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 19, 1998
(June 19, 1998)
SAMSONITE CORPORATION
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(Exact name of registrant as specified in its charter)
DELAWARE 0-23214 36-3511556
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification No.)
incorporation)
11200 East 45th Avenue
Denver, Colorado 53141-1410
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(Address of principal executive offices) (Zip Code)
(303) 373-2000
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(Registrant's telephone number, including area code)
N/A
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(Former name or former address, if changed since last report)
Item 5. Other Events.
On June 19, 1998, the Registrant finalized the terms of a portion of
the financing relating to its May 20, 1998 offer to purchase shares of its
common stock and issued the press release filed herewith as Exhibit 99.1,
which is incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(a) Financial Statements of Business Acquired.
Not applicable.
(b) Pro Forma Financial Information.
Not applicable.
(c) Exhibits.
Exhibit Number Description
99.1 Press Release issued by Samsonite Corporation on June
19, 1998.
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.
SAMSONITE CORPORATION
(Registrant)
By: /s/ Richard H. Wiley
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Name: Richard H. Wiley
Title: Chief Financial Officer
Dated: June 19, 1998
INDEX TO EXHIBITS
Exhibit No. Description
99.1 Press release issued by Samsonite Corporation on
June 19, 1998.
Exhibit 99.1
[SAMSONITE LETTERHEAD]
FOR IMMEDIATE RELEASE
CONTACT: RICHARD WILEY
SAMSONITE CORPORATION
(303) 373-6373
SAMSONITE CORPORATION ANNOUNCES
TERMS OF FINANCING FOR SELF-TENDER OFFER;
EXTENDS OFFER TO PURCHASE
DENVER, Colorado, June 19, 1998 SAMSONITE CORPORATION (NASDAQ:
SAMC) announced today that, in connection with its previously announced
self-tender offer, it has entered into purchase agreements for the sale of
$350 million of senior subordinated notes and $175 million of redeemable
preferred stock with detachable warrants. The senior subordinated notes
will be due in 2008 and interest will be payable in cash semi-annually at a
rate of 10.75% per annum. The redeemable preferred stock is mandatory
redeemable in full by 2010 and pays dividends at a rate of 13.875% per
annum, payable in kind for an initial period of five years and then in
cash, on a quarterly basis. The closing of the financing for the Tender
Offer is scheduled to occur on the morning of June 24.
In addition, the Company announced that its self-tender offer has
been extended and shall remain open until 11:00 PM, New York City time, on
Tuesday, June 23, 1998.
The Company's obligations are subject to the conditions set forth
in the Offer to Purchase dated May 20, 1998, as supplemented on June 9,
1998. For a full discussion of the full terms of the offer to purchase,
see the Offer to Purchase dated May 20, 1998 and Supplement thereto dated
June 9, 1998. Stockholders may obtain information relating to the offer to
purchase by contacting the Innisfree M&A Incorporated at (888) 750-5834 or
(212) 750-5833 (collect for banks and brokerage firms only).
Samsonite is one of the world's largest manufacturers and
distributors of luggage and markets its products primarily under the
SAMSONITE, AMERICAN TOURISTER and LARK brand names.
Certain statements contained herein constitute "forward-looking
statements" within the meaning of the private Securities Litigation Reform
Act of 1995. Such forward-looking statements involve numerous assumptions,
known and unknown risks, uncertainties and other factors which may cause
future performance or achievements of the Company to be materially
different from any future estimated results, performance or achievements
expressed or implied by such forward-looking statements. In addition, the
preferred stock, the warrants and the senior subordinated notes will be
sold in private placement transactions that anticipate resales to
"qualified institutional buyers" in compliance with Rule 144A under the
Securities Act of 1933 and outside the United States in compliance with
Regulation S under the Securities Act of 1933. Such securities will not be
registered under the Securities Act of 1933 and may not be offered or sold
in the United States absent registration or an applicable exemption from
registration. Nothing contained herein constitutes an offer to purchase or
a solicitation of an offer to buy any such securities.
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