0001095811-01-505504.txt : 20011018 0001095811-01-505504.hdr.sgml : 20011018 ACCESSION NUMBER: 0001095811-01-505504 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20011010 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20011010 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LEARNINGSTAR CORP CENTRAL INDEX KEY: 0001130950 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-CATALOG & MAIL-ORDER HOUSES [5961] IRS NUMBER: 770559897 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-32613 FILM NUMBER: 1756046 BUSINESS ADDRESS: STREET 1: 2 LOWER RAGSDALE DRIVE STREET 2: SUITE 200 CITY: MONTEREY STATE: CA ZIP: 93940 BUSINESS PHONE: 8313332000 MAIL ADDRESS: STREET 1: 2 LOWER RAGSDALE DRIVE STREET 2: SUITE 200 CITY: MONTEREY STATE: CA ZIP: 93940 FORMER COMPANY: FORMER CONFORMED NAME: LEARNINGSTAR INC DATE OF NAME CHANGE: 20001229 8-K 1 a76263e8-k.htm FORM 8-K DATED OCTOBER 10, 2001 Learningstar Corporation Form 8-K October 10, 2001
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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 10, 2001

LearningStar Corp.

(Exact name of registrant as specified in its charter)
         
Delaware   000-32613   77-0559897
 
 
(State of Incorporation)   (Commission File Number)   (IRS Employer Identification No.)

2 Lower Ragsdale Drive, Suite 200
Monterey, California 93940

(Address of principal executive offices) (Zip Code)

(831) 333-2000

(Registrant’s telephone number, including area code)

 

ITEM 5. OTHER EVENTS.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
SIGNATURE
EXHIBIT INDEX
EXHIBIT 99.1

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ITEM 5.    OTHER EVENTS.

     In a press release dated October 10, 2001, LearningStar Corp., a Delaware corporation (the “Company”), announced that it intends to change its corporate name to “Excelligence Learning Corporation.” The Company’s board of directors believes that it is in the best interests of the Company to change its corporate name to “Excelligence Learning Corporation” in order to avoid any potential confusion between the names “LearningStar Corp.” and “LearnStar L.P.” LearnStar L.P. is a Dallas, Texas based entity that develops and markets interactive educational technology to primary and secondary schools. The Company will begin doing business as Excelligence Learning Corporation immediately, and will cease using the LearningStar Corp. name upon receiving stockholder approval of the corporate name change. The Company’s shares will continue to trade under the symbol “LRNS” on The Nasdaq SmallCap Market. A copy of the Company’s press release is filed as Exhibit 99.1 hereto and incorporated herein by reference.

ITEM 7.    FINANCIAL STATEMENTS AND EXHIBITS.

     
(a)   FINANCIAL STATEMENTS OF BUSINESS ACQUIRED.
    Not applicable.
(b)   PRO FORMA FINANCIAL INFORMATION
    Not Applicable.
(c)   EXHIBITS
    99.1 Press Release of LearningStar Corp. dated October 10, 2001.

 

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SIGNATURE

     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: October 10, 2001

  LEARNINGSTAR CORP.

     
  By: /s/ Richard Delaney
   
    Richard Delaney
    Chief Financial Officer

 

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EXHIBIT INDEX

     
99.1   Press Release of LearningStar Corp. dated October 10, 2001.

  EX-99.1 3 a76263ex99-1.txt EXHIBIT 99.1 1 EXHIBIT 99.1 Pauline O'Keeffe, pokeeffe@learningstarcorp.com 781-292-3048 Beth Grupp, bgrupp@learningstarcorp.com 781-292-3095 LEARNINGSTAR CORP. TO BECOME EXCELLIGENCE LEARNING CORPORATION TICKER SYMBOL TO REMAIN UNCHANGED AS LRNS NEEDHAM, MASS. AND MONTEREY, CALF. -- OCTOBER 10, 2001 -- LearningStar Corp. (NASDAQSC: LRNS) announced today that the company intends to change its corporate name to "Excelligence Learning Corporation." LearningStar's board of directors believes that it is in the best interests of the company to change its corporate name to "Excelligence Learning Corporation" in order to avoid any potential confusion between the names "LearningStar Corp." and "LearnStar L.P." LearnStar L.P. is a Dallas, Texas based entity that develops and markets interactive educational technology to primary and secondary schools. LearningStar Corp. will begin doing business as Excelligence Learning Corporation immediately and will submit the new name for stockholder approval. The corporate name change will not affect the listing of the company's stock on Nasdaq. The company's shares will continue to trade under the symbol "LRNS" on the Nasdaq SmallCap Market. LearningStar Corp. is a developer, manufacturer, and retailer of educational products, serving teachers and parents by providing quality items and programs for children from infancy to age 12. LearningStar Corp. is composed of the following businesses: - Discount School Supply -- An innovative developer, manufacturer, and retailer of educational products and school supplies to child care programs, preschools, and schools. Sales of Discount School Supply products are conducted through a catalog, a field sales force and the Web. - SmarterKids.com -- A leading online education store and resource for parents providing the ability to profile a child's learning needs and goals and match these profile results to appropriate product and/or activity choices. - Educational Products, Inc. -- A premier distributor of custom-packaged school supplies and educational products to the elementary school market through school fundraising programs. - Earlychildhood NEWS -- An award-winning magazine focusing on the growth and development of children from infancy to age 8 offering information, curriculum and educational programs to teachers and parents. 2 ABOUT LEARNINGSTAR CORP. LearningStar Corp. (NASDAQSC: LRNS) is a leading developer, manufacturer, and retailer of educational products to child care programs, preschools, schools, and consumers. The company serves early childhood professionals, educators, and parents by providing quality educational products and programs for children from infancy to 12-year-olds. With scale, growth potential, proprietary product offerings, a multi-channel distribution strategy and extensive management expertise, LearningStar Corp. helps to further children's education and to reinforce the connection between schools and homes. The company is composed of four business areas; Discount School Supply, a developer and multi-channel distributor of educational products and supplies for preschools and child care programs; Earlychildhood NEWS, an award-winning magazine offering information, curriculum and educational programs to teachers and parents; Educational Products Inc., an innovative distributor of school supplies and educational products to the elementary school market through school fundraising programs; and SmarterKids.com, a leading online educational store and resource for parents. LearningStar Corp. is headquartered in Monterey, California. THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 PROVIDES A "SAFE HARBOR" FOR FORWARD-LOOKING STATEMENTS. CERTAIN INFORMATION INCLUDED IN THIS PRESS RELEASE (AS WELL AS INFORMATION INCLUDED IN ORAL STATEMENTS OR OTHER WRITTEN STATEMENTS MADE OR TO BE MADE BY LEARNINGSTAR) CONTAINS STATEMENTS THAT ARE FORWARD-LOOKING AND OTHER MATTERS. SUCH FORWARD-LOOKING INFORMATION INVOLVES IMPORTANT RISKS AND UNCERTAINTIES THAT COULD SIGNIFICANTLY AFFECT ANTICIPATED RESULTS IN THE FUTURE AND, ACCORDINGLY, ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE EXPRESSED IN ANY FORWARD-LOOKING STATEMENTS MADE BY LEARNINGSTAR. FOR A DESCRIPTION OF ADDITIONAL RISKS AND UNCERTAINTIES, PLEASE REFER TO THE SMARTERKIDS.COM AND LEARNINGSTAR FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION, INCLUDING LEARNINGSTAR'S REGISTRATION STATEMENT ON FORM S-4. ###