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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) September 7, 1999
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ZALE CORPORATION
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(Exact name of registrant as specified in its charter)
DELAWARE 1-04129 75-0675400
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
901 W. Walnut Hill Lane, Irving, Texas 75038-1003
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (972) 580-4000
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Not Applicable
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
On September 7, 1999, Zale Corporation (the "Company") announced that,
Robert J. DiNicola has relinquished his responsibilities as Chief Executive
Officer in favor of Beryl B. Raff, the Company's current President and Chief
Operating Officer. Ms. Raff will now serve as President and Chief Executive
Officer and was elected as a member of the Company's Board of Directors. Mr.
DiNicola will continue to actively serve as Chairman of the Board of Directors.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) Exhibits.
99 Press Release issued by the Company on September 7, 1999.
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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.
Zale Corporation
Registrant
By: /s/ Mark R. Lenz
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Mark R. Lenz
Senior Vice President, Controller
(principal accounting officer
of the registrant)
Date: September 7, 1999
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EXHIBIT INDEX
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EXHIBIT
NUMBER DESCRIPTION
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99 Press Release issued by the Company on September 7, 1999.
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EXHIBIT 99
CONTACT: Investor:
Cynthia T. Gordon
Senior Director, Investor Relations
(972) 580-5047
Media:
Mary Forte
Executive Vice President
Chief Administrative Officer
(972) 580-4810
FOR IMMEDIATE RELEASE
ZALE ANNOUNCES SUCCESSION PLAN
DALLAS, Texas, September 7, 1999 - Zale Corporation (NYSE: ZLC) said
today that Robert J. DiNicola, 51, Chairman and Chief Executive Officer of the
Corporation since April 1994, has announced his intention to step down as CEO of
the Corporation. Mr. DiNicola will remain with the Corporation as the Chairman
of the Board.
Ms. Beryl Raff, previously President and Chief Operating Officer of the
Corporation, will immediately assume the new title and responsibilities of
President and Chief Executive Officer. Ms. Raff has also been elected to the
Board of Directors of the Corporation.
Commenting on the succession plan, Mr. DiNicola said, "These changes in
title and responsibility are primarily designed to facilitate an orderly
transition while positioning the business for continued growth. No changes are
anticipated either in the corporate direction or in the daily operations of the
company. These moves are essentially strategic and long-term in nature."
-More-
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ZALE ANNOUNCES SUCCESSION PLAN
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Mr. DiNicola went on to say, "After five years, I am very proud of all
that we have accomplished here at Zale Corporation. We repaired a very broken
business; we repositioned it for long-term growth; we rejuvenated a dormant
brand; and we re-established the Corporation as one of the nation's leading
specialty retailers. However, the achievement that I am most proud of is the
development over the past several years of one of the strongest management teams
in the entire industry. We now possess, at every level, a very balanced
organization with tremendous depth. Quite frankly, that is why today I am able
to make this announcement."
Commenting further, Mr. DiNicola said, "Under Beryl's strong guidance,
our growth plan remains consistent. She is unquestionably one of the finest
merchants that I have worked with during my 27 years in the business. Her
knowledge and passion for jewelry is unparalleled in the market. As President
and Chief Operating Officer of the Corporation for the past two years, Beryl has
been an outstanding partner who has worked very closely with me on every aspect
of the business. She is extremely well-prepared for this expanded role, and I am
particularly pleased both personally and professionally to have Beryl at the
helm."
"With regard to my own plans," Mr. DiNicola said, "I look forward to
devoting more of my energies to the many strategic opportunities available to
the Corporation. As everyone knows, the pace of change has never been more
dramatic. With our operating fundamentals securely in place and with our
strategic objectives clearly set, I will now be able to spend much more time
evaluating those global issues affecting our future. I look forward to
continuing to contribute to the Corporation's success as Chairman of the Board."
-More-
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ZALE ANNOUNCES SUCCESSION PLAN
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Zale Corporation operates approximately 1,330 specialty retail jewelry
stores located throughout the United States, Canada and Puerto Rico, and online,
including Zales Jewelers, Zales Outlet, Zales Direct at www.zales.com., Gordon's
Jewelers, Bailey Banks & Biddle Fine Jewelers, Peoples Jewellers. Additional
information on Zale Corporation and its operating divisions is available on the
Internet at www.zalecorp.com.
This release includes certain forward-looking information that is based upon
management's beliefs as well as on assumptions made by and data currently
available to management. This information which has been, or in the future may
be, included in reliance on the "safe harbor" provisions in the Private
Securities Litigation Reform Act of 1995, is subject to a number of risks and
uncertainties, including but not limited to the factors identified in the
Company's 10-K and other documents filed with the Securities and Exchange
Commission. Actual results may differ materially from those anticipated in such
forward-looking statements even if experience of future changes make it clear
that any projected results expressed or implied therein may not be realized. The
Company undertakes no obligation to update or revise any forward-looking
statements to reflect subsequent events or circumstances.
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