1 =============================================================================== SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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) MAY 31, 1996 KIDS MART, INC. (Exact name of registrant as specified in its charter) FLORIDA 0-21910 65-0406710 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 801 SENTOUS AVENUE, CITY OF INDUSTRY, CALIFORNIA 91748 (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (818) 854-3166 ================================================================================ 2 Item 5. Other Events On May 31, 1996, Kids Mart, Inc. (the "Company"), a Florida corporation, settled its disputes and pending litigation with Woolworth Corporation ("Woolworth") and Kinney Shoe Corporation. Pursuant to the terms of the settlement agreement, approximately $13.8 million of debt owed or claimed to be owed by LFS Acquisition Corp., a wholly-owned subsidiary of the Company, to Woolworth was canceled and approximately $1.67 million deposited in an escrow account was released to the Company. Also, the Company issued to Woolworth 1,000,000 shares of a new series of the Company's convertible non-voting preferred stock. The terms of the settlement agreement are more fully described in the Press Release of the Company, dated May 31, 1996, and attached to this Report as Exhibit 99.1. 2 3 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. KIDS MART, INC. Date: June 4, 1996 By /s/ Robert Kelleher ---------------------- Robert Kelleher Vice President, Chief Operating Officer and Chief Financial Officer 3 4 INDEX TO EXHIBITS Exhibit Number Description of Exhibit 99.1 Press Release of the Company dated May 31, 1996 4