0001018840-14-000035.txt : 20140401 0001018840-14-000035.hdr.sgml : 20140401 20140401170414 ACCESSION NUMBER: 0001018840-14-000035 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140327 ITEM INFORMATION: Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing FILED AS OF DATE: 20140401 DATE AS OF CHANGE: 20140401 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ABERCROMBIE & FITCH CO /DE/ CENTRAL INDEX KEY: 0001018840 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-FAMILY CLOTHING STORES [5651] IRS NUMBER: 311469076 STATE OF INCORPORATION: DE FISCAL YEAR END: 0129 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12107 FILM NUMBER: 14735084 BUSINESS ADDRESS: STREET 1: 6301 FITCH PATH CITY: NEW ALBANY STATE: OH ZIP: 43054 BUSINESS PHONE: 6142836500 MAIL ADDRESS: STREET 1: 6301 FITCH PATH CITY: NEW ALBANY STATE: OH ZIP: 43054 8-K 1 anfnoticeofdelisting.htm 8-K anf notice of delisting


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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 27, 2014
_______________________
Abercrombie & Fitch Co.
(Exact Name of Registrant as Specified in Charter)
_______________________

Delaware
 
1-12107
 
31-1469076
(State or Other Jurisdiction
of Incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)

6301 Fitch Path, New Albany, Ohio
 
43054
(Address of Principal Executive Offices)
 
(Zip Code)

Registrant’s telephone number, including area code: (614) 283-6500
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:
 
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 3.01.
 
Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On March 27, 2014, Abercrombie & Fitch Co. (the “Company”) notified the New York Stock Exchange (the “NYSE”) that, as previously disclosed in the Company’s Current Report on Form 8-K dated and filed on January 28, 2014 with the Securities and Exchange Commission (the “SEC”), on January 27, 2014, the Company entered into Amendment No. 3 (the “Amendment”) to the Rights Agreement, dated as of July 16, 1998, as amended, by and between the Company and American Stock Transfer & Trust Company, LLC. The Amendment accelerated the expiration of the Company’s Series A Participating Cumulative Preferred Stock Purchase Rights (the “Purchase Rights”) from the close of business on July 16, 2018 to the close of business on January 28, 2014. On January 28, 2014, the Purchase Rights expired.

The Company requested that the NYSE file a notification of removal from listing on Form 25 with the SEC with respect to the delisting of the Purchase Rights. The notification of removal from listing on Form 25 was filed with the SEC on March 28, 2014, and the Purchase Rights were delisted and removed from trading on the NYSE on March 28, 2014.






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.
 
ABERCROMBIE & FITCH CO.
 
 
 
By:
/s/ Robert E. Bostrom
 
 
 
 
Robert E. Bostrom
Senior Vice President, General Counsel and
Corporate Secretary
 
Date: April 1, 2014