UNITED STATES
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)
October 5, 2005
AMERICAN EAGLE OUTFITTERS, INC.
(Exact name of registrant as specified in its charter)
| | | | | |
Delaware | | 0-23760 | | 13-2721761 |
(State of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
| | | |
150 Thorn Hill Drive
Warrendale, Pennsylvania | | 15086-7528 |
(Address of principal executive offices) | | (Zip Code) |
(724) 776-4857
(Registrant's telephone number, including area code)
N/A
(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 (see General Instruction A.2. below):
| [ ] | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| [ ] | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| [ ] | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| [ ] | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| ITEM 7.01. | Regulation FD Disclosure |
| On October 5, 2005, American Eagle Outfitters, Inc. (the "Company") issued a press release announcing, among other things, the Company's September 2005 sales. A copy of the press release is attached hereto as Exhibit 99.1. |
| |
| ITEM 8.01. | Other Events |
| The Company's Management issued a recorded sales commentary on October 5, 2005 to review the Company's sales results for the month ended October 1, 2005. Additionally, Management reiterated third quarter 2005 earnings guidance in the commentary. A copy of the sales commentary transcript is attached hereto as Exhibit 99.2. On October 6, 2005, the Company issued a press release announcing that its Board of Directors authorized an additional 2.5 million shares for its repurchase program and that it had completed the repurchase of the 3.5 million shares available under the previous authorization. A copy of the announcement is attached hereto as Exhibit 99.3. |
| |
| ITEM 9.01. | Financial Statements and Exhibits |
| (c) Exhibits | |
| | |
| Exhibit No. | Description |
| 99.1 | Press Release dated October 5, 2005 announcing September sales |
| 99.2 | September Sales Commentary Transcript dated October 5, 2005 |
| 99.3 | Press Release dated October 6, 2005 announcing authorization for share repurchase program |
SIGNATURE
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.
| | | | | |
| | | AMERICAN EAGLE OUTFITTERS, INC. |
| | | (Registrant) |
| | |
| Date: October 6, 2005 | | By: | | /s/ Dale E. Clifton |
| | | | | Dale E. Clifton |
| | | | | Vice President - Controller and
Chief Accounting Officer |
EXHIBIT INDEX
