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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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 29, 1999
HARCOURT GENERAL, INC.
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(Exact Name of Registrant as Specified in its Charter)
Delaware 1-4925 04-1619609
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
27 Boylston Street, Chestnut Hill, Massachusetts 02467
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(Address of Principal Executives Offices) (Zip Code)
(617) 232-8200
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(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
On September 29, 1999, Harcourt General, Inc. issued a press release
regarding the receipt of a favorable ruling from the Internal Revenue Service
stating that the planned distribution of shares it holds in The Neiman Marcus
Group, Inc. could be completed on a tax-free basis. On October 1, 1999,
Harcourt General, Inc. issued a press release regarding the declaration of a
dividend to its common stockholders of such shares. Copies of these press
releases are filed herein as Exhibit 99.1 and 99.2, respectively. Such
documents are incorporated by reference into this Item 5 and the foregoing
descriptions are qualified in their entirety by reference to such Exhibits.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
Exhibit Description
99.1 Press Release, dated September 29, 1999, regarding the receipt of the
ruling from the Internal Revenue Service.
99.2 Press Release, dated October 1, 1999, regarding the declaration of a
dividend to the common stockholders of Harcourt General, Inc.
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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.
HARCOURT GENERAL, INC.
Dated: October 4, 1999 By: /s/ Eric P. Geller
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Eric P. Geller
Senior Vice President, General
Counsel and Secretary
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit Description
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<S> <C>
99.1 Press Release, dated September 29, 1999, regarding the receipt
of the ruling from the Internal Revenue Service.
99.2 Press Release, dated October 1, 1999, regarding the declaration
of a dividend to the common stockholders of Harcourt General, Inc.
</TABLE>
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EXHIBIT 99.1
Peter Farwell
Vice President
Corporate Relations
(617) 232-8200 FOR IMMEDIATE RELEASE
HARCOURT GENERAL RECEIVES FAVORABLE IRS RULING
CHESTNUT HILL, Mass., September 29, 1999--Harcourt General, Inc. (NYSE:H)
announced today that it has received a favorable ruling from the Internal
Revenue Service stating that the planned distribution of shares it holds in The
Neiman Marcus Group (NYSE:NMG) could be completed on a tax-free basis.
Shareholders of both companies approved plans related to the spin-off at
special shareholder meetings on September 15, 1999.
Harcourt General said that its board of directors would act within the
next few days to establish a record date and distribution date for the spin-off.
Under the previously announced plan, Harcourt General will distribute to
its shareholders approximately 21.4 million of the 26.4 million NMG shares that
it owns, retaining an interest of approximately 10 percent. Harcourt General
shareholders will receive approximately three-tenths of a share of NMG for each
share of Harcourt General they hold.
The shares distributed will be newly authorized Class B NMG shares
entitled to elect 82 percent of the NMG board of directors. Approximately five
million NMG shares which Harcourt General will continue to hold, and the
current publicly held NMG shares, will be redesignated as Class A shares
entitled to elect the remainder of the NMG board of directors. The Class A and
Class B shares will be identical in all other respects.
Harcourt General, Inc., a leading global multiple-media publisher,
provides educational, training and assessment products and services to
classroom, corporate, professional and consumer markets. The Neiman Marcus
Group includes Neiman Marcus Stores, NM Direct and Bergdorf Goodman.
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EXHIBIT 99.2
Peter Farwell
Vice President
Corporate Relations
(617) 232-8200 FOR IMMEDIATE RELEASE
HARCOURT GENERAL ANNOUNCES RECORD DATE FOR SPIN OFF
OF SHARES IN THE NEIMAN MARCUS GROUP, RAISES CASH DIVIDEND
CHESTNUT HILL, Mass., October 1, 1999 -- Harcourt General, Inc. (NYSE:H)
announced today that its Board of Directors has established a record date of
October 12, 1999, for the distribution of most of the shares it owns in The
Neiman Marcus Group, Inc. (NYSE:NMG) to Harcourt General shareholders. The
distribution date will be October 22, 1999.
Under terms of the previously announced plan, Harcourt General will
distribute tax free to its shareholders approximately 21.4 million of the 26.4
million NMG shares that it owns, retaining an interest of approximately 10
percent. Harcourt General shareholders will receive approximately three-tenths
of a share of NMG for each share of Harcourt General that they hold.
The shares being distributed will be newly authorized Class B NMG shares
having the right to elect 82 percent of the NMG board of directors. The five
million NMG shares which Harcourt General will continue to hold, and the
current publicly held NMG shares, will be redesignated as Class A shares having
the right to elect the remainder of the NMG board of directors. The Class A and
Class B shares will be identical in all other aspects.
Harcourt General also announced that the directors voted to increase the
quarterly cash dividend on the common stock from 20 cents per share to 21 cents
per share, an increase of five percent. Accordingly, the quarterly cash
dividend on the Company's Series A Stock will increase from 22.75 cents per
share to 24.6 cents per share, and the quarterly cash dividends on the Company's
Class B Stock will increase from 18 cents per share to 18.9 cents per share.
These cash dividends will be payable November 1, 1999, to shareholders of record
October 12, 1999.
Richard A. Smith, chairman and chief executive officer of Harcourt
General, said, "We are pleased to be finalizing the spin-off of the NMG shares
to our shareholders. The transaction will leave Harcourt General as a company
focused on exciting opportunities in educational publishing and services. We
are also pleased to continue our tradition of steady increases in our cash
dividends to our shareholders. This will be the 31st consecutive year that the
Company has increased its cash dividend."
Harcourt General, a leading global multiple-media publisher, provides
educational, training and assessment products and services to classroom,
corporate, professional and consumer markets.
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