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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
October 12, 1999
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Date of Report (Date of earliest event reported)
Factory Card Outlet Corp.
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(Exact name of registrant as specified in its charter)
Delaware 21859 36-3652087
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
2727 Diehl Road, Naperville, Illinois 60563
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(address of principal executive offices) (Zip Code)
(630) 579-2000
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(Registrant's telephone number)
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Item 5. Other Events.
On October 12, 1999, Factory Card Outlet Corp. (the "Registrant") announced
the resignation of its Chairman, President and Chief Executive Officer, Stewart
M. Kasen; the appointment of Robert C. Blattberg to Chairman; the appointment of
William E. Freeman to President and Chief Executive Officer; and the promotion
of Gary Rada to the position of Executive Vice President and General Merchandise
Manager, effective October 11, 1999.
A copy of the Registrant's press release, dated October 12, 1999, is
attached hereto as Exhibit 99.1 and is incorporated by reference herein.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
Exhibit No. Description
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99.1 Press Release of Factory Card Outlet Corp. issued
October 12, 1999.
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SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
FACTORY CARD OUTLET CORP.
/s/ William E. Freeman
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William E. Freeman
Dated: October 12, 1999 President and Chief Executive Officer
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EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release of Factory Card Outlet Corp. issued
October 12, 1999
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Exhibit 99.1
Contact: Frederick G. Kraegel
Chief Financial Officer
(630) 579-2230
FOR IMMEDIATE RELEASE
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FACTORY CARD OUTLET ANNOUNCES MANAGEMENT CHANGES
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NAPERVILLE, IL, October 12, 1999 - Factory Card Outlet Corp. (FCPYQ) announced
today that pursuant to agreement with the Company, Stewart M. Kasen has resigned
as Chairman, President and Chief Executive Officer and as a Director, and that
Bart A. Brown, Jr. has resigned as a Director. Robert C. Blattberg, who has
served as a Director of the Company since December 1993, has been appointed
Chairman. William E. Freeman has been appointed President and Chief Executive
Officer. The Company also announced that Gary Rada has been promoted from
Senior Vice President to Executive Vice President and General Merchandise
Manager. Mr. Freeman is a co-founder of the Company and has been a Director of
the Company since its formation. Mr. Freeman previously served as Chairman of
the Company from April 1994 to April 1997, as Chief Executive Officer of the
Company from May, 1994 to September 1996 and as President of the Company from
1989 to 1994. J. Bayard Kelly, who co-founded the Company with Mr. Freeman,
will continue to serve as a Director and as Chairman Emeritus.
Factory Card Outlet is a chain of company owned stores offering a vast
assortment of party supplies, greeting cards, gift wrap and other special
occasion merchandise at everyday value prices. On March 23, 1999, the Company
filed a petition for reorganization under chapter 11 of title 11 of the United
States Code and is currently operating as a debtor in possession. The Company
continues to focus its efforts on reaching agreement with the Official Committee
of Unsecured Creditors regarding a Plan of Reorganization.
Certain statements in this news release constitute "forward-looking statements"
within the meaning of the Private Securities Litigation Reform Act of 1995.
Such forward-looking statements involve known and unknown risks, uncertainties
and other factors which may cause the actual results, performance or
achievements of the Company, or industry results, to be materially different
from any future results, performance, or achievements expressed or implied by
such forward-looking statements. All forward-looking statements relating to
aspects of any plan of reorganization that may be submitted in connection with
the Chapter 11 cases are dependent upon, among other things, further
improvements in the Company's store-level operating performance, the proposal of
an acceptable reorganization plan and the confirmation of such plan by the
bankruptcy court.
In general, the results, performance or achievements of the Company and its
stores and the value of the Company's common stock are dependent upon a number
of factors including without limitation, the following: effects resulting from
the commencement and completion of Chapter 11 cases; ability to meet sales
plans; weather and economic conditions; dependence on key personnel,
competition; ability to anticipate merchandise trends and consumer demand;
ability to maintain relationships with suppliers; successful implementation of
information systems; successful handling of merchandise logistics; inventory
shrinkage; ability to meet future capital needs; governmental regulations;
ability to complete corrective action necessary to address Year 2000 issues;
the outcome of the Company's request for review of the NASDAQ delisting
decision; and other factors both referenced and not referenced in the Company's
filings with the Securities and Exchange Commission.
