-----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, VGFww3qKsiSbJrRmnnw8Rr0er4IHn1b+lrUHbDv35+sO4oS1r+7knn24JWlQvpdB ODbXSEcWYG4QJjf1jVCvmA== 0000912057-02-009178.txt : 20020415 0000912057-02-009178.hdr.sgml : 20020415 ACCESSION NUMBER: 0000912057-02-009178 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20011112 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20020308 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: 001-09338 FILM NUMBER: 02570479 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 a2071618z8-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): NOVEMBER 12, 2001 MICHAELS STORES, INC. (Exact Name of Registrant as Specified in its Charter) DELAWARE 001-09338 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. (a) SELECTED FINANCIAL DATA. On October 31, 2001, the Board of Directors of Michaels Stores, Inc. (the "Company") declared a two-for-one common stock split effected in the form of a stock dividend to stockholders of record as of the close of business on November 12, 2001, payable on November 26, 2001. The selected financial data set forth below reflects earnings per share amounts adjusted to reflect the stock split on a retroactive basis.
FISCAL YEAR --------------------------------------------------------------- 2000 (1)(2) 1999 1998 1997 1996 (1)(3) ----------- ---------- ---------- ---------- ----------- (IN THOUSANDS EXCEPT PER SHARE AND STORE DATA) RESULTS OF OPERATIONS: Net sales.............................. $2,249,440 $1,882,522 $1,573,965 $1,456,524 $1,378,277 Operating income (loss)................ 148,417 122,672 89,112 68,942 (20,987) Net income (loss)...................... 78,589 62,301 43,601 30,077 (31,233) Diluted earnings (loss) per common share (4)............................ 1.15 1.00 0.71 0.52 (0.67) BALANCE SHEET DATA: Cash and equivalents................... $ 28,191 $ 77,398 $ 96,124 $ 162,283 $ 59,069 Merchandise inventories................ 663,700 615,065 501,239 385,580 351,208 Total current assets................... 729,816 722,987 621,928 573,183 437,543 Total assets........................... 1,158,436 1,096,703 962,650 908,494 784,435 Working capital........................ 440,808 452,011 391,227 358,691 239,812 Long-term debt......................... 125,145 224,635 230,896 234,889 238,608 Total liabilities...................... 453,790 529,905 481,671 466,583 451,633 Stockholders' equity................... 704,646 566,798 480,979 441,911 332,802 OTHER FINANCIAL DATA: Cash flow from operating activities.... $ 146,758 $ 60,770 $ 6,038 $ 77,907 $ 29,749 Cash flow from investing activities.... (120,084) (90,759) (59,567) (38,988) (32,312) Cash flow from financing activities.... (75,881) 11,263 (12,630) 64,295 58,762 EBITDA (5)............................. 217,425 184,251 143,255 117,589 21,694 STORES OPEN AT END OF YEAR: Michaels............................... 628 559 496 452 453 Aaron Brothers......................... 119 95 78 74 72 Star Wholesale......................... 1 - - - - ---------- ---------- ---------- ---------- ---------- Total stores open at end of year....... 748 654 574 526 525 ========== ========== ========== ========== ==========
- -------------------- (1) Fiscal 2000 and 1996 were both 53-week fiscal years. All other fiscal years included in the above table were 52-week fiscal years. (2) Fiscal 2000 net income and diluted earnings per common share include the cumulative effect of a change in accounting principle, net of tax, in the amount of $1.9 million, or $0.06 per diluted share. EBITDA for fiscal 2000 includes the pretax cumulative effect of a change in accounting principle of $3.1 million. See Note 2 of Notes to Consolidated Financial Statements included in the Company's Annual Report on Form 10-K for the fiscal year ended February 3, 2001. (3) Operating income in fiscal 1996 includes the effect of an unusual pre-tax charge of $41.2 million for costs associated with the sale to liquidate merchandise that was eliminated following store resets, markdowns on discontinued furniture and other home decor merchandise, and reserves for the closure of four stores and the write-down of leasehold improvements in three stores. 2 (4) On October 31, 2001, the Company's Board of Directors declared a two-for-one common stock split effected in the form of a stock dividend to stockholders of record as of the close of business on November 12, 2001, payable on November 26, 2001. All references to earnings per share amounts in the above table have been adjusted to reflect the stock split on a retroactive basis. (5) EBITDA is calculated as income before income taxes plus interest, depreciation, and amortization. EBITDA is presented because it is a widely accepted financial indicator of a company's ability to incur and service debt, but is not a financial measurement recognized by generally accepted accounting principles, and therefore, may not be comparable to similarly titled measures used by other entities. EBITDA should not be considered by an investor as an alternative to net income, as an indicator of the operating performance of the Company, or as an alternative to cash flow as a measure of liquidity. (b) LITIGATION. On February 1, 2002, the Company issued a press release announcing that its subsidiary, Aaron Brothers, Inc., has reached a tentative agreement to settle the COLLINS V. AARON BROTHERS, INC. lawsuit previously disclosed in the Company's periodic filings with the Securities and Exchange Commission. The settlement is subject to final documentation and court approval. A copy of the press release is filed as Exhibit 99.1 to this Form 8-K. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) EXHIBITS.
