +1 904 665 1400 Fax: +1 904 665 1600 www.deloitte.com September 13, 2012 Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549-7561 Dear Sirs/Madams: We have read Item 4.01 of Interline Brands, Inc.’s Form 8-K dated September 13, 2012, and we |
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| September 13, 2012 |
SUCCESSOR SUPPLEMENTAL INDENTURE Exhibit 4.2 EXECUTION VERSION SUCCESSOR SUPPLEMENTAL INDENTURE SUCCESSOR SUPPLEMENTAL INDENTURE (this “Successor Supplemental Indenture”), dated as of September 7, 2012, among Interline Brands, Inc., a Delaware corporation (as successor by merger to Isabelle Acquisition Sub Inc. (“Merger Sub”)) (the “Company” or “Interline”) and Wells Fargo Bank, National Association, as trustee under the Indentur |
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| September 13, 2012 |
Exhibit 4.1 EXECUTION VERSION ISABELLE ACQUISITION SUB INC., as Issuer, WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of August 6, 2012 10% / 10.75% Senior Notes due 2018 CROSS-REFERENCE TABLE TIA Indenture Section Section 310 (a)(1) 7.10 (a)(2) 7.10 (a)(3) N.A. (a)(4) N.A. (a)(5) 7.10 (b) 7.10 (c) N.A. 311 (a) 7.11 (b) 7.11 (c) N.A. 312 (a) 2.05 (b) 11.03 (c) 11.03 313 (a) |
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| September 13, 2012 |
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): September 7, 2012 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commissio |
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| September 13, 2012 |
Exhibit 10.8 EXECUTION COPY RETENTION BONUS AGREEMENT THIS AGREEMENT (“Agreement”) is made and entered into this 7th day of September, 2012 (the “Effective Date”), by and among Interline Brands, Inc., a New Jersey corporation (the “Company”), Interline Brands, Inc., a Delaware corporation (the “Parent”) and John Ebner (the “Executive”). WHEREAS, the Company and the Executive are parties to an Empl |
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| September 13, 2012 |
THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION INTERLINE BRANDS, INC. Exhibit 3.1 THIRD AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF INTERLINE BRANDS, INC. FIRST: The name of the corporation is Interline Brands, Inc. (the “Corporation”). SECOND: The address of the Corporation’s registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street in the City of Wilmington, County of New Castle, Delaware 19801. The name of the Corporation |
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| September 13, 2012 |
Exhibit 4.4 Joinder Agreement September 7, 2012 Goldman, Sachs & Co. 200 West Street New York, New York 10282-2198 Merrill Lynch, Pierce, Fenner & Smith Incorporated One Bryant Park New York, New York 10036 As representatives (the “Representatives”) of the several Purchasers (as defined below) Reference is hereby made to that exchange and registration rights agreement (the “Exchange and Registrati |
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| September 13, 2012 |
Exhibit 10.6 EXECUTION COPY TRANSACTION BONUS AGREEMENT THIS AGREEMENT (“Agreement”) is made and entered into this 7th day of September, 2012 (the “Effective Date”), by and among Interline Brands, Inc., a New Jersey corporation (the “Company”), Interline Brands, Inc., a Delaware corporation (the “Parent”) and Kenneth D. Sweder (the “Executive”). WHEREAS, the Company and the Executive are parties t |
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| September 13, 2012 |
Exhibit 10.3 Execution Version STOCKHOLDERS AGREEMENT by and among INTERLINE BRANDS, INC., GS CAPITAL PARTNERS VI FUND, L.P., GS CAPITAL PARTNERS VI PARALLEL, L.P., GS CAPITAL PARTNERS VI OFFSHORE FUND, L.P., GS CAPITAL PARTNERS VI GmbH & Co. KG, MBD 2011 HOLDINGS, L.P., BRIDGE STREET 2012 HOLDINGS, L.P., P2 CAPITAL MASTER FUND I, L.P., P2 CAPITAL MASTER FUND VII, L.P., and THE OTHER STOCKHOLDERS |
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| September 13, 2012 |
INTERLINE BRANDS, INC. 2012 STOCK OPTION PLAN NONQUALIFIED STOCK OPTION AGREEMENT Exhibit 10.13 INTERLINE BRANDS, INC. 2012 STOCK OPTION PLAN PERFORMANCE-VESTING NONQUALIFIED STOCK OPTION AGREEMENT THIS PERFORMANCE-VESTING NONQUALIFIED STOCK OPTION AGREEMENT (the “Agreement”), effective as of the date of grant set forth on the signature page hereto (the “Date of Grant”), is between Interline Brands, Inc., a Delaware corporation (the “Company”), and the individual whose name is |
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| September 13, 2012 |
