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):  February 8, 2013

Winmark Corporation

(Exact Name of Registrant as Specified in Its Charter)

Minnesota

(State or Other Jurisdiction of Incorporation)

000-22012	41-1622691
(Commission File Number)	(I.R.S. Employer Identification Number)

605 Highway 169 North, Suite 400, Minneapolis, Minnesota 55441

(Address of Principal Executive Offices)  (Zip Code)

(763) 520-8500

(Registrant’s Telephone Number, Including Area Code)

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:

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

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

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

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

Item 7.01              Regulation FD Disclosure

On February 8, 2013, Winmark Corporation announced in a press release that that it recorded impairment charges relating to its’ investments in (i) Tomsten, Inc. (d/b/a Archiver’s) and (ii) BridgeFunds, LLC.  A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K.

Item 8.01              Other Events

On February 8, 2013, Winmark Corporation announced in a press release that that it recorded impairment charges relating to its’ investments in (i) Tomsten, Inc. (d/b/a Archiver’s) and (ii) BridgeFunds, LLC.  A copy of the press release is attached as Exhibit 99.1 of this Current Report on Form 8-K.

Item 9.01Financial Statements and Exhibits

(d)Exhibits

99.1 Press Release dated February 8, 2013

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SIGNATURES

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

WINMARK CORPORATION

	WINMARK CORPORATION
Date: February 11, 2013	By:	/s/ Anthony D. Ishaug
		Anthony D. Ishaug
		Chief Financial Officer and Treasurer

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EXHIBIT INDEX

to

Form 8-K

Winmark Corporation

Exhibit Number	Exhibit Description
99.1	Press Release dated February 8, 2013

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EX-99.1

Exhibit 99.1

Contact:	John L. Morgan
	763/520-8500

FOR IMMEDIATE RELEASE

WINMARK CORPORATION ANNOUNCES

IMPAIRMENT CHARGES FOR INVESTMENTS IN

TOMSTEN, INC. AND BRIDGEFUNDS, LLC

Minneapolis, MN (February 8, 2013)  —  Winmark Corporation (Nasdaq: WINA) announced today that it recorded impairment charges relating to its’ investments in (i) Tomsten, Inc. (d/b/a Archiver’s) and (ii) BridgeFunds, LLC.  The impact to Winmark’s financial statements includes:

·A $1.8 million reduction to the carrying value of Winmark’s investment in Archiver’s;

·A $0.7 million reduction to the carrying value of Winmark’s investment in BridgeFunds, LLC;

·A reduction of Winmark’s equity of $2.5 million;

·A reduction of pre-tax income of $2.5 million for the quarter ended December 29, 2012.  The charges will negatively impact earnings per share by approximately $0.47 per share for the quarter.

After these non-cash impairment charges, Winmark no longer has any carrying value for either of these investments.

Winmark plans to announce its fourth quarter and year-end results on February 27, 2013.

Winmark Corporation creates, supports and finances business. At December 29, 2012, there were 968 franchises in operation under the brands Plato’s Closet®, Play It Again Sports®, Once Upon A Child®, and Music Go Round®. An additional 65 retail franchises have been awarded but are not open.  In addition, at September 29, 2012, the Company had a lease portfolio of $34.1 million.

This press release contains forward-looking statements within the meaning of the safe harbor provisions of Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), relating to future events or the future financial performance of the Company including statements with respect to our ability to finance the growth of our leasing and franchising businesses for the foreseeable future.  Such forward-looking statements are only predictions or statements of intention subject to risks and uncertainties and actual events or results could differ materially from those anticipated.  Because actual result may differ, shareholders and prospective investors are cautioned not to place undue reliance on such forward-looking statements.