-----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, NyIDq/EtHTR1TJtNrtJ4AnaApdFrPO0bc1ZtKgWE5XLlo815rBgp8f4cZrTf3wFd 1qsi5uYa8KT/eN+4QN2jeA== 0000874214-99-000017.txt : 19990623 0000874214-99-000017.hdr.sgml : 19990623 ACCESSION NUMBER: 0000874214-99-000017 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990621 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990622 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TAYLOR ANN STORES CORP CENTRAL INDEX KEY: 0000874214 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-WOMEN'S CLOTHING STORES [5621] IRS NUMBER: 133499319 STATE OF INCORPORATION: DE FISCAL YEAR END: 0130 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-10738 FILM NUMBER: 99649783 BUSINESS ADDRESS: STREET 1: 142 WEST 57TH ST CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2125413300 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ANNTAYLOR INC CENTRAL INDEX KEY: 0000850090 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-WOMEN'S CLOTHING STORES [5621] IRS NUMBER: 510297083 STATE OF INCORPORATION: DE FISCAL YEAR END: 0128 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-11980 FILM NUMBER: 99649784 BUSINESS ADDRESS: STREET 1: 142 W 57TH ST CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 2125413300 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 -------------------- June 21, 1999 ------------- (Date of Earliest Event Reported) ANNTAYLOR STORES CORPORATION ---------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 1-10738 13-3499319 -------- ------- ---------- (State or Other Jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) Identification No.) ANNTAYLOR, INC. --------------- (Exact Name of Registrant as Specified in Charter) Delaware 1-11980 51-0297083 -------- ------- ---------- (State or Other Jurisdiction (Commission File Number) (I.R.S. Employer of Incorporation) Identification No.) 142 West 57th Street New York, New York 10019 ------------------------ (Address, including Zip Code, of Registrants' Principal Executive Offices) (212) 541-3300 -------------- (Registrants' Telephone Number, Including Area Code) Not Applicable -------------- (Former Name or Former Address, if Changed Since Last Report) =============================================================================== 2 ITEM 5. OTHER EVENTS. - ------- ------------- On June 21, 1999, AnnTaylor Stores Corporation, a Delaware corporation (the "Company"), announced that it had completed the sale, through a private placement, of a new issue of discounted convertible subordinated debentures due 2019 (the "Debentures"), and that the proceeds of the offering are being used in connection with the redemption, on July 22, 1999, of the $100,000,000 outstanding 8-3/4% subordinated notes due 2000 (the "8-3/4% Notes") issued by the Company's wholly owned subsidiary AnnTaylor, Inc. AnnTaylor, Inc. has deposited with the trustee under the indenture relating to the 8-3/4% Notes, funds sufficient for the satisfaction and discharge of AnnTaylor, Inc.'s obligations under the 8-3/4% Note indenture. The terms of the Debentures, and the redemption price for the 8-3/4% Notes, are described in the press release issued by the Company on June 21, 1999, that is attached hereto as Exhibit 99.1 and is incorporated hereby by reference. The information set forth above is qualified in its entirety by reference to that press release. ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. - ------- ------------------------------------------------------------------- (c) Exhibits. 99.1 Press Release issued by the Company on June 21, 1999. ============================================================================== 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. ANNTAYLOR STORES CORPORATION By: /s/ Jocelyn F.L. Barandiaran ----------------------------- Jocelyn F. L. Barandiaran Senior Vice President Date: June 21, 1999 ---------------- ============================================================================== 4 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. ANNTAYLOR, INC. By: /s/ Jocelyn F.L. Barandiaran ----------------------------- Jocelyn F. L. Barandiaran Senior Vice President Date: June 21, 1999 -------------------- ============================================================================== 5 EXHIBIT INDEX Exhibit No. Description ----------- ----------- 99.1 Press Release issued by the Company on June 21, 1999. EX-99 2 EXHIBIT 99.1 EXHIBIT 99.1 FOR IMMEDIATE RELEASE ANN TAYLOR ANNOUNCES CONSUMMATION OF $100 MILLION FINANCING AND REDEMPTION OF 8-3/4% SUBORDINATED NOTES New York, New York, June 21, 1999 - AnnTaylor Stores Corporation (NYSE: ANN) announced today that it had completed the sale of a new issue of deep discount convertible subordinated debentures due 2019 ("Convertible Debentures"). The net proceeds of the sale are being used in connection with the redemption of the $100,000,000 outstanding 8-3/4% Subordinated Notes due 2000 (the "8-3/4% Notes") issued by the Company's wholly owned subsidiary AnnTaylor, Inc. The Convertible Debentures were sold for an issue price of $552.56 per $1,000 principal amount of Debenture, and have an aggregate principal amount at maturity of $180,975,000. Cash interest is payable on the principal amount at the rate of 0.55% per annum. This interest rate and the accrual of original issue discount represent a yield to maturity of 3.75%. The Convertible Debentures are convertible at the option of the holders thereof into 12.078 shares of the Company's common stock per $1,000 face amount of Debenture (equivalent to $45.75 per share of common stock). The Company's obligations with respect to the Convertible Debentures are guaranteed on a subordinated basis by AnnTaylor, Inc. Simultaneously with the closing of the sale of the Convertible Debentures, AnnTaylor, Inc. instructed the trustee under the Indenture relating to the 8-3/4% Notes to issue a notice of redemption for all of the outstanding 8-3/4% Notes, at a redemption price of 101.375% of principal amount, plus accrued unpaid interest to the redemption date, and deposited with the trustee funds sufficient for the satisfaction and discharge of AnnTaylor, Inc.'s obligations under the Indenture. The redemption date for the 8-3/4% Notes will be July 22, 1999. The Convertible Debentures are not registered or required to be registered under the Securities Act of 1933 (the "Securities Act") and were sold in the United States in a private placement under Rule 144A under the Securities Act, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. Ann Taylor is one of the country's leading women's specialty retailers, operating 384 stores in 42 states and the District of Columbia. o o o Contacts: Investor Relations: Media Relations: Barry Erdos Jill Golden EVP - Chief Financial Officer Vice President - Communications (212) 541-3318 (212) 541-3269 -----END PRIVACY-ENHANCED MESSAGE-----