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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: July 14, 1997
SEAMAN FURNITURE COMPANY, INC.
300 Crossways Park Drive
Woodbury, New York 11797
(516) 496-9560
Delaware 0-21226 11-2751205
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(State of Incorporation) (Commission File No.) (IRS Id. No.)
Exhibit Index Appears on Page 4
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ITEM 5. OTHER EVENTS.
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This Current Report on Form 8-K is being filed with the Securities and
Exchange Commission by Seaman Furniture Company, Inc. (the "Company") for the
purpose of providing the information set forth in a press release issued by the
Company on July 9, 1997, a copy of which is filed as Exhibit 99.1 hereto and
incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL
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INFORMATION AND EXHIBITS.
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(a) Financial Statement of Businesses Acquired.
None.
(b) Pro Forma Financial Information.
None.
(c) Exhibits.
The following exhibit is filed herewith:
99.1 Press Release dated July 9, 1997.
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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 thereunto duly authorized.
SEAMAN FURNITURE COMPANY, INC.
(Registrant)
Date: July 14, 1997 By: /s/Peter McGeough
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Peter McGeough
Chief Financial and Administrative
Officer
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EXHIBIT INDEX
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Exhibit
Number Description
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99.1 Press Release dated July 9, 1997.
4
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Exhibit 99.1
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FOR IMMEDIATE RELEASE
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Contact:
Peter McGeough
Seaman Furniture Company, Inc.
516-682-1609
or
Robert Webber
Seaman Furniture Company, Inc.
516-682-1614
SEAMAN FURNITURE COMPANY RECEIVES PROPOSAL TO
PURCHASE SHARES AT $24.00 PER SHARE
WOODBURY, NEW YORK, JULY 9, 1997 - Seaman Furniture Company, Inc. (the
"Company") (NASDAQ/NMS SYMBOL: SEAM) announced today that it has received a
proposal from a group consisting of its senior management and majority
stockholders, M.D. Sass Associates, Inc., T. Rowe Price Recovery Fund, L.P. and
Carl Marks Management Co., to purchase, through a one-step merger transaction,
the approximately 20% of the Company's outstanding Common Stock, par value $.01
per share, not already owned by the group for $24.00 per share.
The group's proposal is subject to certain conditions, including among
other things, obtaining acceptable financing and the negotiation of mutually
agreeable terms of a definitive merger agreement.
The Company has named a special committee of the board of directors,
composed of the Company's independent directors, to review and respond to the
group's proposal and has authorized the committee to hire financial and legal
advisors.
SEAMAN FURNITURE COMPANY, INC. is the largest specialty retailer of
furniture in the Northeast, operating a chain of 41 stores in New York, New
Jersey, Pennsylvania, Connecticut and Ohio.
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