SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) September 22, 2005
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LINENS 'N THINGS, INC.
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(Exact Name of Registrant as Specified in Charter)
Delaware 1-12381 22-3463939
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(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
6 Brighton Road, Clifton, New Jersey 07015
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (973) 778-1300
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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 (see General Instructions A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 7.01 Regulation FD Disclosure
Attached and being furnished hereby as Exhibit 99.1 is a copy of a press release
of Linens 'n Things, Inc. (the "Company") dated September 22, 2005, concerning
the Company's outlook, including currently estimated sales and earnings for the
third quarter of 2005. Such estimated sales and earnings constitute "forward
looking" information within the meaning of The Private Securities Litigation
Reform Act of 1995.
Item 8.01 Other Events
On September 22, 2005, the Company also announced that its Board of Directors is
exploring strategic alternatives to enhance shareholder value including a
possible sale of the Company. The Company said there can be no assurance that
any transaction will occur or, if one is undertaken, its terms or timing. The
Company has retained Credit Suisse First Boston LLC as its financial advisor to
assist in the process. The Company stated that it does not expect to update its
progress or disclose developments with respect to the exploration of strategic
alternatives unless the Board of Directors has approved a definitive
transaction.
A copy of the Company's press release is attached to this Current Report as
Exhibit 99.1.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
99.1 Press Release of Linens 'n Things, Inc., dated September 22, 2005
SIGNATURE
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.
LINENS 'N THINGS, INC.
Dated: September 22, 2005 By: /s/ William T. Giles
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Name: William T. Giles
Title: Executive Vice President,
Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description
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99.1 Press Release of Linens 'n Things, Inc., dated September 22, 2005