-----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, HTX5xU34JOkqHHRzKWwNdcI/Iy846L9TICk+gIHJwLsGRBxJN+UHgV8MeIgJOamn HFJt6GY7PAp/S89dhK0Kag== 0000919012-05-000060.txt : 20051024 0000919012-05-000060.hdr.sgml : 20051024 20051024171520 ACCESSION NUMBER: 0000919012-05-000060 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20051020 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051024 DATE AS OF CHANGE: 20051024 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AMERICAN EAGLE OUTFITTERS INC CENTRAL INDEX KEY: 0000919012 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-FAMILY CLOTHING STORES [5651] IRS NUMBER: 132721761 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23760 FILM NUMBER: 051152728 BUSINESS ADDRESS: STREET 1: 150 THORN HILL DR STREET 2: PO BOX 788 CITY: WARRENDALE STATE: PA ZIP: 15086 BUSINESS PHONE: 4127764857 MAIL ADDRESS: STREET 1: 150 THORN HILL DRIVE STREET 2: P O BOX 788 CITY: WARRENDALE STATE: PA ZIP: 15086 8-K 1 aeo8kmoandheadquarters.htm FORM 8-K American Eagle Outfitters, Inc. Form 8-K

UNITED STATES

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)

 

October 20, 2005  


 

AMERICAN EAGLE OUTFITTERS, INC.  

(Exact name of registrant as specified in its charter)

 


 

         
Delaware
 
0-23760
 
13-2721761
(State of incorporation)
 
(Commission File Number)
 
(IRS Employer Identification No.)

 

     

150 Thorn Hill Drive
Warrendale, Pennsylvania

 
15086-7528
(Address of principal executive offices)
 
(Zip Code)

 

(724) 776-4857

(Registrant's telephone number, including area code)

 

N/A

(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):

 

[   ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

[   ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

[   ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

[   ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 


 


 

 ITEM 7.01. Regulation FD Disclosure
On October 20, 2005, American Eagle Outfitters, Inc. (the "Company") issued a press release announcing, among other things, the name of its new brand concept. A copy of the press release is attached hereto as Exhibit 99.1.

On October 21, 2005, the Company issued a press release announcing the location of its new corporate headquarters.  In this press release, the Company stated that it has signed an agreement to purchase an existing 186,000 square foot building and adjacent land in the SouthSide Works, pending approval by the Urban Redevelopment Authority and subject to customary conditions. The building and land purchase price is approximately $21 million, not including additional construction and interior finishing costs. A copy of the press release is attached hereto as Exhibit 99.2.

 ITEM 9.01. Financial Statements and Exhibits
(c) Exhibits
   
Exhibit No. Description
99.1 Press Release dated October 20, 2005 announcing name of new concept.
99.2 Press Release dated October 21, 2005 announcing new corporate headquarters.

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.

         
    AMERICAN EAGLE OUTFITTERS, INC.
    (Registrant)
Date: October 24, 2005   By:  

/s/ Dale E. Clifton

        Dale E. Clifton
        Vice President - Controller and
Chief Accounting Officer

 



EXHIBIT INDEX

 


Exhibit
Number

 

Description


99.1* Press Release dated October 20, 2005 announcing name of new concept.
99.2*   Press Release dated October 21, 2005 announcing new corporate headquarters.
 * Such press release is being "furnished" (not filed) pursuant to Item 7.01 of the Current Report on Form 8-K.

 

EX-99 2 ex991_8kmartinosa.htm EXHIBIT 99.1 EXHIBIT 99.1

EXHIBIT 99.1

NEWS RELEASE

AMERICAN EAGLE
OUTFITTERS

Announces Name of New Concept: MARTIN + OSA

Warrendale, PA. October 20, 2005 -- American Eagle Outfitters, Inc. (NASDAQ: AEOS) today introduced MARTIN + OSA (Martin and Osa) as the name of its new casual sportswear retail concept. Targeted to men and women aged 25 to 40, MARTIN + OSA will debut in better shopping centers in the Fall of 2006.

