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) N/A
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Heilig-Meyers Company
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(Exact name of registrant as specified in its charter)
Virginia
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(State or other jurisdiction of incorporation)
1-8484 54-0558861
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(Commission file number) (IRS Employer Identification No.)
2235 Staples Mill Road, Richmond, Virginia 23230
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (804) 359-9171
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(Former name or former address, if changed since last report)
Item 5. Other Events
On July 1, 1997, Heilig-Meyers Company (the "Company") acquired all of
the outstanding capital stock of Mattress Discounters Corporation and a related
corporation ("Mattress Discounters"). Mattress Discounters is a mattress
retailer and manufacturer with fiscal 1996 revenues of approximately $175.0
million. The transaction has been structured as a tax-free exchange of shares
and will be accounted for under purchase accounting rules. The Company issued
2,269,839 shares of common stock at the time of closing and also placed 264,550
shares of common stock in escrow to be released to the former shareholders of
Mattress Discounters if the acquired stores meet certain earnings targets in the
twelve months following the acquisition. The Company's press release announcing
the acquisition, attached hereto as Exhibit 99, is incorporated herein by
reference.
As of July 1, 1997, Mattress Discounters operated 169 stores in 10
states and Washington, D.C. Mattress Discounters stores average approximately
4,000 square feet. In addition, Mattress Discounters operates a
102,000-square-foot mattress manufacturing facility in Maryland and a
54,000-square-foot mattress manufacturing facility in California (the employees
of the California facility are represented by the Upholstery Division of the
United Steel Workers of America). Mattress Discounters operates seven
distribution centers which primarily provide central delivery for the Mattress
Discounters stores.
Item 7. Financial Statements and Exhibits
(c) Exhibits
The following exhibits are filed as a part of this report:
Exhibit 99 - Press Release dated July 2, 1997.
SIGNATURE
Pursuant to the requirements of the Securities and Exchange Act of
1934, the registrant has caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
HEILIG-MEYERS COMPANY
Date: July 17, 1997 By: /s/ Roy B. Goodman
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Roy B. Goodman
Senior Vice President,
Principal Financial Officer
Exhibit Index
Exhibit
No. Description
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99 Press Release dated July 2, 1997.