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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): January 27, 2003
Commission Registrant,State of Incorporation I.R.S. Employer
File Number Address and Telephone Number Identification No.
333-42427 J. CREW GROUP, INC. 22-2894486
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(Incorporated in New York)
770 Broadway
New York, New York 10003
Telephone: (212) 209-2500
333-42423 J. CREW OPERATING CORP. 22-3540930
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(Incorporated in Delaware)
770 Broadway
New York, New York
Telephone: (212) 209-2500
Item 5. Other Events.
On January 27, 2003, J. Crew Group, Inc. (the "Group") issued a press release
announcing that Millard S. Drexler has been hired effective immediately as
Chairman and Chief Executive Officer of the Company and its wholly-owned
subsidiary, J. Crew Operating Corp. (together with the Group, the "Company") and
that Jeff Pfeifle has been hired as President of the Company. The press release
further announced that Emily Woods, the Company's chairman, will relinquish the
title but remain a member of the Board of Directors of the Company and that
Kenneth S. Pilot will resign as Chief Executive Officer and member of the Board
of Directors of the Company. A copy of the press release is attached to this
report as Exhibit 99.1 and is incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
99.1 Press Release issued by the Company on January 27, 2003.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
each Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
J. CREW GROUP, INC.
J. CREW OPERATING CORP.
By /s/ Scott M. Rosen
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Name: Scott M. Rosen
Title: Executive Vice-President
and Chief Financial Officer
Date: January 27, 2003
EXHIBIT INDEX
Exhibit No. Description
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99.1 Press release issued by the Company on January 27, 2003.
Exhibit 99.1
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For: J.Crew Group, Inc.
Media Contact: Owen Blicksilver Public Relations
Owen Blicksilver (516) 742-5950
Marzena Jablonska (718) 349-8899
For Immediate Release
MILLARD S. Drexler to become Chairman, CEO of J.Crew
AND MAKE AN INVESTMENT IN THE COMPANY
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Jeff Pfeifle To Become President
NEW YORK (January 27, 2003) - J.Crew Group, Inc. today announced that
Millard S. Drexler, former CEO of Gap, Inc. has been appointed Chairman and CEO,
effective immediately. Drexler will also make a personal capital investment in
J.Crew.
Drexler, 58, joined Gap, Inc. as president of the Gap division in
1983, was named president of Gap, Inc., four years later, and CEO in 1995. In
addition to the Gap brands, Gap, Inc.'s retail operations include Old Navy, and
Banana Republic. Prior to joining Gap, Inc., he was President and CEO at Ann
Taylor. He retired from Gap, Inc. last September.
In addition, Jeff Pfeifle, 44, executive vice president - product and
design at Old Navy, has been named President of J.Crew, effective immediately.
Pfeifle, who joined Gap, Inc. in 1993 as vice president - men's product and
design for Banana Republic, was named to his current position two years later.
Previously, he was director of merchandising for Ralph Lauren.
In connection with the Drexler appointment, J.Crew said that Emily
Woods, the company's chairman, will relinquish the title but will remain a
member of the Board of Directors and an investor in the company. In addition,
Ken Pilot, the company's CEO, will resign.
In a statement, the J.Crew Board of Directors said: "We're pleased to
welcome Mickey Drexler as an investor and the new head of J.Crew. He is one of a
very elite group of highly respected and successful retailing executives, and we
believe that he, Jeff and their team will be instrumental in the turnaround at
J.Crew. While we hoped Ken would have stayed, we understand his decision to
resign and appreciate his contributions during his four months as CEO."
"I have always admired and respected J.Crew and its position in the
marketplace," Drexler said. "I look forward to the challenge."
Drexler and Texas Pacific, the company's majority shareholder, will
invest $20 million in the company in the form of an exchangeable debt
instrument.
J.Crew Group, Inc. is a leading retailer of men's and women's apparel,
shoes and accessories. As of November 30, 2002, the Company operated 152 retail
stores, the J.Crew catalog business, jcrew.com, and 43 factory outlet stores
Certain statements herein are "forward-looking statements" made pursuant to the
safe harbor provisions of the Private Securities Litigation Reform Act of 1995.
Such forward-looking statements reflect the Company's current expectations or
beliefs concerning future events and actual results of operations may differ
materially from historical results or current expectations. Any such
forward-looking statements are subject to various risks and uncertainties,
including the strength of the economy, changes in the overall level of consumer
spending or preferences in apparel, the performance of the Company's products
within the prevailing retail environment, trade restrictions, political or
financial instability in countries where the Company's goods are manufactured,
postal rate increases, paper and printing costs, availability of suitable store
locations at appropriate terms and other factors which are set forth in the
Company's Form 10-K and in all filings with the SEC made by the Company
subsequent to the filing of the Form 10-K. The Company does not undertake to
publicly update or revise its forward-looking statements, whether as a result of
new information, future events or otherwise.
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