CEO Jim O'Donnell commented, "MARTIN + OSA represents an important long-term growth opportunity for our company. It will give us access to the sportswear market for an entirely new generation of shoppers, outside of AE's 15 to 25 year old target customers. While operating separately from our successful American Eagle brand, MARTIN + OSA will embody the same virtues -- namely excellence in fit, quality and style -- qualities that have made AE a leading specialty retail brand."

Vice Chairman, and inspirational leader of new concept development, Roger Markfield described the brand's style as "a union of everything that is right about classics, denim, and active sportswear. To put it simply, we're using denim and sport inspiration to design fun and sport back into sportswear." Charles and Michele Martin, who were instrumental in the successful launch and creative development of Abercrombie & Fitch, head Men's and Women's Design, respectively. Markfield continued, "Michele and Charles are a powerful team, with a proven track record of creating and evolving a strong lifestyle brand. I have tremendous regard for their talent and their vision for MARTIN + OSA."

MARTIN + OSA President, Ken Pilot explained the derivation of the brand's name and its relevance. "Our brand name evokes the spirit of Martin and Osa Johnson, two enterprising Kansans who were married and chose a life of discovery long before it was fashionable. From 1917 to 1936 -- through their films, photographs, books and lectures -- the Johnsons produced an epic record of life and the great outdoors in some of the most remote areas of the world. Our store environment and merchandise assortments will embody Martin and Osa's classically American spirit of sport, outdoor and adventure for today's generation in constant motion," said Ken. He added, "In addition to Michele and Charles Martin, we have assembled a dynamic leadership team, with extensive experience building and launching specialty lifestyle brands."

American Eagle Outfitters, Inc. (NASDAQ: AEOS) is a leading lifestyle retailer that designs, markets, and sells its own brands of casual sportswear. The American Eagle brand targets 15 to 25 year olds and operates 787 stores in 50 states (including the District of Columbia and Puerto Rico), 71 stores in Canada, and a Web business at www.ae.com. MARTIN + OSA is the company's new sportswear concept, which will target 25 to 40 year old women and men. Visit www.martinandosa.com for information and future updates.

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: This release contains forward-looking statements, which represent our expectations or beliefs concerning future events, specifically regarding the opening of our new retail concept. All forward-looking statements made by the Company involve material risks and uncertainties and are subject to change based on factors beyond the Company's control. Such factors include, but are not limited to the risks that our new concept is not well accepted by customers, that the new brand faces increased competition in the retail marketplace, that the company is not able to attract and retain qualified personnel, including management and designers, and those other risks described in the "Management's Discussion and Analysis of Financial Condition and Results of Operations" section of the Company's filings with the Securities and Exchange Commission. Accordingly, the Company's future performance and financial results may differ materially from those expressed or implied in any such forward-looking statements. The Company does not undertake to publicly update or revise its forward-looking statements even if future changes make it clear that projected results expressed or implied will not be realized.

Company Contact:    
Judy Meehan
724-776-4857


EX-99 3 ex992_8kheadquarters.htm EXHIBIT 99.2 EXHIBIT 99.2

EXHIBIT 99.2

AMERICAN EAGLE
OUTFITTERS

Announces Pittsburgh's SouthSide Works Location

As New Corporate Headquarters

Warrendale, PA, October 21, 2005 -- American Eagle Outfitters, Inc. (NASDAQ: AEOS) today announced that it is relocating its Warrendale corporate headquarters to Pittsburgh's most exciting new urban development. American Eagle has signed an agreement to purchase an existing 186,000 square foot building and adjacent land in the SouthSide Works, pending approval by the Urban Redevelopment Authority and subject to customary conditions. The building and land purchase price is approximately $21 million, not including additional construction and interior finishing costs.

AE, founded in 1977, will reside at "77 Hot Metal Street" featuring a riverfront location, city views and a walking trail in an urban location with restaurants and shops nearby. While the exterior building is complete, interior design and office space construction is expected to be finished in early 2007. After the move, American Eagle will maintain a presence in Warrendale, with over 300 associates staying at this site. The relocation of corporate headquarters will free up space, enabling expansion of the existing Warrendale facility, which will include construction of a new data center. The Warrendale operation will be a state-of-the-art technology, logistics and distribution center, which will support growth as a global, multi-brand specialty retail company.

