-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NuB3kPUdklP+KKeqXJU9KIQS21WlTzZKj1Zkw8x4eavb/wn6b+jdmRi4N1M9Jkuw pkjCtenPAn9H/C/EdqKsZQ== 0001104659-08-003711.txt : 20080122 0001104659-08-003711.hdr.sgml : 20080121 20080122095910 ACCESSION NUMBER: 0001104659-08-003711 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080118 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080122 DATE AS OF CHANGE: 20080122 FILER: COMPANY DATA: COMPANY CONFORMED NAME: REGIS CORP CENTRAL INDEX KEY: 0000716643 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PERSONAL SERVICES [7200] IRS NUMBER: 410749934 STATE OF INCORPORATION: MN FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12725 FILM NUMBER: 08540446 BUSINESS ADDRESS: STREET 1: 7201 METRO BLVD CITY: MINNEAPOLIS STATE: MN ZIP: 55439 BUSINESS PHONE: 6129477000 MAIL ADDRESS: STREET 1: 7201 METRO BLVD CITY: MINNEAPOLIS STATE: MN ZIP: 55439 8-K 1 a08-3358_18k.htm 8-K

 

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): January 18, 2008

 

REGIS CORPORATION

(Exact name of registrant as specified in its charter)

 

Minnesota

 

1-12725

 

41-0749934

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No)

 

7201 Metro Boulevard
Minneapolis, MN 55439
(Address of principal executive offices and zip code)

 

(952) 947-7777
(Registrant’s telephone number, including area code)

 

(Not applicable)

(Former name or former address, if changed from 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:

 

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))

 

 



 

Regis Corporation
Current Report on Form 8-K

 

ITEM 7.01. REGULATION FD DISCLOSURE.

 

On January 18, 2008, Regis Corporation announced that it entered into a stock purchase agreement with Cameron Capital Investments Inc. to purchase all Capital Stock of Cameron Capital, Inc.  Prior to the agreement the Company held a 19.9 percent interest in the voting common stock of SKH Enterprises I, Inc., a wholly-owned indirect subsidiary of Cameron Capital, Inc.  The 19.9 percent interest was accounted for under the equity method of accounting.

 

A copy of the News Release issued on January 18, 2008 by Regis Corporation in connection with this Item 7.01 is attached as Exhibit 99.1 and incorporated by reference herein.

 

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

 

(c) Exhibits.

 

EXHIBIT
NUMBER

 

 

 

 

 

99.1

 

Regis Corporation News Release dated January 18, 2008

 

2



 

SIGNATURE

 

Pursuant to the requirements of the Securities and Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

REGIS CORPORATION

 

 

 

 

 

 

Dated: January 18, 2008

By:

/s/ Eric Bakken

 

 

Name: Eric Bakken, Title: Secretary

 

 

EXHIBIT INDEX

 

EXHIBIT
NUMBER

 

 

 

 

 

99.1

 

Regis Corporation News Release dated January 18, 2008

 

3


EX-99.1 2 a08-3358_1ex99d1.htm EX-99.1

Exhibit 99.1

 

 

 

CONTACT:

REGIS CORPORATION:

 

Mark Fosland – Vice President, Finance

 

(952) 806-1707

 

Alex Forliti – Director, Finance – Investor Relations

 

(952) 806-1767

 

 

For Immediate Release

 

REGIS TO ACQUIRE PUREBEAUTY AND BEAUTYFIRST

-Trade Secret Salons to Re-Brand as PureBeauty-

 

MINNEAPOLIS, January 18, 2008 –– Regis Corporation (NYSE:RGS), the global leader in the $170 billion hair care industry, announced today that it has entered into an agreement to acquire the PureBeauty and BeautyFirst salon operations.  The Company currently holds a 19.9 percent equity interest in PureBeauty and BeautyFirst.  The transaction is scheduled to close in February, 2008.

 

The PureBeauty and BeautyFirst operations consist of 63 company-owned locations and 51 franchise locations operating in 20 states with consolidated annual revenues of approximately $65 million.  Including the sales of franchisees, system-wide sales are approximately $110 million.

