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: August 18, 1997
Costco Companies, Inc.
(Exact Name of Registrant as specified in its charter)
Washington
0-22979 33-0572969
Commission File Number IRS Identification No.
999 Lake Drive, Issaquah, Washington 98027
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Address of Principal Executive Office Postal Code
206-313-8100
Registrant's telephone number including area code
Item 5. Press Release.
(BW)(COSTCO)(COST) Costco Companies, Inc. Announces Sale of Zero Coupon
Convertible Subordinated Notes
Business Editors
ISSAQUAH, Wash. -- (BUSINESS WIRE) --Aug. 18, 1997 --Costco Companies, Inc.
(Nasdaq: COST) announced today the sale of $900,000,000 principal amount at
maturity of Zero Coupon Convertible Subordinated Notes (the "Notes") due August
19, 2017 (including an over-allotment of $100,000,000 which was exercised). The
Notes were priced with a yield to maturity of 3 1/2%, resulting in gross
proceeds to the Company of $449,640,000. The Notes are convertible into a
maximum of 10,219,090 shares of Costco Companies common stock at an initial
conversion price of $44.00. Approximately $312 million of the proceeds from the
offering are expected to be used to redeem Costco Wholesale Corporation's $300
million principal amount of 5 3/4% Convertible Subordinated Debentures due 2002,
including the redemption premium and current accrued interest. The remaining
proceeds will be used for general corporate purposes. Costco Wholesale
Corporation is a wholly-owned subsidiary of Costco Companies, Inc. The Company's
common stock trades on the Nasdaq National Market System under ticker symbol
"COST."
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The issue was placed pursuant to Rule 144A under the Securities Act of 1933
(the "Act"), and neither the Notes nor the common stock have been registered
under the Act and may not be offered or sold in the United States absent
registration or an applicable exemption from the registration requirements of
the Act.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the Zero Coupon Convertible Subordinated Notes;
nor shall there be any sale of the security in which such offer, solicitation or
sale would be unlawful prior to the registration or qualification under the
securities laws of such state.
CONTACT: Costco Companies, Inc.
Richard Galanti, 425/313-8203
Bob Nelson, 425/313-8255
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.
COSTCO COMPANIES, INC.
Date: August 18, 1997 By:
/s/ Richard A. Galanti
Richard A. Galanti
Executive Vice President
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