"After several years of successful growth and expansion, we have simply outgrown our current facility," said Jim O'Donnell, Chief Executive Officer of American Eagle Outfitters. "Additionally, our distribution and headquarters needs will increase as we pursue future growth initiatives, which include continued expansion of the AE brand, as well as the creation and launch of new retail concepts, including our new brand, Martin + Osa. On behalf of all of our associates, I am grateful for the partnerships with Governor Rendell's office, the City of Pittsburgh and Urban Redevelopment Authority, Allegheny County and the team at Thorn Hill Industrial Park in Warrendale for their support in helping us make this important decision. And, a special thanks to Damian Soffer for his vision and partnership on providing American Eagle with an outstanding corporate headquarters site."

Susan McGalla, President and Chief Merchandising Officer, American Eagle Brand, commented, "We greatly value the Pittsburgh region and what it has meant to our success. It is now our goal to create a corporate headquarters here that is truly branded and reflects our values and our vision for the future. We recognize that our associates are our most valuable resource and providing them with a creative and productive environment is our top priority. The many positive amenities of our new facility, combined with the exciting urban environment offered at Pittsburgh's SouthSide Works, will be key to attracting and retaining a talented workforce, which is absolutely essential to our continued success."

In commenting on American Eagle's decision to expand its operations in Pennsylvania and move its home office into the City of Pittsburgh, Governor Ed Rendell said, "It is tremendous news for Pittsburgh and the entire Southwest region that American Eagle Outfitters is investing and growing in Pennsylvania, bringing at least 325 new jobs. Pennsylvania is proud to be investing in the future of the company, the region and its people. As the company locates its expanded corporate headquarters to the SouthSide, we are using our resources to attract tens of millions of dollars in private sector investment. Everyday our efforts are focused on creating new opportunities for our working men and women and building the economic future of Pennsylvania."

"American Eagle's decision to move its corporate offices into the City of Pittsburgh is a significant signal of our ability to attract and retain companies that want to be a part of a dynamic and inviting place to live and work," said Pittsburgh's Mayor Tom Murphy. "The company's plans for its new home in Pittsburgh are a crowning achievement for the successful SouthSide Works development as it becomes the major corporate anchor of this new city inside the city. This youthful, vibrant workplace is an amazing transformation from a site that started with steel and is a shining example of our vision for the future of Pittsburgh," added Mayor Murphy. The SouthSide Works development project is named after the former mill site of LTV Steel.

"We are fortunate to have a retail powerhouse like American Eagle call Allegheny County its home," said Allegheny County Chief Executive Dan Onorato. "The company's decision to move its headquarters to the South Side and expand its operations in Marshall Township sends a strong message that Allegheny County is a great place to do business."

American Eagle Outfitters (NASDAQ: AEOS) is a leading lifestyle retailer that designs, markets, and sells its own brand of relaxed, casual clothing for 15 to 25 year olds, providing high-quality merchandise at affordable prices. AE's collection includes modern basics like jeans, cargo pants, and graphic Ts as well as a stylish assortment of cool accessories, outerwear and footwear. American Eagle Outfitters currently operates 787 AE stores in 50 states, the District of Columbia and Puerto Rico, and 71 AE stores in Canada. AE also operates via its Web business, www.ae.com, which offers additional sizes and styles of favorite AE merchandise.

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: This release contains forward-looking statements, which represent our expectations or beliefs concerning future events, specifically regarding the relocation of our corporate headquarters. All forward-looking statements made by the Company involve material risks and uncertainties and are subject to change based on factors beyond the Company's control. Such factors include, but are not limited to the satisfaction of purchase agreement conditions, risks related to construction, possible disruption of business in connection with the relocation of corporate headquarters and those other risks described in the Company's filings with the Securities and Exchange Commission. Accordingly, the Company's future performance and financial results may differ materially from those expressed or implied in any such forward-looking statements. The Company does not undertake to publicly update or revise its forward-looking statements even i f future changes make it clear that projected results expressed or implied will not be realized.

Company Contact:    
Judy Meehan
724-779-6642


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