Exhibit 10.1 Execution Version CREDIT AGREEMENT dated as of September 7, 2012 among INTERLINE BRANDS, INC., a New Jersey corporation, WILMAR HOLDINGS, INC. a Delaware corporation, WILMAR FINANCIAL, INC., a Delaware corporation as Borrowers The Other Loan Parties Party Hereto, The Lenders Party Hereto, BANK OF AMERICA, N.A., as Administrative Agent, GOLDMAN SACHS LENDING PARTNERS LLC, as Syndicatio |
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| September 13, 2012 |
INTERLINE BRANDS, INC. 2012 STOCK OPTION PLAN NONQUALIFIED STOCK OPTION AGREEMENT Exhibit 10.12 INTERLINE BRANDS, INC. 2012 STOCK OPTION PLAN PERFORMANCE-VESTING NONQUALIFIED STOCK OPTION AGREEMENT THIS PERFORMANCE-VESTING NONQUALIFIED STOCK OPTION AGREEMENT (the “Agreement”), effective as of the date of grant set forth on the signature page hereto (the “Date of Grant”), is between Interline Brands, Inc., a Delaware corporation (the “Company”), and the individual whose name is |
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| September 13, 2012 |
FORM OF INDEMNIFICATION AGREEMENT Exhibit 10.4 FORM OF INDEMNIFICATION AGREEMENT This Indemnification Agreement (“Agreement”) is made as of September 7, 2012 by and between Interline Brands, Inc., a Delaware corporation (the “Company”) and [·] (“Indemnitee”). RECITALS WHEREAS, the Company desires to attract and retain the services of highly qualified individuals, such as Indemnitee, to serve the Company; WHEREAS, in order to induc |
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| September 13, 2012 |
Exhibit 10.2 Execution Version REGISTRATION RIGHTS AGREEMENT by and among INTERLINE BRANDS, INC., GS CAPITAL PARTNERS VI FUND, L.P., GS CAPITAL PARTNERS VI PARALLEL, L.P., GS CAPITAL PARTNERS VI OFFSHORE FUND, L.P., GS CAPITAL PARTNERS VI GmbH & Co. KG, MBD 2011 HOLDINGS, L.P., BRIDGE STREET 2012 HOLDINGS, L.P., P2 CAPITAL PARTNERS, LLC, P2 CAPITAL MASTER FUND I, L.P., P2 CAPITAL MASTER FUND VII, |
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| September 13, 2012 |
Exhibit 4.3 EXECUTION VERSION Isabelle Acquisition Sub Inc. to be merged with and into Interline Brands, Inc. 10% / 10.75% Senior Notes due 2018 Exchange and Registration Rights Agreement August 6, 2012 Goldman, Sachs & Co. 200 West Street New York, New York 10282-2198 Merrill Lynch, Pierce, Fenner & Smith Incorporated One Bryant Park New York, New York 10036 As representatives (the “Representativ |
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| September 13, 2012 |
Exhibit 10.7 EXECUTION COPY TRANSACTION BONUS AGREEMENT THIS AGREEMENT (“Agreement”) is made and entered into this 7th day of September, 2012 (the “Effective Date”), by and among Interline Brands, Inc., a New Jersey corporation (the “Company”), Interline Brands, Inc., a Delaware corporation (the “Parent”) and Lucretia Doblado (the “Executive”). WHEREAS, the Company and the Executive are parties to |
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| September 13, 2012 |
INTERLINE BRANDS, INC. 2012 STOCK OPTION PLAN TIME-VESTING NONQUALIFIED STOCK OPTION AGREEMENT Exhibit 10.10 INTERLINE BRANDS, INC. 2012 STOCK OPTION PLAN TIME-VESTING NONQUALIFIED STOCK OPTION AGREEMENT THIS TIME-VESTING NONQUALIFIED STOCK OPTION AGREEMENT (the “Agreement”), effective as of the date of grant set forth on the signature page hereto (the “Date of Grant”), is between Interline Brands Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on th |
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| September 13, 2012 |
FIFTH AMENDED AND RESTATED BY-LAWS OF INTERLINE BRANDS, INC. Effective as of September 13, 2012 Exhibit 3.2 FIFTH AMENDED AND RESTATED BY-LAWS OF INTERLINE BRANDS, INC. Effective as of September 13, 2012 These Fifth Amended and Restated By-Laws (these “By-Laws”) of Interline Brands, Inc., a Delaware corporation (the “Corporation”), are subject to, and are governed by, the statutes, regulations, common law and other laws of the State of Delaware, including, without limitation, the General Cor |
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| September 13, 2012 |
INTERLINE BRANDS, INC. EMPLOYEE STOCK PURCHASE PLAN Exhibit 10.14 INTERLINE BRANDS, INC. EMPLOYEE STOCK PURCHASE PLAN 1. Name. This Plan shall be known as the Interline Brands, Inc. Employee Stock Purchase Plan (the “Plan”). 2. Purpose. The Plan is intended to incentivize certain employees and officers of Interline Brands, Inc., a Delaware corporation (the “Company”) and its subsidiaries to promote the growth and success of the Company and its affi |
