0000912057-01-532784.txt : 20011008
0000912057-01-532784.hdr.sgml : 20011008
ACCESSION NUMBER: 0000912057-01-532784
CONFORMED SUBMISSION TYPE: 8-K
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20010920
ITEM INFORMATION: Other events
ITEM INFORMATION: Financial statements and exhibits
FILED AS OF DATE: 20010920
FILER:
COMPANY DATA:
COMPANY CONFORMED NAME: MICHAELS STORES INC
CENTRAL INDEX KEY: 0000740670
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-HOBBY, TOY & GAME SHOPS [5945]
IRS NUMBER: 751943604
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0201
FILING VALUES:
FORM TYPE: 8-K
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-11822
FILM NUMBER: 1740790
BUSINESS ADDRESS:
STREET 1: 8000 BENT BRANCH DR
STREET 2: PO BOX 619566
CITY: IRVING
STATE: TX
ZIP: 75063
BUSINESS PHONE: 2147147000
MAIL ADDRESS:
STREET 1: PO BOX 619566
CITY: DFW
STATE: TX
ZIP: 75261
8-K
1
a2059485z8-k.txt
8-K
================================================================================
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 20, 2001
MICHAELS STORES, INC.
(Exact Name of Registrant as Specified in its Charter)
DELAWARE 0-11822 75-1943604
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
8000 BENT BRANCH DRIVE
IRVING, TEXAS 75063-6041
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (972) 409-1300
================================================================================
ITEM 5. OTHER EVENTS.
On September 20, 2001, Michaels Stores, Inc. announced that, in light of
the impact on various market participants resulting from the recent events in
New York and Washington, D.C., it has extended to 5:00 p.m., New York City
time, on September 28, 2001, its offer to exchange up to $200 million
aggregate principal amount of its 9 1/4% senior notes due 2009 (CUSIP Number
594087 AF 5) for up to $200 million aggregate principal amount of its existing
9 1/4% senior notes due 2009 (CUSIP Number 594087 AE 8). The existing notes
were issued and sold in a transaction exempt from registration under Rule
144A of the Securities Act of 1933. The exchange offer was originally
scheduled to expire at 5:00 p.m., New York City time, on September 20, 2001.
Michaels Stores, Inc. also announced that the Exchange Agent has
relocated its office. Consequently, letters of transmittal and existing
notes to be exchanged should be delivered to:
THE BANK OF NEW YORK, EXCHANGE AGENT
BY REGISTERED OR CERTIFIED MAIL: BY HAND OR OVERNIGHT DELIVERY: FACSIMILE TRANSMISSION NUMBER:
The Bank of New York The Bank of New York (for Eligible Institutions Only)
One Campus Drive One Campus Drive (914) 773-5015
Pleasantville, New York 10507 Pleasantville, New York 10507
Attention: Diane Amoroso Attention: Diane Amoroso CONFIRM RECEIPT OF FACSIMILE BY
Reorganization Section Reorganization Section TELEPHONE
(914) 773-5735
Questions concerning the delivery of appropriate documents and existing
notes should be directed to Diane Amoroso ((914) 773-5735) at the Exchange
Agent.
The existing notes have not been registered under the Securities Act of
1933 and may not be offered or sold in the United States absent registration
or an applicable exemption from registration requirements. This Current
Report on Form 8-K shall not constitute an offer to sell or the solicitation
of an offer to buy nor shall there be any sale of these securities in any
state in which such offer, solicitation or sale would be unlawful prior to
the registration or qualification under the securities laws of any such state.
A copy of the press release with respect to the extension of the exchange
offer is being filed as an exhibit hereto.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits:
Exhibit
Number Description
------- -----------
99.1 Press Release, dated September 20, 2001.
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 hereunto duly authorized.
MICHAELS STORES, INC.
By: /s/ Bryan M. DeCordova
--------------------------------------
Name: Bryan M. DeCordova
Title: Executive Vice President and
Chief Financial Officer
Date: September 20, 2001
3
INDEX TO EXHIBITS
Exhibit
Number Description
------- -----------
99.1 Press Release, dated September 20, 2001.
EX-99.1
3
a2059485zex-99_1.txt
EXHIBIT 99.1
Exhibit 99.1
NEWS RELEASE Contact: Bryan M. DeCordova
FOR IMMEDIATE RELEASE Executive Vice President --
Chief Financial Officer
(972) 409-1581
Christopher J. Holland
Vice President -- Finance
(972) 409-1667
MICHAELS ANNOUNCES EXTENSION OF EXCHANGE OFFER TO SEPTEMBER 28, 2001
IRVING, Texas - September 20, 2001 - Michaels Stores, Inc. (Nasdaq: MIKE)
today announced that, in light of the impact on various market participants
resulting from recent events in New York and Washington, D.C., it is
extending to 5:00 p.m., New York City time, on September 28, 2001, its offer
to exchange up to $200 million aggregate principal amount of its 9 1/4%
senior notes due 2009 for up to $200 million aggregate principal amount of
its existing 9 1/4% senior notes due 2009. The existing notes were issued
and sold in a transaction exempt from registration under Rule 144A of the
Securities Act of 1933. The exchange offer was originally scheduled to expire
at 5:00 p.m., New York City time, on September 20, 2001.
Michaels Stores, Inc. also announced that the Exchange Agent has
relocated its office. Consequently, letters of transmittal and existing
notes to be exchanged should be delivered to:
THE BANK OF NEW YORK, EXCHANGE AGENT
BY REGISTERED OR CERTIFIED MAIL: BY HAND OR OVERNIGHT DELIVERY: FACSIMILE TRANSMISSION NUMBER:
The Bank of New York The Bank of New York (for Eligible Institutions Only)
One Campus Drive One Campus Drive (914) 773-5015
Pleasantville, New York 10507 Pleasantville, New York 10507
Attention: Diane Amoroso Attention: Diane Amoroso CONFIRM RECEIPT OF FACSIMILE BY
Reorganization Section Reorganization Section TELEPHONE
(914) 773-5735
Questions concerning the delivery of appropriate documents and existing
notes should be directed to Diane Amoroso ((914) 773-5735) at the Exchange
Agent.
The existing notes have not been registered under the Securities Act of
1933 and may not be offered or sold in the United States absent registration
or an applicable exemption from registration requirements. This press
release shall not constitute an offer to sell or the solicitation of an offer
to buy nor shall there be any sale of these securities in any state in which
such offer, solicitation or sale would be unlawful prior to the registration
or qualification under the securities laws of any such state.
Michaels Stores, Inc. (WWW.MICHAELS.COM) is the world's largest retailer
of arts, crafts, framing, floral, decorative wall decor and seasonal
merchandise for the hobbyist and do-it-yourself home decorator. The Company
owns and operates 669 Michaels stores in 48 states, Canada, and Puerto Rico,
and 128 Aaron Brothers stores, located primarily on the West Coast and 1
wholesale operation located in Dallas, Texas.
-----------------------------------------------
9000 BENT BRANCH DRIVE - IRVING, TEXAS 75063
972/409-1300