ccs070209_8k.htm
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): July 1, 2009
CIRCUIT
CITY STORES, INC.
(Exact
name of registrant as specified in its charter)
Virginia
(State
or other jurisdiction
of
incorporation)
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1-5767
(Commission
File Number)
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54-0493875
(I.R.S.
Employer
Identification
No.)
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4951
Lake Brook Drive, Suite 500
Glen
Allen, Virginia
(Address
of principal executive offices)
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23060
(Zip
Code)
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Registrant’s
telephone number, including area code: (804) 290-4302
(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:
o Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
o Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
o Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item
2.01
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Completion
of Acquisition or Disposition of
Assets.
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On July
1, 2009, Circuit City Stores, Inc. (the "Company") completed the sale of its
Canadian operations. A subsidiary of Bell Canada ("Bell") acquired
substantially all of the assets of InterTAN Canada Ltd., an indirect,
wholly-owned subsidiary of the Company that operated retail stores and dealer
outlets in Canada primarily under the trade name The Source by Circuit
City. Additionally, Bell purchased certain trademarks from Circuit
City Stores West Coast, Inc., a wholly-owned subsidiary of the Company, and the
equity shares of a global sourcing company from Ventoux
International, Inc., a wholly-owned subsidiary of the Company. On November 10,
2008, InterTAN Canada Ltd. received creditor protection from the Ontario
Superior Court of Justice under the Companies' Creditors Arrangement Act (the
"CCAA"). Bell entered into the asset purchase agreement pursuant
to the court-monitored sales process. Under the terms of the asset
purchase agreement, the purchase price for the transaction is $116.8 million
(the equivalent of C$135 million), plus $30.3 million (the equivalent of C$35
million) for working capital . The consideration for working capital
is subject to closing adjustments. Of the proceeds, $15 million has
been paid to the Company for the trademarks and the shares of the sourcing
company. The remaining proceeds of the sale first will be used
to settle the claims made against InterTAN Canada Ltd under the
CCAA. Any remaining proceeds will be distributed to the
Company. The Company continues to anticipate that no liquidation
payments will be made to its equity security holders.
Forward
Looking Statements
Statements
made in this release may be considered forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995 and are subject
to risks and uncertainties. These forward-looking statements include, without
limitation, statements regarding the Company's expectations concerning the
bankruptcy process. Actual results may differ materially from those included in
the forward-looking statements due to a number of factors, including, without
limitation, developments in the bankruptcy proceedings, the results of the
liquidation sales and other matters.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
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CIRCUIT
CITY STORES, INC.
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(Registrant)
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Date: July
2, 2009
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By:
/s/Michelle O.
Mosier
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Michelle
O. Mosier
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Vice
President and Controller
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