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: May 22, 1997
Date of Earliest Event Reported: May 19, 1997
TANDYCRAFTS, INC.
A DELAWARE CORPORATION
1-7258 75-1475224
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(Commission File Number) (IRS Employer Identification No.)
1400 Everman Parkway
Fort Worth, Texas 76140
(817) 551-9600
ITEM 5. OTHER EVENTS
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On May 16, 1997, the Registrant's Board of Directors voted to adopt a
Rights Agreement pursuant to which Rights to purchase shares of the Registrant's
Common Stock will be distributed as a dividend, one Right per share, to record
owners of the registrant's Common Stock as of the close of business on May 29,
1997. The Rights Agreement was not adopted in response to any known offers for
the Registrant. The Registrant's press release and letter to shareholders
announcing the Board's action, each dated May 19, 1997, are attached hereto as
Exhibits 99.1 and 99.2, respectively, and are incorporated in their entirety
herein by reference. At the same time, the Registrant's Bylaws were amended by
vote of the Board of Directors to include provisions relating to the procedures
for the introduction of matters by shareholders at meetings of shareholders. The
Amendment to the Registrant's Bylaws is attached hereto as Exhibit 3.(ii).
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
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(c) Exhibits.
The following documents are filed as exhibits to this report:
3.(ii) Amendment to Bylaws of Tandycrafts, Inc.
4.1 Rights Agreement between Tandycrafts, Inc. and
ChaseMellon Shareholder Services, L.L.C. as Rights
Agent, dated May 19, 1997.
99.1 Press release dated May 19, 1997.
99.2 Letter to Shareholders of Tandycrafts, Inc. dated May
19, 1997, including attached Summary of Rights to
Purchase Shares of Tandycrafts, Inc. Common Stock.
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 of the
undersigned thereunto duly authorized.
TANDYCRAFTS, INC.
Date: May 21, 1997 By:/s/ Michael J. Walsh
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Michael J. Walsh, President
and Chief Executive Officer
Date: May 21, 1997 By:/s/ James D. Allen
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James D. Allen, Executive Vice
President and Chief Financial
Officer