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| September 13, 2012 |
INTERLINE BRANDS, INC. 2012 STOCK OPTION PLAN TIME-VESTING NONQUALIFIED STOCK OPTION AGREEMENT Exhibit 10.11 INTERLINE BRANDS, INC. 2012 STOCK OPTION PLAN TIME-VESTING NONQUALIFIED STOCK OPTION AGREEMENT THIS TIME-VESTING NONQUALIFIED STOCK OPTION AGREEMENT (the “Agreement”), effective as of the date of grant set forth on the signature page hereto (the “Date of Grant”), is between Interline Brands Inc., a Delaware corporation (the “Company”), and the individual whose name is set forth on th |
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| September 13, 2012 |
INTERLINE BRANDS, INC. 2012 STOCK OPTION PLAN Effective September 7, 2012 EX-10.9 16 a12-209761ex10d9.htm EX-10.9 Exhibit 10.9 FINAL VERSION INTERLINE BRANDS, INC. 2012 STOCK OPTION PLAN Effective September 7, 2012 1. Purpose The purpose of the Plan is to provide a means through which the Company and its Affiliates may attract able persons to enter and remain in the employ of the Company and its Affiliates and to provide a means whereby employees and directors of the Co |
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| September 10, 2012 |
NOTIFICATION OF THE REMOVAL FROM LISTING AND REGISTRATION OF THE STATED SECURITIES The New York Stock Exchange hereby notifies the SEC of its intention to remove the entire class of the stated securities from listing and registration on the Exchange at the opening of business on September 21, 2012, pursuant to the provisions of Rule 12d2-2 (a). |
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| September 7, 2012 |
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): September 7, 2012 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commissio |
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| September 7, 2012 |
As filed with the Securities and Exchange Commission on September 7, 2012 Registration No. |
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| September 7, 2012 |
Exhibit 99.1 GS CAPITAL PARTNERS VI FUND, L.P AND P2 CAPITAL PARTNERS, LLC COMPLETE ACQUISITION OF INTERLINE BRANDS, INC. New York, NY — September 7, 2012 — Interline Brands, Inc. (NYSE: IBI) (the “Company” or “Interline”) today announced the completion of its acquisition by affiliates of Goldman Sachs Capital Partners (“GS Capital Partners”) and P2 Capital Partners, LLC (“P2 Capital Partners” or |
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| September 7, 2012 |
As filed with the Securities and Exchange Commission on September 7, 2012 Registration No. |
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| September 7, 2012 |
As filed with the Securities and Exchange Commission on September 7, 2012 Registration No. |
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| September 7, 2012 |
As filed with the Securities and Exchange Commission on September 7, 2012 Registration No. |
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| September 7, 2012 |
As filed with the Securities and Exchange Commission on September 7, 2012 Registration No. |
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| August 29, 2012 |
INTERLINE BRANDS, INC. STOCKHOLDERS APPROVE ADOPTION OF MERGER AGREEMENT Exhibit 99.1 INTERLINE BRANDS, INC. STOCKHOLDERS APPROVE ADOPTION OF MERGER AGREEMENT JACKSONVILLE, Fla., August 29, 2012 — Interline Brands, Inc. (NYSE: IBI) (“Interline” or the “Company”), a leading direct marketer and distributor of broad-line maintenance, repair and operations (“MRO”) products, announced that at a special meeting of stockholders held earlier today, stockholders voted to adopt |
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| August 29, 2012 |
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): August 29, 2012 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission |
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| August 16, 2012 |
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): August 14, 2012 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission |
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| August 16, 2012 |
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): August 14, 2012 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission |
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| August 6, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 29, 2012 or o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period fromto Commission File Number: 001 |
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| August 6, 2012 |
