8-K 1 a03-6596_18k.htm 8-K
 
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):  December 29, 2003

 


 

FEDEX CORPORATION

(Exact name of registrant as specified in its charter)

 

Commission file number 1-15829

 

Delaware

 

62-1721435

(State or other jurisdiction of
incorporation or organization)

 

(I.R.S. Employer
Identification No.)

 

 

 

942 South Shady Grove Road, Memphis, Tennessee

 

38120

(Address of principal executive offices)

 

(ZIP Code)

 

Registrant’s telephone number, including area code:  (901) 818-7500

 


 

FEDERAL EXPRESS CORPORATION

(Exact name of registrant as specified in its charter)

 

Commission file number 1-7806

 

Delaware

 

71-0427007

(State or other jurisdiction of
incorporation or organization)

 

(I.R.S. Employer
Identification No.)

 

 

 

3610 Hacks Cross Road, Memphis, Tennessee

 

38125

(Address of principal executive offices)

 

(ZIP Code)

 

Registrant’s telephone number, including area code:  (901) 369-3600

 

 



 

Item 5.  Other Events and Regulation FD Disclosure.

 

On December 29, 2003, FedEx Corporation (“FedEx”) and Keyway, Inc., a wholly owned subsidiary of FedEx (“Merger Sub”), entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Kinko’s, Inc. (“Kinko’s”) and the principal stockholders of Kinko’s.  Pursuant to the Merger Agreement, Merger Sub will be merged with and into Kinko’s (the “Merger”), and Kinko’s will become a wholly owned subsidiary of FedEx.  Consummation of the Merger is subject to various conditions, including the receipt of all requisite regulatory approvals.

 

The foregoing description of the Merger and Merger Agreement is qualified in its entirety by reference to the full text of the Merger Agreement, a copy of which is attached hereto as Exhibit 2.1 and incorporated herein by reference.

 

Item 7.  Financial Statements and Exhibits.

 

(c)           Exhibits.

 

Exhibit
Number

 

Description

 

 

 

2.1

 

Agreement and Plan of Merger dated as of December 29, 2003 among Kinko’s Inc., FedEx Corporation, Keyway, Inc. and the Principal Stockholders named therein.

 

 

 

99.1

 

Press Release issued by FedEx Corporation and Clayton, Dubilier & Rice, Inc. dated December 30, 2003.

 

Item 9.  Regulation FD Disclosure.

 

A copy of the joint press release of FedEx and Clayton, Dubilier & Rice, Inc., dated December 30, 2003, announcing the signing of the Merger Agreement is attached hereto as Exhibit 99.1.

 

2



 

SIGNATURES

 

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned thereunto duly authorized.

 

 

 

 

FedEx Corporation

 

 

 

 

 

 

Date:  December 31, 2003

 

By:

/s/ JAMES S. HUDSON

 

 

 

James S. Hudson

 

 

Corporate Vice President —
Strategic Financial Planning and Control

 

 

 

 

 

 

 

 

Federal Express Corporation

 

 

 

 

 

 

Date:  December 31, 2003

 

By:

/s/ DAVID J. BRONCZEK

 

 

 

David J. Bronczek

 

 

President and Chief Executive Officer

 

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EXHIBIT INDEX

 

Exhibit
Number

 

Description

 

 

 

2.1

 

Agreement and Plan of Merger dated as of December 29, 2003 among Kinko’s Inc., FedEx Corporation, Keyway, Inc. and the Principal Stockholders named therein.

 

 

 

99.1

 

Press Release issued by FedEx Corporation and Clayton, Dubilier & Rice, Inc. dated December 30, 2003.

 

E-1