-----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, KFjsVcOSaJyQs5yIzg9v25lqHgd6Vm5EoJlrbS/3P5tRU+ceIQC82B36tVtavmxx t5GIys6ixAB+LdluoSjduQ== 0001193125-09-005381.txt : 20090113 0001193125-09-005381.hdr.sgml : 20090113 20090113151233 ACCESSION NUMBER: 0001193125-09-005381 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090113 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090113 DATE AS OF CHANGE: 20090113 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN GREETINGS CORP CENTRAL INDEX KEY: 0000005133 STANDARD INDUSTRIAL CLASSIFICATION: GREETING CARDS [2771] IRS NUMBER: 340065325 STATE OF INCORPORATION: OH FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13859 FILM NUMBER: 09523826 BUSINESS ADDRESS: STREET 1: ONE AMERICAN ROAD CITY: CLEVELAND STATE: OH ZIP: 44144 BUSINESS PHONE: 2162527300 MAIL ADDRESS: STREET 1: ONE AMERICAN ROAD CITY: CLEVELAND STATE: OH ZIP: 44144 8-K 1 d8k.htm CURRENT REPORT Current Report

 

 

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): January 13, 2009

 

 

American Greetings Corporation

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Ohio   1-13859   34-0065325

(State or other jurisdiction

of incorporation)

  (Commission File Number)  

(I.R.S. Employer

Identification No.)

 

One American Road  
Cleveland, Ohio   44144
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (216) 252-7300

 

(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))

 

 

 


Item 7.01 Regulation FD Disclosure

On January 13, 2009, American Greetings Corporation issued a press release announcing that its Board of Directors has authorized the repurchase of up to $75 million of Class A common shares. A copy of the press release is attached hereto as Exhibit 99.1.

The information in this Item 7.01 of this Current Report on Form 8-K (including the Exhibit 99.1 attached hereto) is being furnished under Item 7.01 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of such section, or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01 Financial Statements and Exhibits

d) Exhibits.

 

Exhibit

  

Description

Exhibit 99.1

   Press Release dated January 13, 2009, announcing authorization of $75 million share repurchase program.

 

2


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 thereunto duly authorized.

 

American Greetings Corporation
(Registrant)
By:  

/s/ Catherine M. Kilbane

 

Catherine M. Kilbane, Senior Vice President,

General Counsel and Secretary

Date: January 13, 2009

 

3

EX-99.1 2 dex991.htm PRESS RELEASE DATED JANUARY 13, 2009 Press Release dated January 13, 2009

Exhibit 99.1

AMERICAN GREETINGS ANNOUNCES AUTHORIZATION FOR

$75 MILLION SHARE REPURCHASE PROGRAM

CLEVELAND (January 13, 2009) – American Greetings Corporation (NYSE: AM) today announced that its Board of Directors has authorized the repurchase of up to $75 million of Class A common shares. The share repurchases are currently expected to be made through open market purchases or privately negotiated transactions as market conditions warrant, at prices the Company deems appropriate, and subject to applicable legal requirements and other factors. There is no set expiration date for this program.

About American Greetings Corporation

For more than 100 years, American Greetings Corporation (NYSE: AM—News) has been a manufacturer and retailer of innovative social expression products that assist consumers in enhancing their relationships. The Company’s major greeting card brands are American Greetings, Carlton Cards and Gibson, and other paper product offerings include DesignWare party goods, American Greetings and Plus Mark gift-wrap and boxed cards and Date Works calendars. American Greetings also has the largest collection of electronic greetings on the Web, including cards available at AmericanGreetings.com through AG Interactive, Inc., the Company’s online division. AG Interactive also offers digital photo sharing and personal publishing at PhotoWorks.com and Webshots.com and a one-stop source for online graphics, animations, and more at Kiwee.com. In addition to its product lines, American Greetings also creates and licenses popular character brands through the American Greetings Properties group. Headquartered in Cleveland, Ohio, American Greetings generates annual revenue of approximately $1.8 billion, and its products can be found in retail outlets domestically and worldwide, including Company-owned American Greetings and Carlton Cards stores. For more information on the Company, visit http://corporate.americangreetings.com.

