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): December 15, 2008
Commission file
number 1-5571
RADIOSHACK
CORPORATION
(Exact name of
registrant as specified in its charter)
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Delaware
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75-1047710
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(State or
other jurisdiction of incorporation)
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(I.R.S.
Employer Identification No.)
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300
RadioShack Circle, Mail Stop CF3-203,
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Fort Worth,
Texas
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76102
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(Address of
principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: (817) 415-3011
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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¨
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Written
communications pursuant to Rule 425 under the Securities
Act
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange
Act
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¨
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange
Act
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1
Item 1.01
Entry into a Material Definitive Agreement.
On December 15,
2008, RadioShack Corporation (“RadioShack”) announced that its subsidiaries
Tandy International Corporation, a Nevada corporation (“TICORP”) and ITC
Services, Inc., a Texas corporation (“ITC”; and
collectively, with TICORP, the “Purchaser”), entered
into a Stock Purchase Agreement (the “Agreement”) with Grupo Gigante, S.A.B. de
C.V., a Mexican sociedad
anónima bursátil de capital variable (the “Seller”), pursuant to
which Purchaser would acquire all of the issued and outstanding shares of
capital stock owned by Seller in Radio Shack de México, S.A. de C.V., a Mexican
sociedad anónima de capital
variable (“RadioMex”), Logistic
Answers, S.A. de C.V., a Mexican sociedad anónima de capital
variable (“Logistic”) and Retail
Answers, S.A. de C.V., a Mexican sociedad anónima de capital
variable (“Retail”; and together
with RadioMex and Logistic, the “Acquired
Companies”). The acquisition was closed on December 15,
2008.
Prior to the
transaction, Seller and TICORP were parties to an Amended and Restated Joint
Venture Agreement (the “JVA”) pursuant to
which the Seller and Purchaser established and operate RadioMex. The
Agreement provides for termination of the JVA upon closing. Purchaser
and Seller also jointly owned Logistic and Retail which provide operational
support to RadioMex. RadioMex owns and operates approximately 200
RadioShack branded stores in Mexico.
Pursuant to the
terms of the Agreement, Purchaser acquired all of the issued and outstanding
shares of the Acquired Companies for MXP$563,287,500 Mexican Pesos or
approximately US$43 Million US dollars. RadioMex, Logistic and Retail
are now wholly owned subsidiaries of RadioShack.
A copy of the
Agreement is attached hereto as Exhibit 10.1.
Item
7.01 Regulation FD Disclosure.
See Item 1.01
regarding a description of the acquisition completed December 15,
2008.
RadioShack issued a
press release on December 16, 2008 announcing the completion of the
acquisition. A copy of the press release is attached hereto as
Exhibit 99.1.
Item
9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit
No.
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10.1
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Stock
Purchase Agreement, dated December 15, 2008, by and among Grupo Gigante,
S.A.B. de C.V., and Tandy International Corporation and ITC Services,
Inc.
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99.1
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Press
Release, dated December 16, 2008.
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2
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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RadioShack
Corporation
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(Registrant)
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Date:
December 16, 2008
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/s/ |
James F.
Gooch
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James F.
Gooch
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Executive
Vice President -
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Chief
Financial Officer
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(Principal
Financial Officer)
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3
EXHIBIT
INDEX
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Exhibit No.
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Description of Exhibit
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10.1
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Stock
Purchase Agreement, dated December 15, 2008, by and among Grupo Gigante,
S.A.B. de C.V., and Tandy International Corporation and ITC Services,
Inc.
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99.1
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Press
Release, dated December 16, 2008
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4