As filed with the Securities and Exchange Commission on May 6, 1999
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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): May 4, 1998
Polo Ralph Lauren Corporation
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(Exact name of registrant as specified in its charter)
Delaware 001-13057 13-2622036
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(State or other jurisdiction of (Commission File (IRS Employer
incorporation) Number) Identification No.)
650 Madison Avenue, New York, New York 10022
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 318-7000
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Not applicable
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(Former name or former address, if changed since last report)
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Item 5. Other Events
On May 4, 1999, the Registrant announced that its wholly owned
subsidiary, PRL Acquisition Corp., had completed its acquisition of Club Monaco
Inc., an Ontario corporation. A copy of the press release by which this
announcement was made is attached as Exhibit 99.
Item 7. Financial Statements and Exhibits
(a) Financial statements of businesses acquired
Not applicable.
(b) Pro forma financial information
Not applicable.
(c) Exhibits
Exhibit
Number Description
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99 Press release, dated May 4, 1999, of the Registrant.
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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, thereunto duly authorized.
POLO RALPH LAUREN CORPORATION
By: /s/ Victor Cohen
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Name: Victor Cohen
Title: Senior Vice President,
General Counsel and Secretary
Dated: May 5, 1999
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EXHIBIT INDEX
Page
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99 Press release, dated May 4, 1999, of Polo Ralph Lauren Corporation 5
4
Exhibit 99
INVESTOR CONTACT: KATE LILLIS (201) 531-6513
MEDIA CONTACTS: HAMILTON SOUTH (212) 318-7270
ERIC BERMAN (212) 521-4894
POLO RALPH LAUREN COMPLETES ACQUISITION OF CLUB MONACO
NEW YORK, MAY 4, 1999 -- Polo Ralph Lauren Corporation (NYSE: RL) and its
subsidiary, PRL Acquisition Corp., announced today that it has completed its
acquisition of Club Monaco Inc.
Polo Ralph Lauren announced that 5,960,614 shares of common stock of
Club Monaco Inc., representing 100% of the outstanding Club Monaco common stock,
were acquired pursuant to the offer made by PRL Acquisition for all of the
outstanding shares of Club Monaco at a purchase price of Cdn$13.00 cash per
share. The Company had previously announced that 5,890,799 shares of common
stock of Club Monaco Inc., representing 98.83% of the outstanding Club Monaco
common stock, were tendered to PRL Acquisition Corp. The remaining shares of
common stock of Club Monaco were acquired pursuant to a statutory compulsory
acquisition which was completed Monday, May 3, 1999.
As previously announced, Polo Ralph Lauren said the cash transaction,
which will be accounted for as a purchase, has an equity value of approximately
$52 million. In addition, Polo Ralph Lauren paid in full approximately $35
million in Club Monaco Inc. debt it assumed as part of the transaction.
Club Monaco's common stock was de-listed from the Toronto Stock
Exchange and the Montreal Exchange on April 6, 1999.
Polo Ralph Lauren will operate Club Monaco as a separate subsidiary
with existing senior management, headed by Club Monaco CEO Joseph Mimran. Mimran
will report directly to Michael J. Newman, Vice Chairman and Chief Operating
Officer of Polo Ralph Lauren.
Polo Ralph Lauren Corporation is a leader in the design, marketing and
distribution of premium lifestyle products in four categories: apparel, home,
accessories and fragrances. For 30 years, Polo's reputation and distinctive
image have been consistently developed across an expanding number of products,
brands, and international markets. The Company's brand names, which include
"Polo", "Polo by Ralph Lauren", "Polo Sport", "Ralph Lauren", "RALPH", "Lauren",
"Polo Jeans Company" and "Chaps", among others, constitute one of the world's
most widely recognized families of consumer brands.
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