EXHIBIT 12.1 Ratio of Earnings to Fixed Charges (amounts in thousands other than ratios) Year Ended Three Months Ended Six Months Ended December 28, 2007 December 26, 2008 December 25, 2009 December 31, 2010 December 30, 2011 June 29, 2012 June 29, 2012 Earnings: Income before income taxes $ 83,422 $ 65,458 $ 43,161 $ 46,750 $ 61,511 14,909 27,241 Fixed charges (from below) 43,711 39,218 29,600 28 |
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| August 3, 2012 |
Interline Brands Announces Second Quarter 2012 Sales and Earnings Results EX-99.1 2 a12-174951ex99d1.htm EX-99.1 Exhibit 99.1 FOR IMMEDIATE RELEASE August 3, 2012 Interline Brands Announces Second Quarter 2012 Sales and Earnings Results Jacksonville, Fla. – August 3, 2012 - Interline Brands, Inc. (NYSE: IBI) (“Interline” or the “Company”), a leading distributor and direct marketer of broad-line maintenance, repair and operations (“MRO”) products, reported sales and earn |
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| August 3, 2012 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 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): August 3, 2012 INTERLINE BRANDS, INC. |
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| August 1, 2012 |
Use these links to rapidly review the document Table of Contents Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D. |
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| July 24, 2012 |
INTERLINE BRANDS, INC. ANNOUNCES DATE FOR SPECIAL MEETING OF STOCKHOLDERS Exhibit 99.1 INTERLINE BRANDS, INC. ANNOUNCES DATE FOR SPECIAL MEETING OF STOCKHOLDERS JACKSONVILLE, Fla., July 24, 2012 — Interline Brands, Inc. (NYSE: IBI) (“Interline” or the “Company”), a leading direct marketer and distributor of broad-line maintenance, repair and operations (MRO) products, today announced that it will hold a special meeting of stockholders at 10:00 a.m. local time on Wednesd |
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| July 24, 2012 |
INTERLINE BRANDS, INC. ANNOUNCES DATE FOR SPECIAL MEETING OF STOCKHOLDERS Exhibit 99.1 INTERLINE BRANDS, INC. ANNOUNCES DATE FOR SPECIAL MEETING OF STOCKHOLDERS JACKSONVILLE, Fla., July 24, 2012 — Interline Brands, Inc. (NYSE: IBI) (“Interline” or the “Company”), a leading direct marketer and distributor of broad-line maintenance, repair and operations (MRO) products, today announced that it will hold a special meeting of stockholders at 10:00 a.m. local time on Wednesd |
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| July 24, 2012 |
Financial Statements and Exhibits, Other Events - 8-K 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): July 24, 2012 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission Fi |
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| July 24, 2012 |
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): July 24, 2012 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission Fi |
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| July 16, 2012 |
Financial Statements and Exhibits, Other Events - 8-K 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): July 16, 2012 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission Fi |
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| July 16, 2012 |
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): July 16, 2012 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission Fi |
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| July 16, 2012 |
INTERLINE BRANDS, INC. ANNOUNCES RECORD DATE FOR SPECIAL MEETING OF STOCKHOLDERS Exhibit 99.1 INTERLINE BRANDS, INC. ANNOUNCES RECORD DATE FOR SPECIAL MEETING OF STOCKHOLDERS JACKSONVILLE, Fla., July 16, 2012 — Interline Brands, Inc. (NYSE: IBI) (“Interline” or the “Company”), a leading direct marketer and distributor of broad-line maintenance, repair and operations (MRO) products, today announced it has established a record date for determination of stockholders entitled to r |
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| July 16, 2012 |
INTERLINE BRANDS, INC. ANNOUNCES RECORD DATE FOR SPECIAL MEETING OF STOCKHOLDERS Exhibit 99.1 INTERLINE BRANDS, INC. ANNOUNCES RECORD DATE FOR SPECIAL MEETING OF STOCKHOLDERS JACKSONVILLE, Fla., July 16, 2012 — Interline Brands, Inc. (NYSE: IBI) (“Interline” or the “Company”), a leading direct marketer and distributor of broad-line maintenance, repair and operations (MRO) products, today announced it has established a record date for determination of stockholders entitled to r |
