- Current report filing (8-K)
18 März 2011 - 4:41PM
Edgar (US Regulatory)
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): March 18, 2011
Jo-Ann Stores, Inc.
(Exact Name of Registrant as Specified in Charter)
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Ohio
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001-06695
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34-0720629
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(State or Other Jurisdiction
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(Commission
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(IRS Employer
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of Incorporation)
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File Number)
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Identification No.)
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5555 Darrow Rd., Hudson, Ohio
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44236
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(Address of Principal Executive Offices)
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(Zip Code)
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Registrants telephone number, including area code:
(330) 656-2600
Not Applicable
(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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TABLE OF CONTENTS
Item 5.07 Submission of Matters to a Vote of Security Holders.
On March 18, 2011, Jo-Ann Stores, Inc. (the Company) held a special meeting of shareholders
(the Special Meeting). At the Special Meeting, the Companys shareholders adopted the previously
disclosed Agreement and Plan of Merger, dated as of December 23, 2010 (the Merger Agreement), by
and among the Company, Needle Holdings Inc., a Delaware corporation (Parent), and Needle Merger
Sub Corp., an Ohio corporation and a wholly-owned subsidiary of Parent (Merger Sub). Both Parent
and Merger Sub are beneficially owned by Leonard Green & Partners, L.P. The Companys shareholders
also approved a proposal to adjourn the Special Meeting, if necessary or appropriate, to solicit
additional proxies but this proposal was not needed.
Approval of the proposal to adopt the Merger Agreement (Proposal 1) required the affirmative
vote of the holders of at least a majority of the Companys common shares outstanding as of the
close of business on February 16, 2011, the record date for the Special Meeting. Approval of the
proposal to adjourn the Special Meeting, if necessary or appropriate, for the purpose of soliciting
additional proxies (Proposal 2) required the affirmative vote of the holders of at least a
majority of the Companys common shares present in person or represented by proxy at the Special
Meeting.
The voting results of the Special Meeting are as follows:
Proposal 1:
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Votes For
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Votes Against
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Abstentions
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21,593,745
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62,454
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21,430
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Proposal 2:
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Votes For
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Votes Against
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Abstentions
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20,285,430
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1,369,228
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22,971
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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.
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Jo-Ann Stores, Inc.
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By:
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/s/ David Goldston
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David Goldston
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Senior Vice President, General Counsel
and Secretary
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Date: March 18, 2011
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