 

“This transaction will allow us to significantly accelerate our transformation of Trade Secret from a retailer of professional product to a boutique offering a broad assortment of beauty products,” commented Paul D. Finkelstein, Chairman and Chief Executive Officer of Regis Corporation.  “We will re-brand most of our Trade Secret locations to PureBeauty and most of our Beauty Express locations to BeautyFirst.  We will be combining the best of all our brands, bringing together PureBeauty’s and BeautyFirst’s strength in skin, cosmetics and bath with Trade Secret’s existing professional hair care platform and exceptional real estate.  In addition, Steve Hudson, the President and Chief Executive Officer of PureBeauty and BeautyFirst, will become Chairman of this division and will be responsible for the strategic oversight and execution of our transformation plan.  Steve and his management team took control of PureBeauty and BeautyFirst 18 months ago.  In calendar 2007, they were able to generate consolidated same-store sales of five percent and significantly improve profitability.  Despite a difficult retail environment, their performance has been outstanding.”

 

Mr. Finkelstein concluded, “This is a very exciting and challenging time for Regis Corporation.  Our customers have told us they want more than professional hair care products and, with today’s increased competition and diversion issues, it is critical that we execute on the transformation of Trade Secret to a beauty boutique.  I am confident the transformation of Trade Secret will create significant shareholder value.”

 

Further detail of this transaction will be provided on the second quarter earnings conference call scheduled on January 22, 2008 at 10:00 a.m. Central Time.

 



 

About Regis Corporation

 

Regis Corporation (NYSE:RGS) is the beauty industry’s global leader in beauty salons, hair restoration centers and cosmetology education. As of September 30, 2007, the Company owned, franchised or held ownership interests in over 12,500 worldwide locations.  Regis’ corporate and franchised locations operate under concepts such as Supercuts, Jean Louis David, Vidal Sassoon, Regis Salons, MasterCuts, Trade Secret, SmartStyle, Cost Cutters and Hair Club for Men and Women.  In addition, Regis maintains ownership interests in Empire Education Group and various other salon concepts such as Cool Cuts 4 Kids, and the Beauty Takashi and Beauty Plaza concepts in Japan.  System-wide, these and other concepts are located in the U.S. and in eleven other countries in North America, Europe and Asia. Regis also maintains a 50 percent ownership interest in Intelligent Nutrients, a joint venture that provides a wide variety of certified organic products for health and beauty.  For additional information about the company, including management’s current financial outlook and a reconciliation of non-GAAP financial information, please visit the Investor Information section of the corporate website at www.regiscorp.com. To join Regis Corporation’s email alert list, click on this link:  http://www.b2i.us/irpass.asp?BzID=913&to=ea&Nav=1&S=0&L=1

 

This press release contains “forward-looking statements” within the meaning of the federal securities laws, including statements concerning anticipated future events and expectations that are not historical facts. These forward-looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The forward—looking statements in this document reflect management’s best judgment at the time they are made, but all such statements are subject to numerous risks and uncertainties, which could cause actual results to differ materially from those expressed in or implied by the statements herein. Such forward-looking statements are often identified herein by use of words including, but not limited to, “may,” “believe,” “project,” “forecast,” “expect,” “estimate,” “anticipate” and “plan.” In addition, the following factors could affect the Company’s actual results and cause such results to differ materially from those expressed in forward-looking statements. These factors include competition within the personal hair care industry, which remains strong, both domestically and internationally; price sensitivity; changes in economic conditions; changes in consumer tastes and fashion trends; labor and benefit costs; legal claims; risk inherent to international development (including currency fluctuations); the continued ability of the Company and its franchisees to obtain suitable locations for new salon development; governmental initiatives such as minimum wage rates, taxes and possible franchise legislation; the ability of the Company to successfully identify, acquire and integrate salons that support its growth objectives; the ability of the Company to maintain satisfactory relationships with suppliers; or other factors not listed above. The ability of the Company to meet its expected revenue growth is dependent on salon acquisitions, new salon construction and same-store sales increases, all of which are affected by many of the aforementioned risks. Additional information concerning potential factors that could affect future financial results is set forth in the Company’s Annual Report on Form 10-K for the year ended June 30, 2007. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. However, your attention is directed to any further disclosures made in our subsequent annual and periodic reports filed or furnished with the SEC on Forms 10-K, 10-Q and 8-K and Proxy Statements on Schedule 14A.

 

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