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 22, 2002
MAYOR’S JEWELERS, INC.
| DELAWARE | 1-9647 | 59-2290953 | ||
| (State or other jurisdiction of incorporation) | (Commission File No.) | (IRS Employer Identification No.) |
140 Northwest 14th Street
Sunrise, Florida 33323
954-846-8000
Item 5. Other Events.
(a) On July 31, 2002, the Registrant, Mayor’s Jewelers, Inc., a Delaware corporation (“Mayor’s”) and Henry Birks & Sons Inc. (“Birks”), entered into an Investment Agreement dated July 30, 2002 (the “Investment Agreement”), pursuant to which Birks will invest $15 million in Mayor’s and Mayor’s will issue Preferred Convertible Stock to Birks upon the closing of the transaction. The Preferred Convertible Stock, upon conversion, would give Birks a 72% interest in Mayor’s. The Investment Agreement also provides Birks with the right to appoint the majority of Mayor’s Board of Directors and provides warrants to acquire additional shares which, upon exercise, would increase the Birks interest to 82% of Mayor’s. The closing is scheduled, subject to certain conditions, to be held in late August, 2002.
(b) David Boudreau, the Chief Financial Officer and a former member of the Board of Directors of the Registrant, resigned from his position as a Director, effective July 22, 2002 and as the Chief Financial Officer, effective August 10, 2002.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
| Exhibit 10 | Investment Agreement, dated July 30, 2002, among Mayor’s and Birks. | |
| Exhibit 99 | Press Release. |
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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 hereunto duly authorized.
| MAYOR’S JEWELERS, INC | ||
| By: /s/ Joseph Cicio | ||
| Name: Joseph Cicio Title: Chief Executive Officer | ||
| Dated: August 6, 2002 |
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Exhibit Index
| Exhibit Number | Description | |||||
| Exhibit 10 | Investment Agreement, dated July 30, 2002, among Mayor’s and Birks. | |||||
| Exhibit 99 | Press Release. |
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