Attached files
| file | filename |
|---|---|
| EX-99.1 - EX-99.1 - CLAIRES STORES INC | d498599dex991.htm |
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): March 7, 2013
CLAIRE’S STORES, INC.
(Exact name of registrant as specified in its charter)
Florida
(State or other jurisdiction of incorporation)
| Commission File Nos. 1-8899, 333-148108 and 333-175171 | 59-0940416 (IRS Employer Identification Number) |
2400 West Central Road, Hoffman Estates, Illinois 60192
(Address of principal executive offices)
Registrant’s telephone number, including area code: (847) 765-1100
Not applicable
(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:
| ¨ | 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 8.01. Other Events
On Mach 7, 2013, Claire’s Stores, Inc. (the “Company”) issued a press release announcing that it intends to offer $210.0 million aggregate principal amount of senior secured first lien notes due 2020 in an offering pursuant to Rule 144A and Regulation S under the Securities Act of 1933, as amended (the “Securities Act”). The Company intends to use the net proceeds of the offering, together with cash on hand, to purchase up to $210.0 million aggregate principal amount of its 9.25% senior notes due 2015 and its 9.625%/10.375% senior toggle notes due 2015 pursuant to an Offer to Purchase dated March 1, 2013 or a subsequent redemption. A copy of the press release announcing this intent is attached as Exhibit 99.1 hereto and is incorporated herein by reference.
The notes are being offered only to “qualified institutional buyers” in reliance on Rule 144A under the Securities Act and outside the United States only to non-U.S. persons in reliance on Regulation S under the Securities Act. The notes have not been and will not be registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.
Item 9.01. Financial Statements and Exhibits.
| (d) | Exhibits |
Exhibit 99.1 Claire’s Stores, Inc. Press Release dated March 7, 2013
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.
| CLAIRE’S STORES, INC. | ||||||||
| Date: March 7, 2013 | By: | /s/ J. Per Brodin | ||||||
| J. Per Brodin Chief Financial Officer | ||||||||
EXHIBIT INDEX
| Exhibit |
Description | |
| 99.1 | Claire’s Stores, Inc. Press Release dated March 7, 2013 | |