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): July 21, 2008
American Greetings Corporation
(Exact Name of Registrant as Specified in its Charter)
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| Ohio
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1-13859
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34-0065325 |
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(State or other jurisdiction of
incorporation)
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(Commission File Number)
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(I.R.S. Employer
Identification No.) |
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One American Road
Cleveland, Ohio
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44144 |
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(Zip Code) |
Registrant’s telephone number, including area code: (216) 252-7300
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under
the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under
the Exchange Act (17 CFR 240.13e-4(c)) |
Item 1.01 Entry into a Material Definitive Agreement.
On July 20, 2008, American Greetings Corporation (“American Greetings”) entered into an agreement
(the “Agreement”) with Cookie Jar Entertainment Inc. (“Cookie Jar”) providing for the sale of the
Strawberry Shortcake and Care Bears properties (the “Assets”) by American Greetings to Cookie Jar. Cookie Jar will
also acquire American Greetings’ rights in the Sushi Pack property.
Cookie Jar will pay $195.0 million in cash at closing and will assume all ordinary course contracts
and all related ordinary course obligations attendant to the Assets.
The acquisition is expected to close no later than September 30, 2008, subject to the expiration or
early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of
1976, as amended, and the satisfaction of other customary closing conditions. In the event that
the acquisition does not close by September 30, 2008, American Greetings may solicit offers from
third parties to purchase the Assets until March 31, 2009. During the period of time between
September 30, 2008 and March 31, 2009, Cookie Jar may match any third party offer up to a
pre-established threshold.
In connection with the acquisition of the Assets by Cookie Jar, Cookie Jar will grant American
Greetings ten-year exclusive licensing agreements for the Assets for certain categories of social
expression products that are developed, manufactured and sold in connection with American
Greetings’ core social expressions business.