-----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, Gdb2Je4EKl0d1hKq1Lcu7kxI8EH9RfKSO2Wg1lLIgpONLkJpfF3hkJNROeMTI73i FHCnrj/rlgsTgMPzXEpe0w== 0001104659-11-004336.txt : 20110202 0001104659-11-004336.hdr.sgml : 20110202 20110202111743 ACCESSION NUMBER: 0001104659-11-004336 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110127 ITEM INFORMATION: Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110202 DATE AS OF CHANGE: 20110202 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: 11565349 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 a11-5083_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 27, 2011

 

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 2.04. TRIGGERING EVENTS THAT ACCELERATE OR INCREASE A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT.

 

On February 1, 2011, Regis Corporation (the Company) announced that the Company agreed, on January 27, 2011, to increase its equity interest in Provalliance, the largest hair salon company in Europe.  Under the terms of the agreement, the Company will pay approximately $56.0 million to secure an additional 17 percent equity interest, bringing its total equity interest in Provalliance to 46 percent.  The transaction is expected to close prior to June 30, 2011.  The transaction results from the Company’s acceptance of a previously-disclosed equity put right held by one of the other investors in Provalliance.  The obligation to purchase the remainder of Provalliance’s equity interest under the previously-disclosed equity put continues to exist through 2018.

 

A copy of the News Release issued by the Company in connection with this Item 2.04 is attached as Exhibit No. 99.

 

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

 

(d) Exhibits.

 

EXHIBIT
NUMBER

 

 

 

 

 

99

 

Regis Corporation News Release dated February 1, 2011.

 

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: February 2, 2011

By:

/s/ Eric Bakken

 

 

Name: Eric Bakken, Title: Secretary

 

EXHIBIT INDEX

 

EXHIBIT
NUMBER

 

 

 

 

 

99

 

Regis Corporation News Release dated February 1, 2011.

 

3


EX-99 2 a11-5083_1ex99.htm EX-99

Exhibit 99

 

 

CONTACT: REGIS CORPORATION:

 

Mark Fosland — Vice President, Finance

 

(952) 806-1707

 

For Immediate Release

 

REGIS ANNOUNCES OWNERSHIP INCREASE IN PARENT COMPANY OF

JEAN LOUIS DAVID AND FRANCK PROVOST SALONS

— Regis Increases Equity Ownership in Provalliance to 46 Percent -

 

MINNEAPOLIS, February 1, 2011 — Regis Corporation (NYSE: RGS), the global leader in the $160 billion hair care industry, today announced that it has agreed to increase its ownership stake in Provalliance, the largest hair salon company in Europe.

 

Under the terms of the agreement, Regis will pay approximately $56.0 million to secure an additional 17 percent ownership interest, bringing its total equity position in Provalliance to 46 percent.  The transaction is expected to close prior to June 30, 2011, and is projected to add approximately six cents to earnings per share on a full year basis.  The transaction results from Regis’ acceptance of a previously-disclosed equity put right held by one of the other investors in Provalliance.

 

Provalliance, which operates salons primarily under the brands of Jean Louis David, Franck Provost and Saint Algue is led by its founder and Chairman, Franck Provost, and Marc Aublet, President.  Founded in 1975, Provalliance currently owns or franchises approximately 2,500 hair salons in 33 countries with annual revenues of over $275 million and system-wide sales exceeding $1 billion.

 

“We are extremely excited to expand our ownership interest in Provalliance,” commented Paul D. Finkelstein, Chairman and Chief Executive Officer.  “We originally partnered with Franck Provost in January, 2008 and we are very satisfied with the execution of the business plan we jointly developed.  The Provalliance business model is proven and the management team is established and experienced.  The business is primarily franchised and has high margins and low capital investment requirements.  Their brand recognition and profitability has been enhanced through their strong partnerships with the world’s largest professional product companies.”

 

Mr. Finkelstein concluded, “With only a four-percent market share in North America, Regis remains committed to growing our business domestically.  However, there are also significant expansion opportunities internationally, and we do not want to miss out on those opportunities.

 



 

By increasing our ownership in Provalliance, we have the platform to participate in international growth, thereby further solidifying our position as the world’s largest operator of hair salons.”

 

When the transaction is completed, Regis expects to recognize a non-cash, non-operational gain of approximately $1.0 to $3.0 million representing the settlement of an existing equity put liability related to Provalliance.  Additionally, Regis will continue to account for the investment in Provalliance under the equity method of accounting.

 

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 December 31, 2010, the Company owned, franchised or held ownership interests in over 12,700 worldwide locations.  Regis’ corporate and franchised locations operate under concepts such as Supercuts, Sassoon Salon, Regis Salons, MasterCuts, SmartStyle, Cost Cutters, Cool Cuts 4 Kids and Hair Club for Men and Women.  In addition, Regis maintains an ownership interest in Provalliance, which operates salons primarily in Europe, under the brands of Jean Louis David, Franck Provost and Saint Algue.  Regis also maintains ownership interests in Empire Education Group and the MY Style concepts in Japan.  System-wide, these and other concepts are located in the U.S. and in over 30 other countries in North America, South America, Europe, Africa and Asia. For additional information about the company, including a reconciliation of non-GAAP financial information and certain supplemental 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,” “e stimate,” “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 the results and impact of the Company’s announcement to explore strategic alternatives; competition within the personal hair care industry, which remains strong, both domestically and internationally; price sensitivity; changes in economic conditions, and in particular, continued weakness in the U.S. and global economies; changes in consumer tastes and fashion trends; the ability of the Company to implement its planned spending and cost reduction plan and to continue to maintain compliance with the financial covenants in its credit agreements; 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 and financing for new salon development and to maintain satisfactory relationships with landlords and other licensors with respect to existing locations; 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 target 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, 2010. 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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