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| July 10, 2012 |
Form 8-K 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): July 10, 2012 (July 10, 2012) Interline Brands, Inc. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of inco |
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| July 10, 2012 |
Certain information with respect to the Company not previously reported Exhibit 99. |
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| July 10, 2012 |
Paul, Weiss, Rifkind, Wharton & Garrison LLP 1285 Avenue of the Americas New York, New York 10019-6064 (212) 373-3097 rschumer@paulweiss. |
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| July 10, 2012 |
Certain information with respect to the Company’s fiscal quarter ended June 29, 2012 EX-99.1 2 d379473dex991.htm CERTAIN INFORMATION WITH RESPECT TO THE COMPANY'S FISCAL QUARTER ENDED 6/29/2012 Exhibit 99.1 Certain information with respect to the Company’s fiscal quarter ended June 29, 2012 Based on the most current information available to Interline Brands, Inc., a Delaware corporation (the “Company”, “we”, “us” or “our”) to date, for the second fiscal quarter ended June 29, 2012 |
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| June 29, 2012 |
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): June 29, 2012 (June 27, 2012) Interline Brands, Inc. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 001-32380 (Commissi |
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| June 29, 2012 |
INTERLINE BRANDS, INC. ANNOUNCES EXPIRATION OF THE “GO-SHOP” PERIOD Exhibit 99.1 INTERLINE BRANDS, INC. ANNOUNCES EXPIRATION OF THE “GO-SHOP” PERIOD JACKSONVILLE, Fla., June 29, 2012 — Interline Brands, Inc. (NYSE: IBI) (“Interline” or the “Company”), a leading direct marketer and distributor of broad-line maintenance, repair and operations (MRO) products, today announced the expiration of the “go-shop” period provided for in the merger agreement announced on May |
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| June 29, 2012 |
Financial Statements and Exhibits, Other Events - 8-K 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): June 29, 2012 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission Fi |
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| June 29, 2012 |
Exhibit 4.1 SECOND SUPPLEMENTAL INDENTURE Second Supplemental Indenture (this “Second Supplemental Indenture”), dated as of June 27, 2012, among Interline Brands, Inc., a New Jersey corporation (the “Issuer”), Interline Brands, Inc., a Delaware corporation (“Parent”), the Subsidiary Guarantors (as defined in the Indenture referred to below and together with Parent, the “Note Guarantors”) listed on |
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| June 29, 2012 |
INTERLINE BRANDS, INC. ANNOUNCES EXPIRATION OF THE “GO-SHOP” PERIOD Exhibit 99.1 INTERLINE BRANDS, INC. ANNOUNCES EXPIRATION OF THE “GO-SHOP” PERIOD JACKSONVILLE, Fla., June 29, 2012 — Interline Brands, Inc. (NYSE: IBI) (“Interline” or the “Company”), a leading direct marketer and distributor of broad-line maintenance, repair and operations (MRO) products, today announced the expiration of the “go-shop” period provided for in the merger agreement announced on May |
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| June 29, 2012 |
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): June 29, 2012 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission Fi |
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| June 29, 2012 |
Exhibit 99.1 Interline Brands, Inc. Announces Receipt of Requisite Consents In Its Consent Solicitation Relating to the 7.00% Senior Subordinated Notes due 2018 JACKSONVILLE, Fla., June 28, 2012 Interline Brands, Inc., a Delaware corporation (NYSE: IBI) (the “Company”), announced today that, pursuant to its previously announced solicitation of consents (the “Consent Solicitation”) by its wholly ow |
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| June 20, 2012 |
Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ý Filed by a Party other than the Registrant o Check the appropriate box: ý Preliminary Proxy Statement o Confidential, for Use of the Commission Only (as permitted by Rule 14a6(e)(2)) o Defin |
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| June 6, 2012 |
Regulation FD Disclosure - 8-K 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): June 6, 2012 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission Fil |
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| June 5, 2012 |
