CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): October 10, 2008
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AMREP CORPORATION
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(Exact Name of Registrant as Specified in Charter)
Oklahoma 1-4702 59-0936128
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(State or Other Jurisdiction of (Commission File (IRS Employer
Incorporation or Organization) Number) Identification Number)
300 Alexander Park, Suite 204, Princeton, New Jersey 08540
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (609) 716-8200
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Not Applicable
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(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):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 2.05. Costs Associated with Exit or Disposal Activities.
As reported in Item 8.01 of this Current Report, on October 10, 2008, the
Company announced that it will unify its magazine subscription, membership and
direct mail fulfillment services businesses at its Palm Coast, Florida facility.
The unification is part of the Company's plan to streamline operations, improve
service and reduce costs in its fulfillment services businesses. As part of this
undertaking, the Company will close its facilities in Louisville, Colorado and
the portion of its facilities in Mt. Morris, Illinois from which these services
are also provided.
The Company estimates that the closures will occur over a three-year period
and will involve a pre-tax cost to the Company during this period of
approximately $7.0 million, including approximately $5.0 million of cash
payments comprised of approximately $2.8 million of severance and retention
payments, a $1.3 million lease termination fee, and other miscellaneous cash
costs and approximately $2.0 million of non-cash charges comprised of
accelerated amortization and impairment charges.
Item 8.01. Other Events.
On October 10, 2008, the Company issued a press release announcing that it
will unify the magazine subscription, membership and direct mail fulfillment
services businesses of its subsidiaries, Palm Coast Data LLC and Kable
Fulfillment Services, Inc., under one brand: Palm Coast Data - and into one
location, the Company's fulfillment services facility in Palm Coast, Florida.
The unification of these businesses is part of a long range plan, initiated when
the Company acquired Palm Coast Data in January 2007, to streamline operations,
improve service to clients and create cost efficiencies through the reduction of
overhead costs and the elimination of operating redundancies. A copy of the
press release is included as Exhibit 99.1 to this Current Report and is
incorporated into this Item 8.01 by reference.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
99.1 Press Release dated October 10, 2008, issued by AMREP Corporation.
Forward Looking Statements
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The statements in this Current Report regarding the combination of the
magazine subscription, membership and direct mail fulfillment services
businesses are forward-looking statements within the meaning of the federal
securities laws. These statements are subject to numerous risks and
uncertainties, many of which are beyond the control of the Company and that
could cause actual results to differ materially from such statements, including,
without limitation, the Company's ability to efficiently unify the components of
its fulfillment services business, the time required and costs involved in doing
so, the expected achievement of improved customer service and cost efficiencies,
the Company's ability to migrate customers to an integrated data processing
system, and the availability of economic and tax incentives. Further information
about these and other relevant risks and uncertainties may be found in the
Company's Form 10-K and its others filings with the Securities and Exchange
Commission. The Company disclaims any intention or obligation to update or
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revise any forward-looking statements, whether as a result of new information,
future events or otherwise.
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.
AMREP CORPORATION
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(Registrant)
By: /s/ Peter M Pizza
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Peter M. Pizza
Vice President and
Chief Financial Officer
Date: October 10, 2008
EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release dated October 10, 2008, issued by AMREP Corporation.
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