Item 8.01 Other Events.
On April 1, 2021, Michaels Stores, Inc. ("MSI"), an indirect, wholly-owned
subsidiary of The Michaels Companies, Inc. (the "Company"), caused to be
delivered to the holders of MSI's 8.000% Senior Notes due 2027 (the "Senior
Notes") and 4.750% Senior Secured Notes due 2027 (the "Secured Notes") notices
of conditional redemption (the "Notices of Redemption") relating to the
redemption in full of the Senior Notes, in an aggregate principal amount of
$500,000,000, and Secured Notes, in an aggregate principal amount of
$375,000,000 (collectively, the "Redemption"). The Redemption is subject to the
consummation of the merger of Magic MergeCo, Inc., a Delaware corporation
("Merger Sub"), with and into the Company pursuant to the previously disclosed
Agreement and Plan of Merger, dated as of March 2, 2021, by and among the
Company, Magic AcquireCo, Inc., a Delaware corporation, and Merger Sub on or
before the redemption date described below (the "Condition"). The redemption
date is April 15, 2021, provided that (A) it may be delayed until such time as
the Condition is satisfied (or waived by the Company in its sole discretion) and
(B) the Notices of Redemption may be rescinded in the event that the Condition
is not satisfied by the redemption date or if in the good faith judgment of the
Company the Condition will not be satisfied. The Company would redeem each of
the Senior Notes and the Secured Notes at a redemption price equal to 100% plus
the applicable make-whole premium. The Company would pay accrued and unpaid
interest on the Senior Notes and Secured Notes to, but excluding, the redemption
date.
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THE MICHAELS COMPANIES, INC. 