Exhibit 7.04 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that GSCP VI OFFSHORE ADVISORS, L.L.C. (the "Company") does hereby make, constitute and appoint each of Bruce A. Albert, Andrea Louro DeMar, Yvette Kosic, Rachel E. Parrish, Michael T. Seeley, and Kevin P. Treanor, (and any other employee of The Goldman Sachs Group, Inc. or one of its affiliates designated in writing by one of the a |
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| June 5, 2012 |
Exhibit 7.03 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that GS ADVISORS VI, L.L.C. (the "Company") does hereby make, constitute and appoint each of Bruce A. Albert, Andrea Louro DeMar, Yvette Kosic, Rachel E. Parrish, Michael T. Seeley, and Kevin P. Treanor, (and any other employee of The Goldman Sachs Group, Inc. or one of its affiliates designated in writing by one of the attorneys-in |
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| June 5, 2012 |
IBI / Interline Brands, Inc. / GOLDMAN SACHS GROUP INC Activist Investment SC 13D 1 ds13d-interlinegoldman.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. )* Interline Brands, Inc. (Name of Issuer) Common Stock, par value $0.01 per share (Title of Class of Securities) 458743101 (CUSIP Number) Ben I. Adler, Esq. Goldman, Sachs & Co. 200 West Street New York, NY 10282 (212) 90 |
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| June 5, 2012 |
Exhibit 7.08 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that GS CAPITAL PARTNERS VI GmbH & CO. KG (the "Company") does hereby make, constitute and appoint each of Bruce A. Albert, Andrea Louro DeMar, Yvette Kosic, Rachel E. Parrish, Michael T. Seeley, and Kevin P. Treanor, (and any other employee of The Goldman Sachs Group, Inc. or one of its affiliates designated in writing by one of th |
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| June 5, 2012 |
Exhibit 7.09 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that GS CAPITAL PARTNERS VI FUND, L.P. (the "Company") does hereby make, constitute and appoint each of Bruce A. Albert, Andrea Louro DeMar, Yvette Kosic, Rachel E. Parrish, Michael T. Seeley, and Kevin P. Treanor, (and any other employee of The Goldman Sachs Group, Inc. or one of its affiliates designated in writing by one of the a |
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| June 5, 2012 |
Exhibit 7.13 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that ISABELLE ACQUISITION SUB INC. (the "Company") does hereby make, constitute and appoint each of Bruce A. Albert, Anthony DeRose, Yvette Kosic, and Kevin P. Treanor (and any other employee of The Goldman Sachs Group, Inc. or one of its affiliates designated in writing by Bruce Albert or Yvette Kosic), acting individually, as its |
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| June 5, 2012 |
Exhibit 7.12 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that ISABELLE HOLDING COMPANY INC. (the "Company") does hereby make, constitute and appoint each of Bruce A. Albert, Anthony DeRose, Yvette Kosic, and Kevin P. Treanor (and any other employee of The Goldman Sachs Group, Inc. or one of its affiliates designated in writing by Bruce Albert or Yvette Kosic), acting individually, as its |
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| June 5, 2012 |
Exhibit 7.05 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that GSCP VI ADVISORS, L.L.C. (the "Company") does hereby make, constitute and appoint each of Bruce A. Albert, Andrea Louro DeMar, Yvette Kosic, Rachel E. Parrish, Michael T. Seeley, and Kevin P. Treanor, (and any other employee of The Goldman Sachs Group, Inc. or one of its affiliates designated in writing by one of the attorneys- |
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| June 5, 2012 |
Exhibit 7.11 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that THE GOLDMAN SACHS GROUP, INC. (the "Company") does hereby make, constitute and appoint each of Bruce A. Albert, Andrea DeMar, Yvette Kosic, Rachel Parrish, Kevin P. Treanor, Michael T. Seeley and Anthony DeRose, (and any other employee of The Goldman Sachs Group, Inc. or one of its affiliates designated in writing by one of the |
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| June 5, 2012 |
EX-7.02 2 ds13dex702.htm POWER OF ATTORNEY Exhibit 7.02 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that GOLDMAN, SACHS MANAGEMENT GP GMBH (the "Company") does hereby make, constitute and appoint each of Roger S. Begelman, Yvette Kosic, John M. O'Rourke, Felicia J. Rector, Michael T. Seeley, and Stephen Wong, (and any other employee of The Goldman Sachs Group, Inc. or one of its affiliate |