CONTACT:

Gregory M. Steinberg

Treasurer and Director of Investor Relations

American Greetings Corporation

216-252-4864

investor.relations@amgreetings.com

Certain statements in this release may constitute forward-looking statements within the meaning of the Federal securities laws. These statements can be identified by the fact that they do not relate strictly to historic or current facts. They use such words as “anticipate,” “estimate,” “expect,” “project,” “intend,” “plan,” “believe,” and other words and terms of similar meaning in connection with any discussion of future operating or financial performance. These forward-looking statements are based on currently available


information, but are subject to a variety of uncertainties, unknown risks and other factors concerning the Company’s operations and business environment, which are difficult to predict and may be beyond the control of the Company. Important factors that could cause actual results to differ materially from those suggested by these forward-looking statements, and that could adversely affect the Company’s future financial performance, include, but are not limited to, the following:

 

   

a weak retail environment and adverse general economic conditions;

 

   

the ability to achieve the desired benefits associated with the Company’s cost reduction efforts;

 

   

retail consolidations, acquisitions and bankruptcies, including the possibility of resulting adverse changes to retail contract terms and disruptions in the Company’s revenues due to the bankruptcy of key customers;

 

   

competitive terms of sale offered to customers;

 

   

the Company’s ability to control operating expenses in general;

 

   

potential expenses arising from additional retail store closures;

 

   

the timing and impact of investments in new retail or product strategies as well as new product introductions and achieving the desired benefits from those investments;

 

   

consumer acceptance of products as priced and marketed;

 

   

the ability to successfully complete the Company’s pending acquisition of Recycled Paper Greetings and to integrate that and other acquisitions;

 

   

costs associated with the Company’s anticipated acquisition of Recycled Paper Greetings, including cash and non-cash charges that the Company may be required to take in connection with the acquisition, as well as any recovery the Company may receive on its investment in first-lien debt of Recycled Paper Greetings in the event the pending acquisition does not close;

 

   

the impact of technology on core product sales;

 

   

the timing and impact of converting customers to a scan-based trading model;

 

   

escalation in the cost of providing employee health care;

 

   

the ability to identify, complete or achieve the desired benefits associated with productivity improvement projects;

 

   

the ability to successfully implement or achieve the desired benefits associated with any information systems the Company may implement;

 

   

whether the Company achieves the desired accretive effect from any such share repurchases;

 

   

the Company’s ability to comply with its debt covenants;

 

   

the Company’s ability to successfully complete or achieve the desired benefits associated with dispositions, including the possible sale of the Company’s Strawberry Shortcake and Care Bears properties;

 

   

fluctuations in the value of currencies in major areas where the Company operates, including the U.S. Dollar, Euro, U.K. Pound Sterling, and Canadian Dollar;

 

   

the outcome of any legal claims known or unknown; and

 

2


   

other risk factors detailed in the Company’s filings with the SEC.

Risks pertaining specifically to AG Interactive include the viability of online advertising, subscriptions as revenue generators, the public’s acceptance of online greetings and other social expression products and the ability to gain a leadership position in the digital photo sharing space.

In addition, this release contains time-sensitive information that reflects management’s best analysis as of the date of this release. American Greetings does not undertake any obligation to publicly update or revise any forward-looking statements to reflect future events, information or circumstances that arise after the date of this release. Further information concerning issues that could materially affect financial performance related to forward-looking statements can be found in the Company’s periodic filings with the Securities and Exchange Commission, including the “Risk Factors” section of the Company’s Annual Report on Form 10-K for the fiscal year ended February 29, 2008.

 

3

-----END PRIVACY-ENHANCED MESSAGE-----