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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
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) DECEMBER 23, 1997
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SEAMAN FURNITURE COMPANY, INC.
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(Exact Name of Registrant as Specified in its Charter)
DELAWARE
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(State or Other Jurisdiction of Incorporation)
0-21226 11-2751205
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(Commission File Number) (I.R.S. Employer Identification No.)
300 CROSSWAYS PARK DRIVE, WOODBURY, NY 11797
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(Address of Principal Executive Offices) (Zip Code)
(516) 496-9560
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(Registrant's Telephone Number, Including Area Code)
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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 December 23, 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 exhibits are filed herewith:
99.1 Press Release dated December 23, 1997.
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
SEAMAN FURNITURE COMPANY, INC.
/s/ Alan Rosenberg
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Alan Rosenberg
President and Chief Executive Officer
Date: December 23, 1997
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EXHIBIT INDEX
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Exhibit
Number Description
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99.1 Press Release dated December 23, 1997.
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EXHIBIT 99.1
FOR IMMEDIATE RELEASE
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Contact:
Alan Rosenberg
Seaman Furniture Company, Inc.
516-682-1512
or
Coleen A. Colreavy
Seaman Furniture Company, Inc.
516-682-1625
SEAMAN FURNITURE COMPANY, INC. COMPLETES
MERGER TRANSACTION
WOODBURY, NEW YORK, DECEMBER 23, 1997 - Seaman Furniture Company, Inc.
(the "Company") (NASDAQ/NMS SYMBOL:SEAM) announced today the completion of its
previously announced merger transaction, by which the Company's majority
stockholders, M.D. Sass Associates, Inc., T. Rowe Price Recovery Fund, L.P. and
Carl Marks Management Co., L.P., have become the sole stockholders of the
surviving Company and members of executive management have received options for
shares of the surviving Company.
Stockholders of the Company earlier today approved the merger between the
Company and SFC Merger Company, a Delaware corporation owned by the majority
stockholders of the Company, pursuant to which SFC Merger Company merged into
the Company and all of the Company's stockholders (other than the majority
stockholders) became entitled to receive $25.05 in cash per share.
SEAMAN FURNITURE COMPANY, INC. is the largest specialty retailer of
furniture in the Northeast, operating a chain of 36 stores in New York, New
Jersey, Pennsylvania and Connecticut and 6 stores in Northeastern Ohio.
