-----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, EC0tP/t5cTK/fKtF88f0WnzcXE3my6T8RlNbfyvKcuYdkqyg46J3piJGgT8++qzA D+6ycUu9ft+X+4GvekXCow== 0001193125-10-264102.txt : 20101118 0001193125-10-264102.hdr.sgml : 20101118 20101118155159 ACCESSION NUMBER: 0001193125-10-264102 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20101112 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20101118 DATE AS OF CHANGE: 20101118 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MONRO MUFFLER BRAKE INC CENTRAL INDEX KEY: 0000876427 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AUTOMOTIVE REPAIR, SERVICES & PARKING [7500] IRS NUMBER: 160838627 STATE OF INCORPORATION: NY FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19357 FILM NUMBER: 101202805 BUSINESS ADDRESS: STREET 1: 200 HOLLEDER PKWY CITY: ROCHESTER STATE: NY ZIP: 14615-3808 BUSINESS PHONE: 7166476400 8-K 1 d8k.htm CURRENT REPORT Current Report

 

 

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):

November 12, 2010

 

 

MONRO MUFFLER BRAKE, INC.

(Exact name of registrant as specified in its charter)

 

 

 

New York   0-19357   16-0838627
(State of Incorporation)  

(Commission

File Number)

 

(I.R.S. Employer

Identification No.)

 

200 Holleder Parkway, Rochester, New York   14615
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code (585) 647-6400

Not Applicable

(Former name or former address, if changed since 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 (see General Instruction A.2. below):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 8.01 Voluntary Disclosure of Other Events

On November 12, 2010, the Board of Directors declared a quarterly cash dividend of $.12 per share, representing a 33% increase in the Company’s quarterly dividend payments. The dividend will be payable on December 13, 2010 to shareholders of record as of December 3, 2010, including shares of common stock to which the holders of the Company’s Class C Convertible Preferred Stock are entitled.

Also on November 12, 2010, the Board of Directors declared a three-for-two stock split of the Company’s common stock in the form of a 50% stock dividend payable to shareholders of record at the close of business on December 13, 2010.

On November 15, 2010, the Company issued a press release announcing both the increase in the quarterly cash dividend and the three-for-two stock split. Further details are contained in the press release which is furnished herewith as Exhibit 99.1.

 

Item 9.01 Financial Statements and Exhibits

 

  (a) Not applicable.
  (b) Not applicable.
  (c) Not applicable.
  (d) The following is a list of exhibits furnished with this Current Report on Form 8-K:

 

Exhibit No.

  

Description

99.1    Press Release, dated November 15, 2010.


SIGNATURES

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

 

    MONRO MUFFLER BRAKE, INC.
    (Registrant)
November 18, 2010     By:  

/s/ Catherine D’Amico

    Catherine D’Amico
    Executive Vice President - Finance
EX-99.1 2 dex991.htm PRESS RELEASE, DATED NOVEMBER 15, 2010 Press Release, dated November 15, 2010

Exhibit 99.1

 

CONTACT:   Robert Gross
  Chairman and Chief Executive Officer
  (585) 647-6400
  Catherine D’Amico
  Executive Vice President – Finance
  Chief Financial Officer
  (585) 647-6400
  Investors: Jessica Greenberger
  Media: Samantha Cohen
  FD
  (212) 850-5600

FOR IMMEDIATE RELEASE

MONRO MUFFLER BRAKE, INC. INCREASES QUARTERLY CASH DIVIDEND 33%

AND ANNOUNCES THREE-FOR-TWO STOCK SPLIT

ROCHESTER, N.Y. – November 15, 2010 – Monro Muffler Brake, Inc. (Nasdaq: MNRO), a leading provider of automotive undercar repair and tire services, today announced that its Board of Directors has approved a 33% increase in the Company’s quarterly dividend to $.12 per share. The increased dividend rate will be effective commencing with the regular quarterly dividend payable on December 13, 2010 to shareholders of record as of December 3, 2010, including shares of common stock to which the holders of the Company’s Class C Convertible Preferred Stock are entitled.

Separately, the Company’s Board of Directors has declared a three-for-two stock split of the Company’s common stock to be effected in the form of a 50% stock dividend. The stock split will entitle all shareholders of record at the close of business on December 13, 2010 to receive one additional share of the Company’s common stock for every two shares of common stock held on that date. The additional shares will be distributed to shareholders on or about December 23, 2010. Cash will be paid in lieu of issuing fractional shares based on the closing price of the Company’s common stock on December 13, 2010 (as adjusted for the stock split). Monro has approximately 20 million shares outstanding and, after giving effect to the stock split, will have approximately 30 million shares outstanding.

Following the three-for-two stock split on December 23, 2010, it is anticipated that, in declaring the fourth and final quarterly cash dividend in March 2011 for the 2011 fiscal year, the Board would ratably reduce the dividend payment from $.12 per share to $.08 per share (a reduction of 33%) to reflect the stock split (an increase of 33%). As a result, the aggregate amount to which each shareholder would be entitled would remain unchanged.


“In addition to increasing our dividend five times in the last five years, we are pleased to announce our third stock split in the last seven years, which we anticipate will enhance the attractiveness of our stock to a wider group of investors and further increase the liquidity of our shares,” said Robert G. Gross, Chairman and Chief Executive Officer. “While we remain focused on generating strong organic growth and expanding our market share through opportunistic acquisitions, we are also firmly committed to maximizing shareholder value. Over the past decade, Monro has increased comparable store sales every year. Further, incorporating our estimated diluted earnings per share range from $2.00 to $2.06 for fiscal 2011, we are on track to generate compound annual earnings growth of approximately 30% over the last three years. Both the dividend increase and the stock split underscore the confidence of the Board and management team in the future prospects of the Company and our ability to continue to achieve strong, long-term financial performance.”

About Monro Muffler Brake

Monro Muffler Brake operates a chain of stores providing automotive undercar repair and tire services in the United States, operating under the brand names of Monro Muffler Brake and Service, Mr. Tire, Tread Quarters Discount Tires, Autotire and Tire Warehouse. The Company currently operates 784 stores in New York, Pennsylvania, Ohio, Connecticut, Massachusetts, West Virginia, Virginia, Maryland, Vermont, New Hampshire, New Jersey, North Carolina, South Carolina, Indiana, Rhode Island, Delaware, Maine, Illinois and Missouri. Monro’s stores provide a full range of services for brake systems, steering and suspension systems, tires, exhaust systems and many vehicle maintenance services.

The statements contained in this press release that are not historical facts may contain statements of future expectations and other forward-looking statements made pursuant to the Safe Harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are subject to risks, uncertainties and other important factors that could cause actual results to differ materially from those expressed. These factors include, but are not necessarily limited to, volatility in the capital markets and other events which affect the liquidity of our shares, product demand, dependence on and competition within the primary markets in which the Company’s stores are located, the need for and costs associated with store renovations and other capital expenditures, the effect of economic conditions, the impact of competitive services and pricing, product development, parts supply restraints or difficulties, industry regulation, risks relating to leverage and debt service (including sensitivity to fluctuations in interest rates), continued availability of capital resources and financing, risks relating to integration of acquired businesses and other factors set forth in the Company’s Securities and Exchange Commission filings, including the report on Form 10-K for the fiscal year ended March 27, 2010.

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