-----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, Jck6EJoDRH+Jze1VRIyeRgIYGFepCLczqsaVep1H/zWPgLbWSR+Fm8tCUaG8kgio c+A/4z2kiMvZIkVA/JFi+g== 0000944209-00-000062.txt : 20000203 0000944209-00-000062.hdr.sgml : 20000203 ACCESSION NUMBER: 0000944209-00-000062 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000124 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000125 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHEROKEE INC CENTRAL INDEX KEY: 0000844161 STANDARD INDUSTRIAL CLASSIFICATION: WOMEN'S, MISSES', AND JUNIORS OUTERWEAR [2330] IRS NUMBER: 954182437 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-18640 FILM NUMBER: 512526 BUSINESS ADDRESS: STREET 1: 6835 VALJEAN AVE CITY: VAN NUYS STATE: CA ZIP: 91406-4713 BUSINESS PHONE: 8189511002 MAIL ADDRESS: STREET 1: 6835 VALJEAN AVE CITY: VAN NUYS STATE: CA ZIP: 91406-4713 FORMER COMPANY: FORMER CONFORMED NAME: GREEN ACQUISITION CO DATE OF NAME CHANGE: 19900814 8-K 1 FORM 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: January 24, 2000 (Date of earliest event reported) CHEROKEE INC. (exact name of registrant as specified in its charter) Delaware Commission File: 95-4182437 (State or other jurisdiction 0-18640 (I.R.S. Employer of incorporation or Identification No.) organization) 6835 Valjean Avenue Van Nuys, California 91406 (Address of Principal executive offices, including zip code) (818) 908-9868 (Registrant's telephone number, including area code) ================================================================================ ITEM 5. OTHER EVENTS Cherokee Inc. hereby incorporates by reference its press release dated January 24, 2000, a copy of which is included as Exhibit 99.1 attached hereto. * * * * * ITEM 7. FINANCIAL STATEMENT AND EXHIBITS Exhibit No. Description - ------- ----------- 99.1 Press Release dated January 24, 2000 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. CHEROKEE INC. Date: January 25, 2000 By /s/ Carol Gratzke ________________________________ Name: Carol Gratzke Title: Chief Financial Officer EXHIBIT INDEX Sequentially Exhibit Numbered No. Description Page - ------- ----------- ------------ 99.1 Press Release dated January 24, 2000 EX-99.1 2 PRESS RELEASE DATED JANUARY 24, 2000 EXHIBIT 99.1 Cherokee Inc. Coffin Communications Group 6835 Valjean Ave. 15300 Ventura Boulevard, Van Nuys, CA 91406 Suite 303 (818) 908-9868 Sherman Oaks, CA 91403 Contact: Carol Gratzke, Chief Financial Officer (818) 789-0100 Contact: Martin Halsall, Account Principal For Immediate Release: - --------------------- Stockholders Approve Sections 3.2 and 3.3 of the Revised Management Agreement and the Performance Goals Contained Therein. VAN NUYS, California, January 24, 2000--Cherokee Inc. (Nasdaq: CHKE) one of the ---- leading licensors of brand names for apparel, footwear and accessories, today reported that its stockholders had approved, by written consent, Sections 3.2 and 3.3 of the of the Second Revised and Restated Management Agreement between The Newstar Group, d/b/a The Wilstar Group and Cherokee (the "Revised Management Agreement") and the performance goals contained therein. As described in the Consent Solicitation Statement previously mailed to stockholders, the Revised Management Agreement was entered into at the end of 1999 and it provides, among other things, that the Company will continue to have the services of Robert Margolis as CEO until at least February 2002. Since joining Cherokee Inc. in May 1995, Mr. Margolis and his management team have successfully improved the Company's earnings per share from a loss of ($0.22) for the fiscal period ended June 1, 1996 to $0.78 for the third quarter ended October 30, 1999. The Company has experienced thirteen consecutive quarters of revenue and EBIT growth. Under the terms of the prior management agreement, continued growth could have had significant negative tax implications for the Company. Therefore, Sections 3.2 and 3.3 of the Revised Management Agreement, which provide for the payment of performance bonuses and other compensation to The Wilstar Group and Robert Margolis if the performance goals set forth in such sections are achieved, were submitted to Cherokee's stockholders for approval so that compensation paid thereunder may be tax- deductible by Cherokee for federal income tax purposes. Consent cards representing 55% of the total issued and outstanding Cherokee common stock were finally tabulated on January 20, 2000. Holders on the record date of shares representing approximately 52% of the issued and outstanding Cherokee common stock, which is 94.5% of the total shares voted, had delivered unrevoked consents approving Sections 3.2 and 3.3 of the Revised Management Agreement and the performance goals contained therein. Cherokee, Inc., based in Van Nuys, California, is a marketer and licensor of Cherokee and Sideout brand products, is continuing its negotiations for domestic and international licensing contracts covering multiple categories of merchandise. Cherokee currently has licensing agreements in many categories, including family apparel, fashion accessories, as well as luggage, cosmetics and footwear. # # # -----END PRIVACY-ENHANCED MESSAGE-----