FREDS, INC. (NASDAQ:FRED) Files An 8-K Entry into a Material Definitive Agreement
ITEM 1.01. ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
April 21, 2017, by and among Freds, Inc. (the Company),
Alden Global Capital LLC, Strategic Investment Opportunities LLC,
and Heath B. Freeman, on May 24, 2017, the Company entered into a
Registration Rights Agreement (the Registration Rights
Agreement) with Alden Global Capital LLC and Strategic
Investment Opportunities LLC (together with any of its affiliates
and associates solely in their capacity as holders of the
Companys securities, collectively, the Alden
Shareholders). to the Registration Rights Agreement, the
Alden Shareholders may make up to four requests that the Company
file a registration statement to register the sale of shares of
the Companys common stock that the Alden Shareholders
beneficially own, subject to the limitations and conditions
provided in the Registration Rights Agreement.
will file and keep effective, subject to certain limitations, a
shelf registration statement covering shares of the Companys
common stock beneficially owned by the Alden Shareholders, and
also provides certain piggyback registration rights to the Alden
Shareholders.
Agreement terminate upon the earliest of (i) the date on which
such shares are disposed of to an effective registration
statement, (ii) the date on which such securities are sold to
Rule 144 of the Securities Act, and (iii) 90 days after the date
in which none of the Alden Shareholders are an affiliate of the
Company, assuming at such time such selling Alden Shareholder has
held the shares it intends to sell for at least six months and is
permitted to sell shares of common stock beneficially owned by
such Alden Shareholder under Rule 144(b)(1) of the Securities
Act.
indemnification provisions.
the full text of the Registration Rights Agreement, a copy of
which is filed herewith as Exhibit 10.1 to this Current Report on
Form 8-K and incorporated herein by reference.
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Exhibit
No.
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Description
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10.1
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Registration Rights Agreement, dated May 24, 2017, by and
between Freds, Inc., Alden Global Capital LLC and Strategic Investment Opportunities LLC. |
About FRED’S, INC. (NASDAQ:FRED)
Fred’s, Inc. (Fred’s) is engaged in the sale of general merchandise through its retail discount stores and full service pharmacies. The Company sells general merchandise to its over 20 franchisees. The Company has approximately 660 retail stores, over 370 pharmacies, and approximately three specialty pharmacy facilities located in over 15 states mainly in the Southeastern United States. The Company is licensed to dispense pharmaceuticals in approximately 50 states. The Company operates approximately 640 company-owned stores, including over 60 express stores (or Xpress stores). Fred’s is a combination of pharmacy, dollar store and mass merchant strategically located in smaller markets. It offers various product categories, including consumables, such as tobacco, food and beverage, prescription pharmaceuticals, paper and cleaning supplies, pet supplies, health and beauty aids, and discretionary products, such as home decor, seasonal merchandise, auto and hardware, and lawn and garden. FRED’S, INC. (NASDAQ:FRED) Recent Trading Information
FRED’S, INC. (NASDAQ:FRED) closed its last trading session up +0.34 at 13.96 with 678,671 shares trading hands.