SOLICITING MATERIAL
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 14A
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Claires
Stores, Inc.
(Exact name of registrant as specified in its charter)
(NONE)
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The following press release was issued on April 12, 2007.
NEWS BULLETIN RE: CLAIRES STORES, INC.
3 S.W. 129th AVENUE, PEMBROKE PINES, FLORIDA 33027 (954) 433-3900
CLAIRES STORES, INC. REPORTS MARCH
COMPARABLE STORE SALES INCREASE EIGHT PERCENT
PEMBROKE PINES, FL., April 12, 2007. Claires Stores, Inc. (NYSE:CLE) today reported that for the
five weeks ended April 7, 2007 comparable store sales increased eight percent compared to the five
week period last year that ended on April 1, 2006 when comparable store sales declined by three
percent. Total sales during the five week period ended April 7, 2007 increased 17 percent to
$136,600,000 compared with $116,666,000 for the comparable five week period last year.
Comparable store sales results for March 2007 compared to March 2006 were as follows:
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Claires North America: positive low double digits |
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Claires International: positive mid single digits |
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Icing by Claires: positive mid single digits |
Please note that our comparable store sales numbers are calculated in local currencies. Total
sales numbers give effect to the impact of foreign exchange.
Marla Schaefer and Bonnie Schaefer, Co-Chairmen and Co-CEOs jointly stated that, Once again we
are experiencing a shift in comparable store sales driven by the timing of Easter. Although Easter
fell on April 8th, the surge in sales we typically experience immediately before the
holiday fell into the March reporting period. In contrast, last year, both Easter and the
pre-Easter shopping week fell into April. For this reason, we recommend that March and April
results should be viewed on a consolidated basis to obtain the most comprehensive picture of our
comparable store sales performance during this season.
They went on to note that We are very pleased to report an exciting development relating to the
further globalization of Claires. At the end of 2006, we entered into a new licensing and
merchandising agreement with a subsidiary of Al Shaya Co., Ltd., our partner in the Middle East and
Turkey. This agreement grants them the exclusive rights to open Claires stores across Russia for
an initial period of ten years, with renewal options if certain conditions are met. The first
store opened in Russia in January. To date the store count is 11, and we expect to have
approximately 20 stores open by the end of Fiscal 2008.
CLAIRES STORES, INC.
(Monthly Sales in 000s)
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REPORTING |
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TOTAL |
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COMP. STORE |
PERIOD |
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FY 2008 |
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FY 2007 |
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CHANGE |
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CHANGE |
February |
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$ |
98,898 |
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$ |
90,939 |
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9 |
% |
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1 |
% |
March |
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$ |
136,600 |
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$ |
116,666 |
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17 |
% |
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8 |
% |
Year-to-Date |
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$ |
235,498 |
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$ |
207,605 |
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13 |
% |
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5 |
% |
Acquisition
Status
As previously announced, the Company entered into a definitive agreement to be acquired by an
affiliate of Apollo Management, L.P., a New York based private equity firm. Under the terms of the
agreement, Claires Stores, Inc. shareholders will receive $33 in cash for each share of Claires
Stores, Inc. common stock or Class A common stock that they hold, which represents a transaction
value of approximately $3.1 billion.
Completion of the transaction is subject to customary closing conditions, including regulatory
review and the approval of the transaction by Claires Stores, Inc.s shareholders. On April 11,
2007, the Company received notice of early termination of the waiting period under the
Hart-Scott-Rodino Act of 1976, as amended.
Important Legal Information
In connection with the proposed merger, the Company will prepare a proxy statement to be filed with
the SEC. When completed, a definitive proxy statement and a form of proxy will be mailed to the
shareholders of the Company. Before making any voting decision, the Companys shareholders are
urged to read the proxy statement regarding the merger carefully and in its entirety because it
will contain important information about the proposed merger. The Companys shareholders will be
able to obtain, without charge, a copy of the proxy statement (when available) and other relevant
documents filed with the SEC from the SECs website at http://www.sec.gov. The Companys
shareholders will also be able to obtain, without charge, a copy of the proxy statement and other
relevant documents (when available) by directing a request by mail or telephone to Corporate
Secretary, Claires Stores, Inc., 3 S.W. 129 Avenue, Pembroke Pines, FL 33027, telephone: 954-433
3900, or from the Companys website, http://www.claires.com.
