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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: August 23, 2002
The William Carter Company
(Exact name of Registrant as Specified in Charter)
Massachusetts 333-22155 04-1156680
(State or Other Jurisdiction (Commission File I.R.S. Employer
of Incorporation) Number) Identification No.)
The Proscenium
1170 Peachtree Street NE, Suite 900
Atlanta, Georgia 30309
(Address of Principal Executive Offices) (Zip Code)
(404) 745-2700
(Registrant's telephone number including area code)
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ITEM 5. OTHER EVENTS.
On August 23, 2002, The William Carter Company and its parent company, Carter
Holdings, Inc., issued a press release announcing that Carter Holdings had filed
a registration statement with the Securities and Exchange Commission to register
the initial public offering by Carter Holdings and certain of its stockholders
of up to $100 million of Carter Holdings' common stock, $0.01 par value. Carter
Holdings intends to contribute a portion of its proceeds from the offering to
The William Carter Company, in order to redeem a portion of The William Carter
Company's outstanding 10.875% Senior Subordinated Notes due in 2011 at a
redemption price of 110.875% of the principal amount redeemed plus accrued and
unpaid interest.
A copy of the press release with respect to this transaction is
filed as Exhibit 99.1 hereto.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits:
99.1 Press Release of the Company, issued on August 23, 2002.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of
1934, the Company has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
By: /s/ DAVID A. BROWN
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Name: David A. Brown
Title: Executive Vice President
Date: August 23, 2002
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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99.1 Press Release of the Company, issued on August 23, 2002.