Item 2.02. Results of Operations and Financial Condition.
On January 6, 2020, Pier 1 Imports, Inc. (the "Company") issued a press release
announcing the financial results for the Company's third quarter of fiscal year
2020 (the quarterly period ended November 30, 2019). A copy of this press
release is included with this Current Report on Form 8-K as Exhibit 99.1.
The information contained in this Current Report on Form 8-K pursuant to this
"Item 2.02 Results of Operations and Financial Condition" is being furnished.
The information in this Item 2.02 of Current Report on Form 8-K and on Exhibit
99.1 included herewith shall not be deemed to be filed for the purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise
subject to the liabilities of that section.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers;
Compensatory Arrangements of Certain Officers.
On January 6, 2020, the board of directors (the "Board") of the Company resolved
to increase the size of the Board from nine to eleven directors and elected Ms.
Pamela Corrie and Mr. Steven Panagos to serve as directors, effective
immediately.
Ms. Corrie has been named as a member of the Compensation Committee of the
Board. Mr. Panagos has been named as a member of the Compensation Committee and
Audit Committee of the Board.
Pamela Corrie will serve as a director of the Company. Ms. Corrie served as a
consultant to the Board from December 13, 2019 until her appointment to the
Board. Ms. Corrie has served as a Managing Director at Carl Marx Advisors since
February 2018, a restructuring attorney, and a business leader with over 25
years of experience in complex in-and-out of court restructurings. She has
significant experience helping companies facing challenges associated with
organizational and capital structures, as well as market changes, to increase
profitability. Ms. Corrie recently served as Chief Restructuring Officer of ABC
Carpet and Home from June 2017 to May 2019. There she assisted in the business
evaluation, refined and implemented a transformative business plan that included
the sale of substantial real estate assets, executed on the metamorphosis of the
business into a smaller retail footprint, reinvigorated the company's
merchandising plan, and provided recommendations to mitigate risks and maximize
value. Previously, Ms. Corrie was the Managing Director/Chief Executive Officer
of Epiq Systems, a provider of technology solutions to law firms and financial
advisory firms advising distressed companies, from April 2015 to November 2016.
There, she was tasked with reinvigorating the corporate restructuring division
of the legal services company to facilitate its sale. Prior to her tenure at
Epiq, Ms. Corrie was the General Counsel and Chief Legal Advisor to the Risk
organization at General Electric Capital Corporation, Americas Division ("GE
Capital") from 2003 to 2015. There she built and managed a team of attorneys
providing legal advice on all facets of complex workouts, restructurings,
bankruptcies and litigations. Prior to joining GE Capital, Ms. Corrie worked in
the corporate restructuring group at the law firm of Weil, Gotshal & Manges LLC
from 1986 to 1997. Ms. Corrie's practice focused on complex restructuring and
bankruptcies, in which capacity she represented debtors, large institutional
creditors, and creditors' committees. Ms. Corrie received a Bachelor of Science
from Stanford University and a Juris Doctorate degree from the University of
California at Los Angeles School of Law. She is a member of the bars of New
York, California and Connecticut.
Steven G. Panagos will serve as a director of the Company. Mr. Panagos served as
a consultant to the Board from December 13, 2019 until his appointment to the
Board. Mr. Panagos has served as a member of the board of trustees of SMTA
(NYSE:SMTA) since May 2018 which converted to a liquidating trust on January 1,
2020. Mr. Panagos continues to serve on the board of trustees of the SMTA
Liquidating Trust. Mr. Panagos served as Managing Director and Vice Chairman of
the Recapitalization & Restructuring Group at Moelis & Company from April 2009
to June 2018, when he retired. Mr. Panagos has a long and distinguished career
of leading complex bankruptcies and reorganizations for both companies and their
creditors across a broad spectrum of industries. To date, Mr. Panagos has
restructured more than $100 billion worth of debt across more than 80 situations
and has provided expert testimony regarding valuation and restructuring matters.
Prior to joining Moelis & Company, Mr. Panagos was the National Practice Leader
of Kroll Zolfo Cooper's Corporate Advisory & Restructuring Practice where, among
other roles, he served as Interim Chief Executive Officer and Chief
Restructuring Officer of Penn Traffic Supermarkets (2003-2004); President and
Chief Operating Officer of Krispy Kreme Doughnuts (2005-2006) and Chief
Restructuring Officer and member of the special committee of the board of
directors of Metromedia Fiber Network (2002-2003). Mr. Panagos received a
Bachelor of Science degree in Accounting and Finance from the University of
Michigan. He was formerly a certified public accountant.
Ms. Corrie's and Mr. Panagos's compensation for service on the Board will be
determined by the Board at a later date.
The Company will enter into a standard director indemnity agreement with Ms.
Corrie and Mr. Panagos, a form of which was filed with the SEC as Exhibit 10.1
to the Company's Annual Report on Form 10-K for the fiscal year ended February
26, 2011.
The Company has determined that neither Ms. Corrie nor Mr. Panagos, nor any of
their respective immediate family members has or had (nor does any propose to
have) a direct or indirect material interest in any transaction in which the
Company or any of the Company's subsidiaries was or is (or is proposed to be) a
participant, that would be required to be disclosed under Item 404(a) of
Securities and Exchange Commission Regulation S-K. In addition, the Company has
determined that there are no family relationships between Ms. Corrie, Mr.
Panagos and any current executive officer or director of the Company.
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Item 9.01. Financial Statements and Exhibits.
(a) - (c) Not applicable.
(d) Exhibits.
Exhibit No. Description
Press release dated January 6, 2020 announcing the Company's
99.1 financial results for its third quarter of fiscal year 2020 (the
quarterly period ended November 30, 2019).
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PIER 1 IMPORTS, INC. 
