<PAGE>
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): June 22, 1998
CompUSA Inc.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
1-11566 75-2261497
(Commission File Number) (I.R.S. Employer Identification No.).
14951 North Dallas Parkway
Dallas, Texas 75240
(Address of principal executive offices)
Registrant's telephone number, including
area code: (972) 982-4000
Not Applicable
(Former name or former address, if changed since last report.)
Exhibit Index appears on Page 4
<PAGE>
ITEM 5. OTHER EVENTS.
On June 22, 1998, CompUSA Inc. announced that it had signed a definitive
agreement to acquire Computer City, Inc., a Delaware corporation and a wholly-
owned subsidiary of Tandy Corporation, for approximately $275 million, payable
in a note and cash. The acquisition is expected to be consummated within 90
days, subject to due diligence, regulatory approval and customary closing
conditions. Copies of the June 22, 1998 press releases relating to the foregoing
are attached hereto as Exhibits 99.1 and 99.2 and are incorporated herein by
reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(a) Financial statements of businesses being acquired: Not Applicable.
(b) Pro forma financial information: Not Applicable.
(c) Exhibits:
99.1 Press Release issued by CompUSA Inc. and Tandy Corporation,
dated June 22, 1998
99.2 Press Release issued by CompUSA Inc., dated June 22, 1998
-2-
<PAGE>
SIGNATURES
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.
CompUSA Inc.
Dated: June 26, 1998 By: /s/ James E. Skinner
---------------------------
James E. Skinner
Executive Vice President and
Chief Financial Officer
-3-
<PAGE>
EXHIBIT INDEX
Exhibit No. Description
- ----------- -----------
99.1 Press Release issued by CompUSA Inc. and Tandy Corporation,
dated June 22, 1998
99.2 Press Release issued by CompUSA Inc., dated June 22, 1998
-4-
<PAGE>
Exhibit 99.1
CompUSA Inc.
The Computer Superstore
Corporate Headquarters
14951 North Dallas Parkway
Dallas, Texas 75240
www.compusa.com
NEWS RELEASE
------------
FOR IMMEDIATE RELEASE
- ---------------------
CompUSA TO PURCHASE COMPUTER CITY
---------------------------------
FROM TANDY CORPORATION
----------------------
DALLAS/FORTH WORTH, June 22_CompUSA Inc. (NYSE:CPU) and Tandy Corporation
(NYSE:TAN) today jointly announced that the Companies have signed a definitive
agreement for the purchase of Tandy's Computer City subsidiary by CompUSA. The
purchase price is approximately $275 million, payable in a note and cash. The
sale is subject to regulatory approval, normal due diligence and other
conditions, and is anticipated to be completed within 90 days.
This news release contains forward-looking statements about the business,
financial condition, and prospects of the Companies, which statements involve
risks and uncertainties including, but not limited to, economic conditions,
product demand, competitive products and pricing, availability of products, the
regulatory and trade environment, real estate market fluctuations and other
risks indicated in the Companies' Securities and Exchange Commission filings and
reports. In many cases the Companies
/cont..........
<PAGE>
CompUSA TO BUY COMPUTER CITY/page 2
- -----------------------------------
cannot predict the risks and uncertainties that could cause their actual results
to differ materially from those indicated by the forward-looking statements.
-30-
<TABLE>
<S> <C>
COMPUSA CONTACTS: TANDY CONTACTS:
- ------------------------ ------------------------------
INVESTOR RELATIONS: INVESTOR RELATIONS:
James E. Skinner Martin O. Moad
E.V.P. & CFO Tandy V.P./Investor Relations
(972) 982-4000 (817) 415-3730
J. Robert Gary MEDIA:
CompUSA V.P./Finance Lou Ann Blaylock
(972) 982-4000 Tandy V.P./Corporate Relations
(817) 415-4955
Stacie Shirley
CompUSA Dir./Investor
Relations
(972) 982-5323
MEDIA:
Carol Elfstrom
CompUSA Dir./Corporate
Communications
(972) 982-4181
</TABLE>
<PAGE>
Exhibit 99.2
CompUSA Inc.
The Computer Superstore
Corporate Headquarters
14951 North Dallas Parkway
Dallas, Texas 75240
www.compusa.com
NEWS RELEASE
------------
FOR IMMEDIATE RELEASE CONTACT: James E. Skinner
- --------------------- Executive Vice President
& CFO
(972) 982-4000
J. Robert Gary
Vice President - Finance
(972) 982-4000
Stacie Shirley
Director - Investor Relations
(972) 982-5323
MEDIA CONTACT: Carol Elfstrom
Director - Corporate
Communications
(972) 982-4181
CompUSA Inc. TO ACQUIRE COMPUTER CITY
-------------------------------------
FOR $275 MILLION
----------------
Dallas, June 22, 1998 - CompUSA Inc. (NYSE:CPU) and Tandy Corporation
(NYSE:TAN) today announced the completion of a definitive agreement to purchase
Tandy's Computer City subsidiary.