Exhibit Number Description ------ ----------- 99.1 Press Release, dated February 1, 2002.
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. MICHAELS STORES, INC. By: /s/ Bryan M. DeCordova ------------------------------------ Bryan M. DeCordova, Executive Vice President -- Chief Financial Officer Date: March 8, 2002 4 INDEX TO EXHIBITS
Exhibit Number Description ------ ----------- 99.1 Press Release, dated February 1, 2002.
5 EX-99.1 3 a2071618zex-99_1.txt EXHIBIT 99.1 Exhibit 99.1 ------------ [LOGO] Contact: Bryan M. DeCordova NEWS RELEASE Executive Vice President- FOR IMMEDIATE RELEASE Chief Financial Officer - --------------------- (972) 409-1581 Christopher J. Holland Vice President-Finance (972) 409-1667 MICHAELS STORES, INC. SETTLES LITIGATION IRVING, Texas, February 1 - Michaels Stores, Inc. (NYSE: MIK) announced today that its subsidiary, Aaron Brothers, Inc., has reached a tentative agreement to settle a lawsuit pending in the state of California, COLLINS V. AARON BROTHERS, INC., previously disclosed in the Company's periodic filings with the SEC. The settlement is still subject to final documentation and court approval. While the terms of the settlement were not disclosed, the Company will take a $5.0 million pre-tax charge, or approximately $0.04 after tax per diluted share, to its fourth quarter diluted earnings per share associated with the settlement. The Company plans to release its January 2002 and Fiscal Year 2001 sales results on Thursday, February 7th, 2002 and will host a conference call at 7:00 a.m. CST on that date to discuss them. Those who wish to participate in the call may do so by dialing 973-633-6740. Any interested party will also have the opportunity to access the call via the Internet at WWW.MICHAELS.COM. To listen to the call live, please go to the web site at least fifteen minutes early to register and install any necessary audio software. For those who cannot listen to the live broadcast, a replay will be available shortly after the call and will be archived until Thursday, February 14th. Replay may be accessed at WWW.MICHAELS.COM or by phone at 973-633-6740, PIN 2943308. 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 695 Michaels stores in 48 states and Canada, 139 Aaron Brothers stores, located primarily on the West Coast, and 1 wholesale operation located in Dallas, Texas. CERTAIN STATEMENTS CONTAINED HEREIN WHICH ARE NOT HISTORICAL FACTS ARE FORWARD LOOKING STATEMENTS THAT INVOLVE RISKS AND UNCERTAINTIES, INCLUDING, BUT NOT LIMITED TO, CUSTOMER DEMAND AND TRENDS IN THE ARTS AND CRAFTS INDUSTRY, RELATED INVENTORY RISKS DUE TO SHIFTS IN CUSTOMER DEMAND, THE EFFECT OF ECONOMIC CONDITIONS, THE IMPACT OF COMPETITORS' LOCATIONS OR PRICING, THE AVAILABILITY OF ACCEPTABLE LOCATIONS FOR NEW STORES, DIFFICULTIES WITH RESPECT TO NEW INFORMATION SYSTEM TECHNOLOGIES, SUPPLY CONSTRAINTS OR DIFFICULTIES, THE RESULTS OF FINANCING EFFORTS, THE EFFECTIVENESS OF ADVERTISING STRATEGIES AND OTHER RISKS DETAILED IN THE COMPANY'S SECURITIES AND EXCHANGE COMMISSION FILINGS. This press release is also available to First Call subscribers and on the Michaels Stores, Inc. web site (WWW.MICHAELS.COM). - ----------------------------------------------------- 8000 BENT BRANCH DRIVE - IRVING, TEXAS 75063 972/409-1300 -----END PRIVACY-ENHANCED MESSAGE-----