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| June 5, 2012 |
Exhibit 7.06 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that GS CAPITAL PARTNERS VI PARALLEL, L.P. (the "Company") does hereby make, constitute and appoint each of Bruce A. Albert, Andrea Louro DeMar, Yvette Kosic, Rachel E. Parrish, Michael T. Seeley, and Kevin P. Treanor, (and any other employee of The Goldman Sachs Group, Inc. or one of its affiliates designated in writing by one of t |
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| June 5, 2012 |
Exhibit 7.10 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that GOLDMAN, SACHS & CO. (the "Company") does hereby make, constitute and appoint each of Bruce A. Albert, Andrea DeMar, Yvette Kosic, Rachel Parrish, Kevin P. Treanor, Michael T. Seeley and Anthony DeRose, (and any other employee of The Goldman Sachs Group, Inc. or one of its affiliates designated in writing by one of the attorney |
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| June 5, 2012 |
Exhibit 7.07 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS that GS CAPITAL PARTNERS VI OFFSHORE FUND, L.P. (the "Company") does hereby make, constitute and appoint each of Bruce A. Albert, Andrea Louro DeMar, Yvette Kosic, Rachel E. Parrish, Michael T. Seeley, and Kevin P. Treanor, (and any other employee of The Goldman Sachs Group, Inc. or one of its affiliates designated in writing by one |
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| May 30, 2012 |
Exhibit 99.3 EXECUTION VERSION LIMITED GUARANTEE Limited Guarantee, dated as of May 29, 2012 (this “Limited Guarantee”), by P2 Capital Master Fund I, L.P. (the “Limited Guarantor”), in favor of Interline Brands, Inc., a Delaware corporation (the “Company”). Capitalized terms used but not defined herein have the meanings ascribed to them in the Merger Agreement (defined below). 1. LIMITED GUARANTEE |
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| May 30, 2012 |
Exhibit 99.2 EXECUTION VERSION May 29, 2012 Isabelle Holding Company Inc. c/o GS Capital Partners VI Fund, L.P. 200 West Street New York, NY 10282-2198 Attention: Bradley Gross Ladies and Gentlemen: This letter agreement sets forth the commitment of P2 Capital Master Fund I, L.P. ( “Investor”), subject to the terms and conditions contained herein, to purchase, or cause the purchase, of equity inte |
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| May 30, 2012 |
IBI / Interline Brands, Inc. / P2 Capital Partners, LLC - SC 13D/A Activist Investment UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. 1) Interline Brands, Inc. (Name of Issuer) Common Stock, $0.01 par value (Title of Class of Securities) 458743101 (CUSIP Number) Jason Carri P2 Capital Partners, LLC 590 Madison Avenue, 25th Floor New York, NY 10022 (212) 508-5500 With copies to: Andrew L. B |
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| May 29, 2012 |
QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| May 29, 2012 |
Exhibit 99.2 EMAIL TO SUPPLIERS To Our Valued Supplier Partners: Earlier today, we announced the exciting news that Interline Brands, Inc. has signed a definitive agreement to be acquired by affiliates of GS Capital Partners LP (“GS Capital Partners”) and P2 Capital Partners, LLC (“P2 Capital Partners”). This agreement represents an exciting opportunity with new partners, while allowing us to rema |
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| May 29, 2012 |
Financial Statements and Exhibits, Other Events 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): May 29, 2012 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission Fil |
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| May 29, 2012 |
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): May 29, 2012 Interline Brands, Inc. (Exact name of registrant as specified in its charter) Delaware 001-32380 03-0542659 (State or other jurisdiction of incorporation) (Commission Fil |
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| May 29, 2012 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among Isabelle Holding Company Inc., Isabelle Acquisition Sub Inc. and Interline Brands, Inc. Dated as of May 29, 2012 Table of Contents Page ARTICLE I THE MERGER 1 1.1. The Merger 1 1.2. Closing 1 1.3. Effective Time 2 ARTICLE II EFFECTS OF THE MERGER 2 2.1. Effects of the Merger 2 2.2. The |
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| May 29, 2012 |
