0001140361-13-009124.txt : 20130225 0001140361-13-009124.hdr.sgml : 20130225 20130225160836 ACCESSION NUMBER: 0001140361-13-009124 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130102 FILED AS OF DATE: 20130225 DATE AS OF CHANGE: 20130225 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Dely Mark C CENTRAL INDEX KEY: 0001565983 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-14565 FILM NUMBER: 13639058 MAIL ADDRESS: STREET 1: 4300 NEW GETWELL RD CITY: MEMPHIS STATE: TN ZIP: 38118 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: FREDS INC CENTRAL INDEX KEY: 0000724571 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-VARIETY STORES [5331] IRS NUMBER: 620634010 STATE OF INCORPORATION: TN FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 4300 NEW GETWELL RD CITY: MEMPHIS STATE: TN ZIP: 38118 BUSINESS PHONE: 9013658880 MAIL ADDRESS: STREET 1: 4300 NEW GETWELL ROAD CITY: MEMPHIS STATE: TN ZIP: 38118 FORMER COMPANY: FORMER CONFORMED NAME: BADDOUR INC DATE OF NAME CHANGE: 19910620 3 1 doc1.xml FORM 3 X0206 3 2013-01-02 0 0000724571 FREDS INC FRED 0001565983 Dely Mark C 4300 NEW GETWELL RD MEMPHIS TN 38118 0 1 0 0 Sr. Vice President Class A Common Stock 5000 D Option on Class A Common Stock 13.77 2018-01-02 2020-01-02 Class A Common Stock 15251 D Restricted shares lapse on the tenth anniversary unless the Company performs at a specified profit margin which might cause the shares to lapse earlier than the ten years. Options vest 20% per year Jerry Shore by power of attorney 2013-02-25 EX-24 2 poa1.htm POWER OF ATTORNEY Unassociated Document
POWER OF ATTORNEY


Know all by these presents, that the undersigned hereby constitutes and appoints each of Michael J. Hayes, Jerry A. Shore, Mark C. Dely, James Brown, signing singly, the undersigned's true and lawful attorney-in-fact to:

1.
execute for and on behalf of the undersigned, in the undersigned's capacity as a director and/or officer of Fred's, Inc. (the “Company”), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules and regulations promulgated thereunder;

2.
do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and

3.
take any and all other actions of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted.  The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed on January 2, 2013.


/s/ Mark C. Dely
      
Signature
      
       
Mark C. Dely
  
/s/ Dana Terle
  
Print name
  
Notary