Current Report Filing (8-k)
05 September 2018 - 6:33AM
Edgar (US Regulatory)
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) August 29, 2018
AMERICAN EAGLE OUTFITTERS, INC.
(Exact name of registrant as specified in its charter)
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Delaware
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1-33338
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13-2721761
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(State of incorporation)
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(Commission
File Number)
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(IRS Employer
Identification No.)
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77 Hot Metal Street
Pittsburgh, Pennsylvania
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15203-2329
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(Address of principal executive offices)
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(Zip Code)
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(412) 432-3300
(Registrants 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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to
Rule 14a-12 under
the
Exchange Act (17
CFR 240.14a-12)
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Pre-commencement communications
pursuant to
Rule 14d-2(b) under
the Exchange Act (17
CFR 240.14d-2(b))
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☐
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Pre-commencement communications
pursuant to
Rule 13e-4(c) under
the Exchange Act (17
CFR 240.13e-4(c))
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this
chapter) or
Rule 12b-2 of
the Securities Exchange Act of
1934 (§240.12b-2 of
this chapter).
Emerging growth company ☐
If an
emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
ITEM 2.02
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Results of Operations and Financial Condition
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On August 29, 2018, American Eagle Outfitters, Inc. (the Company) issued a press release announcing, among other things, the
Companys financial results for the second quarter ended August 4, 2018. A copy of this press release is attached hereto as Exhibit 99.1.
The information in this Item 2.02, including the accompanying Exhibits, shall not be deemed to be filed for the purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific
reference in such filing.
ITEM 7.01
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Regulation FD Disclosure
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The Companys management team held a conference call on August 29, 2018 at 9:00 a.m. Eastern Time to review the second quarter
financial results. A replay of the conference call will be available beginning August 29, 2018 at 12:00 p.m. Eastern Time through September 6, 2018. To listen to the replay,
dial 1-844-512-2921, or
internationally
dial 1-412-317-6671, and
reference confirmation code 13678171. An audio replay of the conference call will also be available at http://investors.ae.com. A copy of the conference call
transcript is attached hereto as Exhibit 99.2.
This Current Report on Form
8-K
(including the
Exhibits hereto) contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on the current beliefs and expectations of the Companys management and are subject to
significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. Factors that could cause actual results to differ materially from those described in the forward-looking statements can be found
in our Annual Report on Form
10-K
for the year ended February
3, 2018, and Quarterly Report on Form
10-Q
for the quarter ended
August
4, 2018, which have been filed with the Securities and Exchange Commission and are available on our website and on the Securities and Exchange Commissions website (
www.sec.gov
). The Company does
not undertake to update the forward-looking statements to reflect the impact of circumstances or events that may arise after the date of the forward-looking statements.
ITEM 9.01
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Financial Statements and Exhibits
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(d) Exhibits
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.
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AMERICAN EAGLE OUTFITTERS, INC.
(Registrant)
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Date: September 4, 2018
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By:
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/s/ Robert L. Madore
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Robert L. Madore
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Executive Vice President, Chief Financial Officer
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