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SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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):
August 3, 2000 (August 1, 2000)
Wal-Mart Stores, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 001-06991 71-0415188
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(State or other (Commission File (IRS Employer
Jurisdiction of Number) Identification No.)
Incorporation)
702 S.W. 8th Street
Bentonville, Arkansas 72716
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code:
(501) 273-4000
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Item 5. Other Events.
On August 1, 2000, Wal-Mart Stores, Inc. (the "Company") completed the
sale to Lehman Brothers Inc. and Goldman, Sachs & Co. (together, the "Designated
Underwriters") of $500,000,000 aggregate principal amount of the Company's
6.875% Notes due August 1, 2002 (the "Notes"), pursuant to a Pricing Agreement,
dated as of July 27, 2000, by and among the Company and the Designated
Underwriters (the "Pricing Agreement"), which incorporates by reference the
terms of that certain Underwriting Agreement, dated as of August 5, 1999, by and
between the Company and Lehman Brothers Inc., as representative for itself and
the other underwriters named therein. The Designated Underwriters propose to
offer the Notes from time to time for sale in negotiated transactions, or
otherwise, at varying prices to be determined at the time of each sale. The
Notes were delivered in the form of two global notes (the "Global Notes").
Copies of the Pricing Agreement and the form of Global Note are attached as
exhibits to this Current Report on Form 8-K.
Item 7. Financial Statements and Exhibits.
(c) Exhibits
1(c) Pricing Agreement, dated as of July 27, 2000, by and among Wal-Mart
Stores, Inc., Lehman Brothers Inc. and Goldman, Sachs & Co. The
Underwriting Agreement incorporated by reference in the Pricing
Agreement was filed as Exhibit 1(a) to the Company's Registration
Statement on Form S-3 (File No. 333-82909), which was declared
effective on August 5, 1999.
4(d) Form of Global Note representing the Wal-Mart Stores, Inc. 6.875%
Notes Due 2002
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SIGNATURES
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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 thereunto duly authorized.
Dated: August 2, 2000
WAL-MART STORES, INC.
By: /s/ Thomas W. Schoewe
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Name: Thomas W. Schoewe
Title: Executive Vice President
and Chief Financial Officer
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INDEX TO EXHIBITS
Exhibit
Number Description
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1(c) Pricing Agreement, dated as of July 27, 2000, by and among Wal-Mart
Stores, Inc., Lehman Brothers Inc. and Goldman, Sachs & Co. The
Underwriting Agreement incorporated by reference in the Pricing
Agreement was filed as Exhibit 1(a) to the Company's Registration
Statement on Form S-3 (File No. 333-82909), which was declared
effective on August 5, 1999.
4(d) Form of Global Notes representing the Wal-Mart Stores, Inc. 6.875%
Notes Due 2002
