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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
DATE OF REPORT: NOVEMBER 6, 1998
CD WAREHOUSE, INC.
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(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE
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(STATE OR OTHER JURISDICTION OF INCORPORATION)
333-15139 73-1504999
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(COMMISSION FILE NUMBER) (I.R.S. EMPLOYER IDENTIFICATION NO.)
1204 SOVEREIGN ROW, OKLAHOMA CITY, OK 73108
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(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(405) 949-2422
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(REGISTRANT'S TELEPHONE, INCLUDING AREA CODE)
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ITEM 5. OTHER EVENTS.
During October 1998 and through November 6, 1998, Compact Discs Management,
Inc., ("CD Management"), a subsidiary of the Registrant, made purchases of 93
partnership and limited liability company units from the owners of such units,
paying an aggregate cash purchase price of $1,737,867. The units acquired
represented the equity interests of the sellers in three entities which own and
operate 16 CD Warehouse franchised stores in the states of Arkansas, Kansas,
Louisiana, Missouri, Nebraska, Oklahoma and Texas. As a result of these
individual purchases, CD Management will own 100% of these 16 stores.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits. The following exhibit is filed with this Report:
99.1 Press Release dated November 11, 1998.
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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.
CD WAREHOUSE, INC.
(Registrant)
Date: November 11, 1998 BY: /s/ Jerry W. Grizzle
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Jerry W. Grizzle,
President and Chief Executive Officer
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INDEX TO EXHIBITS
Appears at
Sequentially
Exhibit Numbered
Number Description Page
99.1 Press Release dated November 11, 1998. 5
4
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EXHIBIT 99.1
FOR IMMEDIATE RELEASE,
CONTACT:
Doyle E. Motley Bob Schu
Senior Vice President Desmond Towey
& Chief Financial Officer Desmond Towey & Associates
CD Warehouse, Inc. (212) 888-7600
(405) 949-2422
CD WAREHOUSE, INC. Acquires Sixteen (16) Franchise Stores
OKLAHOMA CITY, OK--November 11, 1998 -- CD Warehouse, Inc. (NASDAQ
SmallCap:CDWI) announced that the Company has acquired the equity interests from
93 owners in sixteen stores for a total purchase price of $1,737,867.
For the nine months ended September 30, 1998, the combined pre-tax profits
for the sixteen stores were $359,929. Allowing for goodwill and income taxes,
the stores would have contributed an additional $194,863 in net income or $.05
per share calculated on a basic shares outstanding of 3,550,550 for the period.
The Company will begin recognizing the earnings from these stores in November
1998.
Doyle Motley, Senior Vice President and Chief Financial Officer stated, "We
are very pleased with these acquisitions. Moving forward, we anticipate they
will be accretive to earnings. Furthermore, their acquisition improves
accounting and administrative efficiency."
Statements made in this press release, other than those concerning
historical information, should be considered forward-looking and subject to
various risks and uncertainties. Such forward-looking statements are made based
on management's belief as well as assumptions made by, and information currently
available to, management pursuant to the "safe harbor" provisions of the Private
Securities Litigation Reform Act of 1995. The Company's actual results may
differ materially from the results anticipated in these forward-looking
statements as a result of a variety of factors, including those contained in the
Company's periodic reports filed with the Securities and Exchange Commission.
