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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
SEPTEMBER 30, 1998
(Date of Report)
NITCHES, INC.
(Exact Name of Registrant as Specified in its Charter)
Commission File No. 0-13851
California 95-2848021
(State or Other Jurisdiction (IRS Employer Identification No.)
of Incorporation)
10280 Camino Santa Fe
San Diego, California 92121
(Address of Principal Executive Offices)
(619) 625-2633
(Registrant's Telephone No.)
Exhibit Index Page 3
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ITEM 5. OTHER EVENTS
The Company announced today that it is extending its tender offer to
purchase up to 1,000,000 shares of common stock at $4.00 per share until 5:00
p.m. Eastern Daylight Time, Wednesday, October 7, 1998. The essential terms of
the transaction are described in the Company's press release which is
incorporated by reference.
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.
Dated: September 30, 1998 NITCHES, INC.
By: /s/ Steven P. Wyandt
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Steven P. Wyandt
President
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EXHIBIT INDEX
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Exhibit Number Description
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2.1 Form of Press Release
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Exhibit 2.1
FOR IMMEDIATE RELEASE
SUBJECT: Expiration Date for Tender Offer extended to 5:00 p.m., Eastern
Daylight Time, Wednesday, October 7, 1998.
CONTACT: D.F. King & Co., Inc. (800) 347-4750
SAN DIEGO, CALIFORNIA, SEPTEMBER 30, 1998 -- Nitches, Inc. (NASDAQ --
NICH) announced today that it has extended the expiration date of its
recent tender offer for its shares until 5:00 p.m., Eastern Daylight
Time, Wednesday, October 7, 1998. The Offer to Purchase up to 1,000,000
shares of outstanding common stock for a cash price $4.00 per share was
set to expire at 5:00 p.m. Eastern Daylight Time, Friday, October 2,
1998.
The Company has extended the expiration of the Offer to provide
investors with an opportunity to review its amended Offer to Purchase
which was filed with the Securities Exchange Commission today as part of
the Company's Amendment No. 2 to Schedule 13E-4.
The Offer to Purchase was revised to reflect the waiver by the company
of the condition of the Offer appearing in Section 5(b)(9) of the Offer
to Purchase. As a result, despite the decline in the Dow Jones
Industrial Average and the Standard & Poor's Index of 500 Companies by
more than 10% from the levels at the time the Offer commenced, the
Company will proceed with the Offer.
The Offer to Purchase was also revised to reflect that the Company has
entered into a Discount Factoring Agreement, effective October 1, 1998,
with Congress Talcott Corporation (Western) which replaces the Company's
prior Credit Agreement. The Offer would have caused an event of default
under the Credit Agreement; however the Discount Factoring Agreement
permits the Company to borrow on substantially similar terms as the
Credit Agreement but with lower net worth and working capital
requirements. Accordingly, the Offer to Purchase has been revised to
reflect that the condition to the Offer contained in Section 5(b)(8) of
the original Offer to Purchase, granting the Company the right to
withdraw the Offer in the event of a default under the Credit Agreement
now applies to the Discount Factoring Agreement. Copies of the Amendment
No. 2 to Schedule 13E-4, including the revised Offer to Purchase and the
Discount Factoring Agreement, that was filed electronically with the SEC
can be obtained through the EDGAR database maintained on the Internet by
the SEC. The address of the web site is http://www.sec.gov.
The Company anticipates that the offer will close on October 7, 1998.
Although the Company does not expect to be able to announce the final
results of any proration until approximately seven trading days after
the close of the tender offer, it will announce preliminary results of
the total number of shares tendered and the prorations by press release
as promptly as practicable following the closing.
Additional information, including a copy of the revised Offer to
Purchase, may be obtained from the information agent for the offer, D.F.
King & Co., Inc. at (800) 347-4750.
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