INTERLINE BRANDS EMPLOYEE CALL SCRIPT MICHAEL J. GREBE, INTERLINE BRANDS, INC. CHAIRMAN AND CEO Exhibit 99.4 INTERLINE BRANDS EMPLOYEE CALL SCRIPT MICHAEL J. GREBE, INTERLINE BRANDS, INC. CHAIRMAN AND CEO Thank you, operator and good morning everyone. Thank you for joining me today. I know everyone is very busy and I really appreciate the time you’ve taking out of your day, especially on such short notice. I wanted to be the first person to speak with you as we begin what Ken and I believe i |
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| May 29, 2012 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 2.1 AGREEMENT AND PLAN OF MERGER among Isabelle Holding Company Inc., Isabelle Acquisition Sub Inc. and Interline Brands, Inc. Dated as of May 29, 2012 Table of Contents Page ARTICLE I THE MERGER 1 1.1. The Merger 1 1.2. Closing 1 1.3. Effective Time 2 ARTICLE II EFFECTS OF THE MERGER 2 2.1. Effects of the Merger 2 2.2. The |
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| May 29, 2012 |
Exhibit 99.1 EMAIL TO EMPLOYEES To All Interline Associates, I am pleased to share with all of you some very exciting news for our Company. This morning we issued a press release announcing that Interline Brands, Inc. has signed a definitive agreement to be acquired by affiliates of GS Capital Partners LP (“GS Capital Partners”) and P2 Capital Partners, LLC (“P2 Capital Partners”) for $25.50 per s |
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| May 29, 2012 |
EX-99.3 4 a12-132002ex99d3.htm EX-99.3 Exhibit 99.3 EMAIL TO CUSTOMERS To Our Valued Customers: Earlier today, we announced the exciting news that Interline Brands Inc. has signed a definitive agreement to be acquired by affiliates of GS Capital Partners LP (“GS Capital Partners”) and P2 Capital Partners, LLC (“P2 Capital Partners”). This agreement represents an exciting opportunity with new partn |
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| May 29, 2012 |
QuickLinks - Click here to rapidly navigate through this document UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. |
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| May 29, 2012 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 99.1 INTERLINE BRANDS ANNOUNCES AGREEMENT TO BE ACQUIRED BY GS CAPITAL PARTNERS AND P2 CAPITAL PARTNERS IN TRANSACTION VALUED AT $1.1 BILLION JACKSONVILLE, Fla., May 29, 2012—Interline Brands, Inc. (NYSE:IBI) ("Interline" or the "Company"), a leading distributor and direct marketer of broad-line maintenance, repair and opera |
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| May 29, 2012 |
INTERLINE BRANDS EMPLOYEE CALL SCRIPT MICHAEL J. GREBE, INTERLINE BRANDS, INC. CHAIRMAN AND CEO Exhibit 99.4 INTERLINE BRANDS EMPLOYEE CALL SCRIPT MICHAEL J. GREBE, INTERLINE BRANDS, INC. CHAIRMAN AND CEO Thank you, operator and good morning everyone. Thank you for joining me today. I know everyone is very busy and I really appreciate the time you’ve taking out of your day, especially on such short notice. I wanted to be the first person to speak with you as we begin what Ken and I believe i |
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| May 29, 2012 |
Exhibit 99.3 EMAIL TO CUSTOMERS To Our Valued Customers: Earlier today, we announced the exciting news that Interline Brands Inc. has signed a definitive agreement to be acquired by affiliates of GS Capital Partners LP (“GS Capital Partners”) and P2 Capital Partners, LLC (“P2 Capital Partners”). This agreement represents an exciting opportunity with new partners, while allowing us to remain laser- |
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| May 29, 2012 |
QuickLinks - Click here to rapidly navigate through this document Exhibit 99.1 INTERLINE BRANDS ANNOUNCES AGREEMENT TO BE ACQUIRED BY GS CAPITAL PARTNERS AND P2 CAPITAL PARTNERS IN TRANSACTION VALUED AT $1.1 BILLION JACKSONVILLE, Fla., May 29, 2012—Interline Brands, Inc. (NYSE:IBI) ("Interline" or the "Company"), a leading distributor and direct marketer of broad-line maintenance, repair and opera |
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| May 29, 2012 |
Exhibit 99.1 EMAIL TO EMPLOYEES To All Interline Associates, I am pleased to share with all of you some very exciting news for our Company. This morning we issued a press release announcing that Interline Brands, Inc. has signed a definitive agreement to be acquired by affiliates of GS Capital Partners LP (“GS Capital Partners”) and P2 Capital Partners, LLC (“P2 Capital Partners”) for $25.50 per s |
