SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES AND EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported)
JUNE 11, 1999
SIGNATURE EYEWEAR, INC.
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(Exact name of Registrant as specified in its charter)
CALIFORNIA 333-30017 95-3876317
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(State or other jurisdiction (Commission (I.R.S. employer
of incorporation) file numbers) identification no.)
498 North Oak Street
INGLEWOOD, CALIFORNIA 90302
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(Address of principal executive offices) (ZIP Code)
(310) 330-2700
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Registrant's telephone number, including area code
NA
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(Former name or former address, if changed since last report)
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Item 5. OTHER EVENTS.
Reference is made to the press release of Registrant, issued on June 11,
1999, which contains information meeting the requirements of this Item 5, and
which is incorporated herein by this reference. A copy of this press release is
attached to this Form 8-K as Exhibit 99.1.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as
amended, the Registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
SIGNATURE EYEWEAR, INC.
By: /s/ JULIE HELDMAN
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Julie Heldman, President
Dated: June 11, 1999
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INDEX TO EXHIBITS
EXHIBIT
99.1 Press Release of Registrant, dated June 11, 1999.
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EXHIBIT 99.1
[SIGNATURE EYEWEAR, INC. LETTERHEAD]
Contact: Michael Prince
Chief Financial Officer
(310) 330-2700
Judie Framan, Framan Associates
(505) 897-8505
Robert M. Whetstone
Pondel/Wilkinson Group
(310) 207-9300
FOR IMMEDIATE RELEASE
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SIGNATURE EYEWEAR TO ACQUIRE CALIFORNIA DESIGN STUDIOS;
NEW OPTICAL LINES TO BROADEN PRODUCT PORTFOLIOS
Inglewood, CA - June 11, 1999 - Signature Eyewear (Nasdaq NM: SEYE) today
announced it has entered into an agreement to acquire the assets of California
Design Studios, a leading designer and marketer of prescription eyeglass frames
and ready-to-wear sunglasses. The transaction is scheduled to close no later
than June 24, 1999.
California Design Studios' optical frame lines include DAKOTA SMITH,
NICOLE MILLER, and NUKES, with retail price points ranging from $80.00 to
$150.00. Founded in 1992, California Design Studios is a privately owned company
based in Westlake Village, California with 57 domestic employees. The company
posted annual revenues for the fiscal year ended April 30, 1999 of $8.6 million
and total assets of approximately $4.6 million.
The total consideration for the purchase will be approximately $9.0
million, consisting of $1.1 million in cash, a promissory note and other
deferred payments amounting to $1.75 million, and the assumption of
approximately $6.15 million of the acquired company's liabilities, which consist
of obligations to its principal frame supplier and other trade payables. The
frame supplier has agreed to accept a payment plan in the amount of $4.6 million
over 36 months. The company anticipates recording approximately $4.5 million in
goodwill in connection with the transaction.
In addition, Signature Eyewear will enter into a consulting agreement with
Carlos Khantzis, the founder of California Design Studios who has a worldwide
reputation as a designer of eyeglass frames and sunwear.
Julie Heldman, President of Signature Eyewear, said, "We believe that the
acquisition of California Design Studios, along with our new licenses for Coach
Eyewear and Eddie Bauer Performance Sunwear, will make Signature Eyewear one of
the fastest growing optical companies in the United States.
(more)
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"The California Design Studios lines will complement our existing
portfolio of brand names, as they have unique niches, and their target price
points differ from our current lines," Heldman said.
Eyeglass frames in the NICOLE MILLER collection, influenced by this
leading New York designer's clothing and accessories lines, are vibrantly
colored to target the fashion-conscious woman. DAKOTA SMITH, the well-known
proprietary optical brand, offers cutting-edge unisex designs. And the NUKES
sunwear collection consists exclusively of high-styled ready-to-wear sunwear.
All of the California Design Studio collections are supported by eye-catching
point-of purchase displays.
The NICOLE MILLER and DAKOTA SMITH lines are currently sold in over 30
countries worldwide. "The assets of California Design Studios," Heldman said,
"include international sales offices in Liege, Belgium and Toronto, Canada. We
believe that this infrastructure will provide a strong base from which to expand
international sales of all our other brands.
"Recently, we have been preparing for growth by investing in new
management and new internal business systems, including a state-of-the-art
computer system," Heldman said. "Over the next three quarters, the acquisition
is expected to be slightly dilutive to earnings as we work to integrate our
operations and achieve certain economies of scale. However, we do anticipate
that the acquisition will be accretive for the balance of fiscal 2000."
Signature Eyewear is a leading designer and marketer of prescription
eyeglass frames under internationally recognized brand names such as: Laura
Ashley Eyewear, the premier feminine collection; Eddie Bauer Eyewear, the casual
lifestyle collection for men and women; and Hart Schaffner & Marx, the
distinctively masculine collection. In the spring of 2000, the company expects
to release COACH Eyewear, a refined collection for the discerning consumer, and
Eddie Bauer Performance Sunwear featuring patented Oakley performance lenses.
The company further distinguishes itself through innovative sales and
merchandising programs that are unique to the optical industry. Signature
Eyewear's products are distributed in the U.S. and internationally to opticians,
optometrists and ophthalmologists and sold directly to major national retail
chains. For more information about Signature Eyewear, visit the company's Web
site at WWW.SIGNATUREEYEWEAR.COM.
THIS PRESS RELEASE CONTAINS CERTAIN FORWARD-LOOKING STATEMENTS THAT INVOLVE
RISKS AND UNCERTAINTIES. SUCH STATEMENTS INCLUDE, BUT ARE NOT LIMITED TO, THE
COMPANY'S ABILITY TO MAINTAIN ITS CURRENT LEVEL OF FINANCIAL PERFORMANCE,
SUCCESSFULLY INTEGRATE CALIFORNIA DESIGN STUDIOS INTO THE COMPANY'S OPERATIONS,
EXPAND ITS EYEWEAR BUSINESS AND LAUNCH COACH EYEWEAR AND EDDIE BAUER PERFORMANCE
SUNWEAR. ACTUAL RESULTS MAY DIFFER MATERIALLY FROM THOSE INDICATED BY SUCH
STATEMENTS AS A RESULT OF VARIOUS FACTORS, INCLUDING THOSE DISCUSSED IN THE
COMPANY'S 1998 ANNUAL REPORT ON FORM 10-K AND OTHER PERIODIC REPORTS FILED WITH
THE SECURITIES AND EXCHANGE COMMISSION.
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