The purchase price of the transaction is approximately $275 million,
payable in a note and cash. The sale will be accounted for under the purchase
accounting method and is subject to regulatory approval, normal due diligence
and other conditions. It is anticipated that the sale will be completed within
90 days.
"We are extremely excited about this acquisition as we believe it will
further enhance CompUSA's ability to be a 'total solutions provider' for our
retail, corporate, government, education, mail order, technical services,
training, and build-to-order customers," said James F. Halpin, president and
chief executive officer. "We believe this will allow us to provide our customers
with additional products, superior service and added convenience."
Mr. Halpin further commented, "We anticipate that the purchase of Computer
City will have a positive impact on future earnings and cash flow of CompUSA,
and that it will be beneficial for our customers, shareholders, and employees."
/cont........
<PAGE>
Credit Suisse First Boston served as financial advisor to CompUSA in
connection with this transaction.
CompUSA is a large reseller of personal computers and related products and
services. The Company currently operates 160 stores in 73 major metropolitan
areas across the United States which serve retail, corporate, government and
education customers and include technical service departments and classroom
training facilities. CompUSA also offers its own build-to-order line of personal
computers, the CompUSA PC, and operates an Internet web site located at
www.compusa.com.
This news release contains forward-looking statements about the business,
financial condition, and prospects of the Company. The actual results of the
Company could differ materially from those indicated by the forward-looking
statements because of various risks and uncertainties, including without
limitation, changes in product demand, the availability of products, changes in
competition, economic conditions, various inventory risks due to changes in
market conditions and other risks indicated in the Company's Securities and
Exchange Commission filings and reports. All of the foregoing risks and
uncertainties are beyond the ability of the Company to control, and in many
cases the Company cannot predict the risks and uncertainties that could cause
its actual results to differ materially from those indicated by the forward-
looking statements. When used in this news release, words "believes",
"anticipates" and similar expressions as they relate to the Company or its
management are intended to identify forward-looking statements.
-30-
<PAGE>
NEWS RELEASE
------------
CompUSA Inc. TO PURCHASE COMPUTER CITY
--------------------------------------
FROM TANDY CORPORATION
----------------------
Q&A
---
1) HOW WILL THIS ACQUISITION AFFECT CUSTOMERS?
We believe this will allow CompUSA to provide our customers with additional
products, superior service and added convenience.
2) COMPUTER CITY HAS MANY STORES THAT SERVE THE SAME AREAS AS COMPUSA. DO
YOU PLAN TO CLOSE ANY STORES?
We will not finalize any of the details until the transaction has been
completed.
3) WHAT WILL HAPPEN TO COMPUTER CITY'S HOME OFFICE AND STAFF? WILL THERE
BE LAYOFFS?
We do expect to gain synergies and efficiencies. As CompUSA continues to grow,
there will continue to be new opportunities at CompUSA.
4) FOR COMPUTER CITY STORES THAT WILL REMAIN OPEN, WILL YOU CONVERT THOSE
STORES TO THE COMPUSA FORMAT? IF SO, WHAT IS YOUR REMODEL TIMELINE?
Currently, it is our plan to keep the Computer City name in Canada, as we
believe it is more viable for the Canadian market. We will not finalize our
plans for other stores until the transaction has been completed.
5) IF THIS DEAL GOES THROUGH, WHO WILL BE COMPUSA'S MAJOR COMPETITORS?
As part of CompUSA's 'total solutions provider' strategy, we will continue to
face vigorous competition in many different channels including: Retail,
Corporate Sales, Government Sales, Education Sales, Mail Order, Technical
Services, Training, and Build-To-Order.
6) YOU HAVE RECENTLY SAID PUBLICLY THAT COMPUSA WAS NOT INTERESTED IN
PURCHASING COMPUTER CITY. WHAT CHANGED YOUR DECISION?
This is a totally separate deal, with different opportunities and different
conditions.
7) HOW MANY NEW STORES DOES COMPUSA PLAN TO OPEN IN THE COMING FISCAL
YEAR? AS A RESULT OF THE CONSUMMATION OF THE ACQUISITION, WILL ANY OF
THESE OPENINGS BE CANCELLED?
Our current plan is to open approximately 20 stores, and at this time, we are
not planning any cancellations.
8) WHAT'S THE TIMEFRAME FOR MORE DETAILS BECOMING AVAILABLE?
We do not anticipate announcing any further details until the transaction is
completed.
-30-
