UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON
D.C. 20549
CURRENT
REPORT PURSUANT
TO
SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of
Report (Date of earliest event reported): February 15, 2008
DOLLAR
TREE STORES, INC.
(Exact
name of registrant as specified in its charter)
VIRGINIA
(State
or
Other Jurisdiction of Incorporation)
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0-25464
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54-1387365
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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500
Volvo
Parkway
Chesapeake,
VA 23320
(Address
of Principal Executive Offices and Zip Code)
(757)
321-5000
(Registrant’s
Telephone Number, Including Area Code)
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:
o
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
1.01 Entry into a Material Definitive Agreement.
The
information presented under Item 2.03 is incorporated by reference into this
Item 1.01.
Item
2.03 Creation of a Direct Obligation or an Obligation under an Off-Balance
Sheet
Arrangement of a Registrant.
On
February 20, 2008, the Company entered into a five-year $550.0 million Credit
Agreement (the Agreement) with Wachovia Bank, N.A, as administrative
agent. The Agreement provides for a $300.0 million revolving line of
credit, including up to $150.0 million in available letters of credit, and
a
$250.0 million term loan. The interest rate on the facility will
be based, at the Company’s option, on a LIBOR rate, plus a margin, or an
alternate base rate, plus a margin. The revolving line of credit also
bears a facilities fee, calculated as a percentage, as defined, of the amount
available under the line of credit, payable quarterly. The term loan
is due and payable in full at the five year maturity date of the
Agreement. The Agreement also bears an administrative fee payable
annually. The Agreement, among other things, requires the maintenance
of certain specified financial ratios, restricts the payment of certain
distributions and prohibits the incurrence of certain new
indebtedness. The Company’s $450.0 million revolving credit facility
was terminated concurrent with entering into the Agreement. A copy of
the Agreement is attached to this filing as Exhibit 10.1.
Item
5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
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(e)
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Compensatory
Arrangements for Named Executive
Officers
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As
previously disclosed in the Company’s January 16, 2008, Current Report on Form
8-K (January 16 Report), the Compensation Committee of the Board of Directors
authorized the grant of performance based awards to certain named executive
officers of the Company. The January 16 Report specified the amounts
and recipients of the awards, which were made effective as of February 15,
2008. We are filing this Item 5.02(e) to attach the forms of the
agreements applicable to these awards as Exhibit 10.2 and Exhibit 10.3
hereto.
Each
of the above referenced awards was made under either the Company’s 2004
Executive Officer Equity Plan or the Company’s 2003 Equity Incentive Plan, as
applicable, both previously approved by the shareholders.
Item
9.01. Financial Statements and Exhibits.
(c)
Exhibits.
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10.1
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Dollar
Tree Stores, Inc. $550.0 million Credit Agreement, dated February
20,
2008, with Wachovia Bank, N.A., as administrative agent.
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10.2
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Form
of Standard Restricted Stock Unit Award Agreement for use under
the Dollar
Tree Stores, Inc. 2003 Equity Incentive Plan and the Dollar Tree
Stores,
Inc. 2004 Executive Officer Equity Plan
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10.3
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Form
of Standard Stock Option Agreement for use under the Dollar Tree
Stores,
Inc. 2003 Equity Incentive Plan and the Dollar Tree Stores, Inc.
2004
Executive Officer Equity Plan
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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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DOLLAR
TREE STORES, INC.
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Date:
February 22, 2008
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By:
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/s/
Kathleen
Mallas
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Kathleen
Mallas
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Vice
President - Controller
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EXHIBITS
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Exhibit
10.1
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Dollar
Tree Stores, Inc. $550.0 million Credit Agreement, dated February
20,
2008, with Wachovia Bank, N.A., as administrative
agent
|
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Exhibit
10.2
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Form
of Standard Restricted Stock Unit Award Agreement for use under the
Dollar
Tree Stores, Inc. 2003 Equity Incentive Plan and the Dollar Tree
Stores,
Inc. 2004 Executive Officer Equity Plan
|
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Exhibit
10.3
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Form
of Standard Stock Option Agreement for use under the Dollar Tree Stores,
Inc. 2003 Equity Incentive Plan and the Dollar Tree Stores, Inc.
2004
Executive Officer Equity Plan
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