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): January 4 , 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 January 4, 2000 (the "Closing Date"), Societe Nouvelle D'Achat De
Bijouterie - S.O.N.A.B. ("Sonab"), a French commercial partnership which is an
indirect wholly-owned subsidiary of Finlay Enterprises, Inc., a Delaware
corporation ("FEI"), and of Finlay Fine Jewelry Corporation, a Delaware
corporation and wholly-owned subsidiary of FEI ("FFJC" and, together with FEI,
"Finlay"), consummated the sale (the "Sale") to Histoire D'Or, a French
corporation, and Cogestand, a French corporation and wholly-owned subsidiary of
Histoire d'Or (Cogestand and Histoire d'Or being collectively referred to herein
as "Buyer"), of certain assets used by Sonab in connection with its operation of
leased fine jewelry departments (each a "Department" and collectively, the
"Departments") in eighty (80) department stores and general merchandise stores
owned by Bazar de L'Hotel de Ville SA, Galaries Lafayette SA, Monoprix SA, Aux
Galeries de la Croisette SA and Societe Anonyme des Galeries Lafayette SA, all
belonging to the Galeries Lafayette Group. The Sale was consummated pursuant to
the terms and provisions of an Asset Purchase Agreement dated December 23, 1999,
as amended (the "Agreement"), among Sonab, Histoire d'Or and Cogestand.
Pursuant to the terms and provisions of the Agreement, on the Closing Date,
the Buyer purchased from Sonab the following assets (collectively, the
"Assets"): (i) subject to certain exceptions set forth in the Agreement, all
18-carat gold jewelry inventory owned by the Seller on the Closing Date and used
in the operation of its business located at the Departments, as well as all
other 18-carat gold jewelry inventory owned by Sonab (collectively, the
"Inventories"); (ii) all of the equipment, fixtures and furniture owned by Sonab
and located at the Departments as of the Closing Date (the "Fixed Assets"); and
(iii) Sonab's computer hardware and inventory tracking software ("MIS Assets"),
along with all leases and licenses related thereto.
The purchase price paid by Buyer for the Assets (the "Purchase Price") is
equal to the sum of the following: (i) the "Inventory Price," as determined in
accordance with the Agreement, (ii) an amount equal to the amortized and
depreciated cost of the Fixed Assets at December 31, 1999, as determined in
accordance with the Agreement, and (iii) an amount equal to 30% of the amortized
and depreciated value of the MIS Assets at December 31, 1999, as determined in
accordance with the Agreement. Finlay currently estimates that the Purchase
Price to be paid by the Buyer for the Assets will equal approximately FRF
56,156,000, or approximately $8,774,000 (based on current exchange rates).
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FEI currently anticipates that it will record a pretax charge in the 1999
fourth quarter of approximately $25-$27 million, or $1.42 to $1.53 per share on
a diluted, after-tax basis, for the write-down of assets for disposition and
related closure expenses. The cash portion of this charge is estimated to be
approximately $7.0-$8.0 million.
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: January 19, 2000 By: /s/Bruce Zurlnick
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Bruce Zurlnick
Senior Vice President and
Chief Financial Officer
