UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM8-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): February 26, 2018
PERRY ELLIS INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)
| | | | |
| Florida | | 0-21764 | | 59-1162998
|
(State or other jurisdiction of incorporation) | | (Commission File No.) | | (IRS Employer
Identification No.) |
| |
3000 N.W. 107th Avenue Miami, Florida | | 33172 |
| (Address of principal executive offices) | | (Zip Code) |
(305)592-2830
(Registrant’s telephone number, including area code)
Check the appropriate box below if theForm 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule14a-12 under the Exchange Act (17 CFR240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule12b-2 of the Securities Exchange Act of 1934(§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
On February 26, 2018, Perry Ellis International, Inc. (the “Company”) issued a press release announcing that its Board of Directors has authorized a special committee of independent directors to evaluate the February 6, 2018 proposal from George Feldenkreis to acquire all of the outstanding common shares of the Company not already beneficially owned by Mr. Feldenkreis.
A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form8-K and incorporated by reference herein.
| Item 9.01 | Financial Statements and Exhibits. |
(d) Exhibits.
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.
| | |
| PERRY ELLIS INTERNATIONAL, INC. |
| |
| By: | | /s/ Tricia Thompkins |
| Name: | | Tricia Thompkins |
| Title: | | EVP, General Counsel & Secretary |
Dated: February 26, 2018
