SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): April 3, 2000
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Finlay Enterprises, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 0-25716 94-2691724
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
529 Fifth Avenue, New York, New York 10017
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(Address of principal executive offices) (zip code)
Registrant's Telephone Number, including Area Code: (212) 808-2060
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N/A
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
On April 3, 2000 (the "Closing Date"), Finlay Fine Jewelry Corporation, a
Delaware corporation ("Buyer"), which is a wholly-owned subsidiary of Finlay
Enterprises, Inc., consummated the acquisition of certain assets of Jay B.
Rudolph, Inc., a Florida corporation ("Seller"), used by Seller in connection
with its operation of all of its 57 leased fine jewelry departments in Dayton's
and Hudson's department stores owned by Target Corporation and in department
stores owned by Bloomingdale's, Inc. (collectively, the "Acquired Departments").
The Acquisition was consummated under an Asset Purchase Agreement dated February
10, 2000 (the "Agreement") among Buyer, Seller, Richard A. Rudolph and Ronald J.
Rudolph, the sole stockholders of the Seller.
Pursuant to the terms and provisions of the Agreement, on the Closing Date,
Buyer purchased from Seller the following assets owned by the Seller as of the
Closing Date (collectively, the "Assets"): (i) subject to the limitations and
exclusions described in the Agreement, certain finished goods inventories
located at the Acquired Departments, (ii) certain equipment, fixtures,
furniture, leasehold improvements and personal property owned by the Seller and
related to or located in the Acquired Departments, (iii) supplies, spare and
replacement parts and other related items located in the Acquired Departments,
(iv) certain agreements used in connection with or relating to the operation of
the Acquired Departments or Acquired Business and (v) certain other
miscellaneous assets described in the Agreement.
The purchase price paid by the Buyer was $21.1 million, subject to certain
post-closing adjustments. The Buyer financed the acquisition with borrowings
under its revolving credit facility.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(a) Financial statements of business acquired.
Not applicable.
(b) Pro forma financial information.
Not applicable.
(c) Exhibits.
None.
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SIGNATURE
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 hereunto duly authorized.
FINLAY ENTERPRISES, INC.
(Registrant)
Dated: April 17, 2000 By: /s/ Bruce Zurlnick
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Bruce Zurlnick
Senior Vice President and
Chief Financial Officer
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