-----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, DS1IEGSqGWmaSiczhd6qYLL36HzBu8y2T0HlFQ1pihey7FwB4wnMLJ5yL6uWYuJ3 N8tdYQDUNnjGs/RQrOrqoA== 0001104659-09-043632.txt : 20090717 0001104659-09-043632.hdr.sgml : 20090717 20090717133328 ACCESSION NUMBER: 0001104659-09-043632 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090717 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090717 DATE AS OF CHANGE: 20090717 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: 09950264 BUSINESS ADDRESS: STREET 1: 7201 METRO BLVD CITY: MINNEAPOLIS STATE: MN ZIP: 55439 BUSINESS PHONE: 9529477777 MAIL ADDRESS: STREET 1: 7201 METRO BLVD CITY: MINNEAPOLIS STATE: MN ZIP: 55439 8-K 1 a09-18990_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): July 17, 2009

 

REGIS CORPORATION

(Exact name of registrant as specified in its charter)

 

Minnesota

 

1-12725

 

41-0749934

(State or other jurisdictionof 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 8.01. OTHER EVENTS.

 

On July 17, 2009, Regis Corporation (“Regis”) announced that the underwriters of the previously announced convertible senior notes and common stock offerings have exercised in full their over-allotment options.  The exercise of the over-allotment options results in the issuance of an additional $22,500,000 of convertible senior notes and 1,725,000 shares of common stock.  With the exercise of the over-allotment options, Regis issued, in the aggregate, $172,500,000 aggregate principal amount of 5.0% convertible senior notes due 2014 and 13,225,000 shares of common stock.  The closings for the exercise of the over-allotment options are scheduled for July 21, 2009.

 

A copy of the News Release issued by Regis in connection with this Item 8.01 is attached as Exhibit 99.1 and incorporated by reference herein.

 

The information in this Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, regardless of any general incorporation language in such filing.

 

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

 

(d) Exhibits.

 

EXHIBIT
NUMBER

 

 

 

 

 

99.1

 

Regis Corporation News Release dated July 17, 2009

 

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: July 17, 2009

By:

/s/ Eric Bakken

 

 

Name: Eric Bakken, Title: Secretary

 

 

EXHIBIT INDEX

 

EXHIBIT
NUMBER

 

 

 

 

 

99.1

 

Regis Corporation News Release dated July 17, 2009

 

3


EX-99.1 2 a09-18990_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 CORPORATION ANNOUNCES EXERCISE IN FULL BY UNDERWRITERS OF OVER-ALLOTMENT OPTIONS ON CONVERTIBLE SENIOR NOTES AND COMMON STOCK OFFERINGS

 

MINNEAPOLIS, July 17, 2009 — Regis Corporation (NYSE:  RGS), the global leader in the $170 billion hair care industry, today announced that the underwriters of its previously announced convertible senior notes and common stock offerings have exercised in full their over-allotment options.  The exercise of the over-allotment options results in the issuance of an additional $22,500,000 of convertible senior notes and 1,725,000 shares of common stock.  With the exercise of the over-allotment options, the Company issued, in the aggregate, $172,500,000 aggregate principal amount of 5.0% convertible senior notes due 2014 and 13,225,000 shares of common stock.  The closings for the exercise of the over-allotment options are scheduled for July 21, 2009.

 

Merrill Lynch & Co. and Credit Suisse Securities (USA) LLC acted as the lead underwriters for the convertible notes offering and the common stock offering.

 

Copies of the registration statement (including the prospectus) filed with the U.S. Securities and Exchange Commission (SEC) for the offerings to which this communication relates may be obtained for free by visiting EDGAR on the SEC’s website at http://www.sec.gov. Alternatively, copies may be obtained from Merrill Lynch & Co., Attn: Prospectus Department, 4 World Financial Center, New York, NY 10080, (866) 500-5408 or Credit Suisse Securities (USA) LLC, Attn: Prospectus Department, One Madison Avenue, New York, NY 10010, (800) 221-1037.

 

This press release does not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any offer or sale of these securities in any state or country in which such offer, solicitation or sale would be unlawful.

 


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