-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BxAdOA1vTPiY5vdU49+a1XvhWvcdoN5Cg94b+LtN0cNjgcYuk0jxisfOMv03RMo2 kHSquWJyb4Q+/4Btt2OXUw== /in/edgar/work/0000950123-00-009525/0000950123-00-009525.txt : 20001020 0000950123-00-009525.hdr.sgml : 20001020 ACCESSION NUMBER: 0000950123-00-009525 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20001003 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20001019 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HANOVER DIRECT INC CENTRAL INDEX KEY: 0000320333 STANDARD INDUSTRIAL CLASSIFICATION: [5961 ] IRS NUMBER: 138053260 STATE OF INCORPORATION: DE FISCAL YEAR END: 1227 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-08056 FILM NUMBER: 742415 BUSINESS ADDRESS: STREET 1: 1500 HARBOR BLVD CITY: WEEHAWKEN STATE: NJ ZIP: 07087 BUSINESS PHONE: 2018653800 MAIL ADDRESS: STREET 1: 1500 HARBOR BLVD CITY: WEEHAWKEN STATE: NJ ZIP: 07087 FORMER COMPANY: FORMER CONFORMED NAME: HORN & HARDART CO /NV/ DATE OF NAME CHANGE: 19920703 8-K 1 y41467e8-k.txt HANOVER DIRECT, INC. 1 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 3, 2000 HANOVER DIRECT, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER) 1-12082 (COMMISSION FILE NUMBER) DELAWARE 13-0853260 (STATE OR OTHER JURISDICTION (I.R.S. EMPLOYER OF INCORPORATION) IDENTIFICATION NUMBER) 1500 HARBOR BOULEVARD WEEHAWKEN, NEW JERSEY 07087 (ADDRESS OF PRINCIPAL (ZIP CODE) EXECUTIVE OFFICES)
REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: (201) 863-7300 (FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT) 2 ITEM 5. OTHER EVENTS. On October 3, 2000, Mr. Basil P. Regan resigned as a member of the Board of Directors of Hanover Direct, Inc., a Delaware corporation (the "Company"). On October 5, 2000, Mr. Shailesh J. Mehta resigned as a member of the Board of Directors of the Company. On October 16, 2000, Mr. Howard M.S. Tanner resigned as a member of the Board of Directors of the Company. At its next meeting of the Board of Directors, tentatively scheduled for November 1 and 2, 2000, Mr. Eloy Michotte will be formally appointed as a member of the Board of Directors of the Company. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. Exhibit 20.1 Press Release dated October 19, 2000 in regard to the resignation of Mr. Basil P. Regan, Mr. Shailesh J. Mehta and Mr. Howard Tanner as members of the Company's Board of Directors, and the appointment, subject to formal Board approval at its next meeting, tentatively scheduled for November 1 and 2, 2000, of Mr. Eloy Michotte as a member of the Company's Board of Directors. 3 SIGNATURES 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. HANOVER DIRECT, INC. --------------------------------------- (Registrant) October 18, 2000 By: /s/ Brian C. Harriss --------------------------------------- Name: Brian C. Harriss Title: Senior Vice President and Chief Financial Officer
EX-20.1 2 y41467ex20-1.txt PRESS RELEASE DATED OCTOBER 19, 2000 1 Exhibit 20.1 [HANOVER DIRECT LOGO] FOR IMMEDIATE RELEASE CONTACT: Hanover Direct, Inc. AGG International, Public Relations Brian C. Harriss Melissa Fisher Sr. VP - Chief Financial Officer (212) 869-8230 (201) 272-3224 melissa@aggintl.com
HANOVER DIRECT ANNOUNCES CHANGES IN BOARD OF DIRECTORS WEEHAWKEN, NJ - October 19, 2000- Hanover Direct, Inc. today announced changes in its Board of Directors. Mr. Eloy Michotte, a Richemont nominee, is joining the Board of Directors of Hanover Direct, Inc. and will be elected at its next meeting. "We are fortunate to announce," stated Rakesh K. Kaul, President and CEO of Hanover Direct, Inc., "the addition of Mr. Michotte to the Board. He brings a wealth of experience in mergers, acquisitions and strategic alliances." Mr. Michotte is a member of the Executive Committee of Compagnie Financiere Richemont AG as well as a Director of Richemont SA. He is responsible for corporate finance matters for the Richemont group of companies. Prior to his current position he worked for the Ford Motor Company, McKinsey & Co and Bankers Trust Company. He holds a degree in Applied Mathematics and Engineering from the University of Louvain in Belgium and an MBA from the University of Chicago. Mr. Howard Tanner, Mr. Basil Regan and Mr. Shailesh Mehta have recently left the Board. "With great regret," continued Kaul, "the Company and Board accepted the resignations and departures of Messrs. Tanner, Mehta and Regan. Their individual and collective service to the Board and the Company have been invaluable, and we will miss their judgement and contributions." Messrs. Tanner, Mehta and Regan each indicated to the Board of Directors that the strategic repositioning and $70,000,000 million Preferred Stock funding completed and announced in August established a stronger base for the Company's future operations and provided a natural transition point for their departure in light of their other commitments. ABOUT HANOVER DIRECT, INC. 2 Hanover Direct, Inc. (AMEX: HNV) and its business units provide quality, branded merchandise through a portfolio of catalogs and e-commerce platforms to consumers, as well as a comprehensive range of Internet, e-commerce, and fulfillment services to businesses. Hanover Brands, Inc. is comprised of the Company's catalog and e-commerce web site portfolio of home fashions, apparel and gift brands, including Domestications, The Company Store, Company Kids, Turiya, Domestications Kitchen & Garden, Kitchen & Home, Encore, Improvements, The Safety Zone, Silhouettes, International Male, Undergear, Scandia Down, and Gump's By Mail. Hanover Direct is the exclusive distributor of the Compagnie de la Chine brand in North America; the Company owns Gump's, a retail store based in San Francisco; and the Company has a majority equity stake in Always In Style, LLC. Each brand can be accessed on the Internet individually by name. erizon, Inc. is comprised of Keystone Internet Services, Inc. (www.keystoneinternet.com), the Company's third party, end-to-end, fulfillment, logistics and e-care provider, and Desius, LLC, the Company's joint venture with RS Software (India), Ltd., offering 24/7-web shop services and e-commerce systems development. The subsidiary also services the logistical, IT and fulfillment needs of Hanover Brands, Inc. Information on Hanover Direct, including each of its subsidiaries, can be accessed on the Internet at www.hanoverdirect.com. ###
-----END PRIVACY-ENHANCED MESSAGE-----