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
February 1, 2007
Date of Report (Date of earliest event reported)
Congoleum Corporation
(Exact name of registrant as specified in its charter)
Delaware 01-13612 02-0398678
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(State or other jurisdiction of (Commission (I.R.S. Employer
incorporation) File Number) Identification No.)
3500 Quakerbridge Road
P.O. Box 3127
Mercerville, NJ 08619-0127
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(Address of principal executive offices and zip code)
609-584-3000
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(Registrant's telephone number, including area code)
N/A
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(Former name or former address,
if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a- 12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
EXPLANATORY NOTE
This Current Report on Form 8-K/A amends the Form 8-K previously filed by
Congoleum Corporation (the "Company") with the Securities and Exchange
Commission on February 5, 2007.
ITEM 8.01 OTHER EVENTS
On February 1, 2007, the United States Bankruptcy Court for the District of New
Jersey (the "Bankruptcy Court") issued a ruling on motions filed by insurers
seeking to prevent confirmation of the Company's most recent reorganization plan
and by the Company and the Asbestos Claimants' Committee seeking to prevent
confirmation of a competing plan filed by an insurer. The press release issued
with respect thereto is filed as Exhibit 99.1 and incorporated herein by
reference. Copies of the opinions rendered by the Bankruptcy Court are filed as
Exhibits 99.2 and 99.3, respectively, and incorporated herein by reference.
ITEM 9.01 EXHIBITS
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EXHIBIT NO. DESCRIPTION
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99.1 Press release dated February 5, 2007.
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99.2 Opinion of United States Bankruptcy Court for the District of New
Jersey with respect to First State Insurance Company and Twin
City Fire Insurance Company's Motion for Summary Judgment Denying
Confirmation of the Debtor's Tenth Modified Plan and Continental
Casualty Company's Motion for Summary Judgment Denying
Confirmation of the Debtor's Tenth Modified Plan of
Reorganization.
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99.3 Opinion of United States Bankruptcy Court for the
District of New Jersey with respect to Motion of the
Debtors and the Official Committee of Unsecured Asbestos
Claimants for Summary Judgment that the Second Modified
Joint Plan of Reorganization of Continental Casualty Co.
and Continental Ins. Co. is Unconfirmable as a Matter of
Law.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this amended report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: February 6, 2007 Congoleum Corporation
By: /s/ Howard N. Feist III
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Name: Howard N. Feist III
Title: Chief Financial Officer
Exhibit Index
Exhibit
Number Description
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99.1 Press release dated February 5, 2007.
99.2 Opinion of United States Bankruptcy Court for the District of New
Jersey with respect to First State Insurance Company and Twin City
Fire Insurance Company's Motion for Summary Judgment Denying
Confirmation of the Debtor's Tenth Modified Plan and Continental
Casualty Company's Motion for Summary Judgment Denying Confirmation
of the Debtor's Tenth Modified Plan of Reorganization.
99.3 Opinion of United States Bankruptcy Court for the District of
New Jersey with respect to Motion of the Debtors and the
Official Committee of Unsecured Asbestos Claimants for
Summary Judgment that the Second Modified Joint Plan of
Reorganization of Continental Casualty Co. and Continental
Ins. Co. is Unconfirmable as a Matter of Law.