The Company and its directors and officers may be deemed to be participants in the solicitation of
proxies from the Companys shareholders with respect to the proposed merger. Information about the
Companys directors and executive officers and their ownership of the Companys common stock is set
forth in the Companys annual report on Form 10-K for the fiscal year ended January 28, 2006 and
the Companys proxy statement for the Companys 2006 Annual Meeting of Shareholders. Shareholders
may obtain additional information regarding the interests of the Company and its directors and
executive officers in the merger, which may be different than those of the Companys shareholders
generally, by reading the proxy statement and other relevant documents regarding the proposed
merger, when filed with the SEC.
Forward-looking
Statements
This press
release contains forward-looking statements which represent the Companys expectations or beliefs with respect to future events.
Statements that are not historical are
considered forward-looking statements. These forward-looking statements are subject to certain
risks and uncertainties that could cause actual results to differ materially from those
anticipated. Those factors include, without limitation: changes in consumer preferences and
consumer spending for pre-teen, teen and young adult apparel and accessories; competition; general
economic conditions such as inflation and increased energy costs; general and political social
conditions such as war, political unrest and terrorism; natural disasters or severe weather events;
currency fluctuations and exchange rate adjustments; changes in laws; uncertainties generally
associated with the specialty retailing business; disruptions in our supply of inventory; inability
to increase comparable store sales at recent historical rates; inability to design and implement
new information systems; delays in anticipated store openings or renovations; uncertainty that
definitive financial results may differ from preliminary financial results due to, among other
things, final GAAP adjustments and other changes to comply with applicable laws, rules and
regulations; the reactions of the Companys customers and suppliers to the transaction; and
diversion of management time on merger-related issues. These and other applicable risks, cautionary
statements and factors that could cause actual results to differ from the Companys forward-looking
statements are included in the Companys filings with the SEC, specifically as described in the
Companys annual report on Form 10-K for the fiscal year ended January 28, 2006. The Company
undertakes no obligation to update or revise any forward-looking statements to reflect subsequent
events or circumstances. The historical results contained in this press release are not necessarily
indicative of the future performance of the Company.
Company Overview
Claires Stores, Inc. is a leading international specialty retailer offering value-priced costume
jewelry and accessories to fashion-aware tweens, teens and young adult females through its two
store concepts: Claires and Icing by Claires. While the latter operates only in North America,
Claires operates internationally. As of April 7, 2007, Claires Stores, Inc. operated
approximately 3,000 stores in the United States, Canada, Puerto Rico, the Virgin Islands, the
United Kingdom, Ireland, France, Switzerland, Austria, Germany, Spain, Portugal, Belgium and the
Netherlands. Claires Stores, Inc. operates through its subsidiary, Claires Nippon, Co., Ltd.,
approximately 195 stores in Japan as a 50:50 joint venture with AEON, Co., Ltd. (fka JUSCO, Co.
Ltd.), a $40 billion specialty retailer headquartered in Japan. The Company also licenses
approximately 135 stores in the Middle East, Turkey and Russia under a licensing and merchandising
agreement with Al Shaya Co., Ltd. and eight stores in South Africa under similar agreements with
The House of Busby Limited.
Additional Information
Note: Other Claires Stores, Inc. press releases, a corporate profile and most recent 10-K and 10-Q
reports are available via Claires corporate website: http://www.clairestores.com. For information
about our products and stores, please go to http://www.claires.com.
Contact Information: Marisa F. Jacobs, Esq., Vice President of Corporate Communications and
Investor Relations
Phone: 212.594.3127, Fax: 212.244.4237 or Email at marisa.jacobs@claires.com