FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of Earliest
Event Reported): January 26, 1998
GIBSON GREETINGS, INC.
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(Exact name of registrant as specified in its charter)
Delaware 0-11902 52-1242761
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
2100 Section Road, Cincinnati, Ohio 45237
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(Address of principal executive offices)
Registrant's telephone number, including area code:(513)841-6600
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INFORMATION TO BE INCLUDED IN THE REPORT
Items 1, 2, 3, 4, 6, 8 and 9 are not applicable and are omitted
from this report.
Item 5. Other Events
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The press release of Gibson Greetings, Inc. (the
"Company"), dated January 26, 1998, announcing that the Company
has terminated the letter of intent to sell the Company's
subsidiary, The Paper Factory of Wisconsin, Inc., to The Paper
Warehouse, Inc. of Minneapolis, Minnesota, is filed as an exhibit
to and incorporated by reference in this Current Report on Form
8-K.
Item 7. Financial Statements, Pro Forma Financial
Information and Exhibits
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(a) Financial Statements of Business Acquired.
Not Applicable.
(b) Pro Forma Financial Information.
Not Applicable.
(c) Exhibits
Number Description
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99 Press Release dated January 26, 1998
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.
Date: January 29, 1998 GIBSON GREETINGS, INC.
By /s/ James T. Wilson
James T. Wilson
Executive Vice President -
Finance & Operations and
Chief Financial Officer
Exhibit 99
NEWS RELEASE
CINCINNATI, Jan. 26 /PRNewswire/ -- Gibson Greetings,
Inc. (Nasdaq: GIBG) today announced that it has terminated the
letter of intent to sell its subsidiary, The Paper Factory of
Wisconsin, to The Paper Warehouse (Nasdaq: PWHS) of Minneapolis,
Minnesota.
Gibson announced last December that it had signed a
letter of intent to sell The Paper Factory, based in Appleton,
Wisconsin, to The Paper Warehouse for approximately $38.6 million
in cash. The proposed sale was subject to the satisfaction of
certain customary closing conditions, including a due diligence
review and execution of a definitive purchase agreement, with the
final purchase price subject to adjustment based on The Paper
Factory's 1997 earnings, and adjustments for working capital and
capital expenditures since December 31, 1997.
Gibson and The Paper Warehouse were unable to reach an
agreement on an adjusted purchase price for The Paper Factory, in
accordance with the terms of the letter of intent, after a review
of working capital and capital expenditure requirements and after
reports that sales at The Paper Factory stores during the fourth
quarter ended December 31, 1997 generated higher projected
earnings for the subsidiary than those originally forecast.
"The Paper Factory's strong financial performance and
profitable operations will allow us to explore a number of
promising opportunities to maximize value for our shareholders,"
said Frank J. O'Connell, Gibson chairman, president and chief
executive officer.
The Paper Factory currently operates 190 party good
stores in 40 states under the names Paper Factory, Greetings 'n
More and Great Party. The Paper Factory posted net sales of $55.2
million for the nine months ended September 30, 1997.
Gibson Greetings, Inc., an industry innovator in the
greeting card business, is pursuing a growth strategy of
marketing relationship-fostering products that provide strong
entertainment value. This is being achieved by developing
proprietary new products, building alliances with dynamic
independent card companies, negotiating major licensing
agreements and deploying high-energy, retail shopping
environments in a wide spectrum of major retail stores. Gibson
Greetings manufactures and distributes more than 24,000
individual relationship communication products (5,000 new
products in the past year), including greeting cards, gift wrap,
party goods and licensed products. Gibson's content can be found
on the Internet through Greet Street's E-greetings at
www.greetst.com and Gibson's cards are available for purchase
through Peapod at www.peapod.com.
For more information on Gibson Greetings, please visit
our web site at www.gibsongreetings.com.