0000880460-17-000018.txt : 20170602 0000880460-17-000018.hdr.sgml : 20170602 20170602140221 ACCESSION NUMBER: 0000880460-17-000018 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20170526 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20170602 DATE AS OF CHANGE: 20170602 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Perfumania Holdings, Inc. CENTRAL INDEX KEY: 0000880460 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-MISCELLANEOUS RETAIL [5900] IRS NUMBER: 650026340 STATE OF INCORPORATION: FL FISCAL YEAR END: 0202 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-19714 FILM NUMBER: 17887287 BUSINESS ADDRESS: STREET 1: 35 SAWGRASS DRIVE STREET 2: SUITE 2 CITY: BELLPORT STATE: NY ZIP: 11713 BUSINESS PHONE: 6318664100 MAIL ADDRESS: STREET 1: 35 SAWGRASS DRIVE STREET 2: SUITE 2 CITY: BELLPORT STATE: NY ZIP: 11713 FORMER COMPANY: FORMER CONFORMED NAME: E COM VENTURES INC DATE OF NAME CHANGE: 20000211 FORMER COMPANY: FORMER CONFORMED NAME: PERFUMANIA INC DATE OF NAME CHANGE: 19930328 8-K/A 1 a8-kaexpandedreviewofstrat.htm 8-K/A Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 8-K/A
(Amendment No. 1)
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 26, 2017
Perfumania Holdings, Inc.
(Exact Name of Registrant as Specified in Charter)
Florida
0-19714
65-0977964
(State or Other Jurisdiction
of Incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)

35 Sawgrass Drive, Suite 2
Bellport, NY 11713
(Address of Principal Executive Offices)(Zip Code)

(631) 866-4100
(Registrant's telephone number, including area code)
_________________________________
(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 (see General Instruction A.2. below):
o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))    
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company         o
If an Emerging Growth Company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     o



Item 8.01 Other Events
On May 26, 2017, the Company issued a press release announcing that a special committee of independent directors is considering various alternatives to address the Company’s financial condition and capital structure and that it has contacted the Nussdorf family, who in the aggregate are the owners of approximately 50% of the Company’s outstanding common stock and the majority of the Company’s debt, to begin discussions over possible alternatives. A copy of the press release is filed as Exhibit 99.1 to this Form 8-K.

Item 9.01 Financial Statements and Exhibits.
(d) Exhibits:
Exhibit No.
Description
99.1
Press Release issued by the Company on May 26, 2017




EXHIBIT INDEX
Exhibit No.
 
Description
99.1
 
Press Release issued by the Company on May 26, 2017





SIGNATURE
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.

 
Perfumania Holdings, Inc.
 
 
Date: June 2, 2017
By: /s/ Michael P. Nofi
 
Michael P. Nofi
 
Chief Financial Officer



EX-99.1 2 exh991-01.htm EXHIBIT 99.1 Exhibit


Exhibit 99.1

NEWS ANNOUNCEMENT                        FOR IMMEDIATE RELEASE


Perfumania Holdings, Inc. Announces Expanded Review of Strategic Alternatives

BELLPORT, N.Y., May 26, 2017 - Perfumania Holdings, Inc. (NASDAQ: PERF) (the “Company”), a U.S. specialty retailer and distributor of fragrances and related beauty products, today announced that a special committee of independent directors is considering various alternatives to address the Company’s financial condition. The Company previously announced that it is reviewing and updating its sales strategy in order to improve operating results. The special committee is also considering the Company’s capital structure and has contacted the Nussdorf family, who in the aggregate are the owners of approximately 50% of the Company’s outstanding common stock and the majority of the Company’s debt, to begin discussions over possible alternatives that could result in value to all shareholders.

The Company does not have a defined timeline for the strategic review process, and there can be no assurance that it will result in any strategic alternative being announced or consummated. The Company does not intend to disclose further information regarding this process unless and until its Board of Directors has approved a specific action or otherwise determined that further disclosure is appropriate.

About Perfumania Holdings, Inc.
Perfumania Holdings, Inc. (NASDAQ: PERF) is the largest specialty retailer and distributor of fragrances and related beauty products across the United States. Perfumania has a 30-year history of innovative marketing and sales management, brand development, license sourcing and wholesale distribution making it the premier destination for fragrances and other beauty supplies. For additional information please visit www.perfumaniaholdings.com or contact us at perf@jcir.com.

Contact:
Perfumania Holdings, Inc.                        JCIR
Michael Katz                                Joseph Jaffoni / Norberto Aja
President and Chief Executive Officer                    (212) 835-8500
(631) 866-4156                                perf@jcir.com


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