RENT-A-CENTER, INC. (NASDAQ:RCII) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item 5.02
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Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. |
On April 9, 2017, the Board of Directors of Rent-A-Center, Inc.
(the Company) appointed Mark E. Speese to serve as the Companys
Chief Executive Officer in lieu of his current position as the
Companys interim Chief Executive Officer, which appointment is
effective on April 10, 2017. In connection with the appointment of
Mr. Speese as Chief Executive Officer of the Company, Mr. Speese
and the Company amended the Interim CEO Employment Agreement (the
Interim Agreement) previously entered into between the parties to
clarify that Mr. Speeses service to the Company as Chief Executive
Officer will continue to be governed by the terms and conditions of
the Interim Agreement.
(the Company) appointed Mark E. Speese to serve as the Companys
Chief Executive Officer in lieu of his current position as the
Companys interim Chief Executive Officer, which appointment is
effective on April 10, 2017. In connection with the appointment of
Mr. Speese as Chief Executive Officer of the Company, Mr. Speese
and the Company amended the Interim CEO Employment Agreement (the
Interim Agreement) previously entered into between the parties to
clarify that Mr. Speeses service to the Company as Chief Executive
Officer will continue to be governed by the terms and conditions of
the Interim Agreement.
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Item 8.01
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Other Events.
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Appointment of Mark E. Speese as Chief Executive Officer
On April 10, 2017, the Company issued a press release announcing
the appointment of Mr. Speese as Chief Executive Officer of the
Company. A copy of this press release is attached to this Current
Report on Form 8-K as Exhibit 99.1.
the appointment of Mr. Speese as Chief Executive Officer of the
Company. A copy of this press release is attached to this Current
Report on Form 8-K as Exhibit 99.1.
Announcement of New Strategic Plan
On April 10, 2017, the Company issued a press release announcing
the adoption of a new strategic plan for the Company. A copy of
this press release is attached to this Current Report on Form 8-K
as Exhibit 99.2, and a presentation to investors regarding the
strategic plan (and related materials) is attached to this Current
Report on Form 8-K as Exhibit 99.3.
the adoption of a new strategic plan for the Company. A copy of
this press release is attached to this Current Report on Form 8-K
as Exhibit 99.2, and a presentation to investors regarding the
strategic plan (and related materials) is attached to this Current
Report on Form 8-K as Exhibit 99.3.
Additional Information and Where to Find It
The Company intends to file a proxy statement with the U.S.
Securities and Exchange Commission (the SEC) with respect to its
2017 Annual Meeting.>The Company stockholders are strongly
encouraged to read any such proxy statement, the accompanying white
proxy card and other documents filed with the SEC carefully in
their entirety when they become available because they will contain
important information. Stockholders will be able to obtain any
proxy statement, any amendments or supplements to the proxy
statement and other documents filed by the Company with the SEC
free of charge at the SECs website at www.sec.gov. Copies also will
be available free of charge at the Companys website at
www.rentacenter.com or by contacting the Companys Investor
Relations at 972-801-1100. The Company, its directors, executive
officers and other employees may be deemed to be participants in
the solicitation of proxies from the Companys stockholders in
connection with the matters to be considered at Rent-A-Centers 2017
Annual Meeting. Information about certain current directors and
executive officers of the Company is available in the Companys
proxy statement, dated April 18, 2016, for its 2016 Annual Meeting.
To the extent holdings of the Companys securities by such directors
or executive officers have changed since the amounts printed in the
2016 proxy statements, such changes have been or will be reflected
on Statements of Change in Ownership on Form 4 filed with the SEC.
More detailed information regarding the identity of potential
participants, and their direct or indirect interests, by security
holdings or otherwise, will be set forth in the proxy statement and
other materials to be filed with the SEC in connection with
Rent-A-Centers 2017 Annual Meeting.
Securities and Exchange Commission (the SEC) with respect to its
2017 Annual Meeting.>The Company stockholders are strongly
encouraged to read any such proxy statement, the accompanying white
proxy card and other documents filed with the SEC carefully in
their entirety when they become available because they will contain
important information. Stockholders will be able to obtain any
proxy statement, any amendments or supplements to the proxy
statement and other documents filed by the Company with the SEC
free of charge at the SECs website at www.sec.gov. Copies also will
be available free of charge at the Companys website at
www.rentacenter.com or by contacting the Companys Investor
Relations at 972-801-1100. The Company, its directors, executive
officers and other employees may be deemed to be participants in
the solicitation of proxies from the Companys stockholders in
connection with the matters to be considered at Rent-A-Centers 2017
Annual Meeting. Information about certain current directors and
executive officers of the Company is available in the Companys
proxy statement, dated April 18, 2016, for its 2016 Annual Meeting.
To the extent holdings of the Companys securities by such directors
or executive officers have changed since the amounts printed in the
2016 proxy statements, such changes have been or will be reflected
on Statements of Change in Ownership on Form 4 filed with the SEC.
More detailed information regarding the identity of potential
participants, and their direct or indirect interests, by security
holdings or otherwise, will be set forth in the proxy statement and
other materials to be filed with the SEC in connection with
Rent-A-Centers 2017 Annual Meeting.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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Exhibit 10.1
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Amendment No. 1 to Interim CEO Employment Agreement, dated
April 10, 2017, between Mark E. Speese and Rent-A-Center, Inc. |
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Exhibit 99.1
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Press Release regarding appointment of Chief Executive
Officer issued April 10, 2017 by Rent-A-Center, Inc. |
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Exhibit 99.2
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Press Release regarding adoption of strategic plan issued
April 10, 2017 by Rent-A-Center, Inc. |
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Exhibit 99.3
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Presentation to Investors (and related materials) regarding
strategic plan adopted by Rent-A-Center, Inc. |
Forward-Looking Statements
Certain matters discussed in this Current Report on Form 8-K
contain forward-looking statements that involve risks and
uncertainties. Such forward-looking statements generally can be
identified by the use of forward-looking terminology such as
“may,” “will,” “expect,” “intend,” “could,”
“estimate,” “should,” “anticipate,” “believe,” or
confident, or the negative thereof or variations thereon or
similar terminology. The Company believes that the expectations
reflected in such forward-looking statements are accurate.
However, there can be no assurance that such expectations will
occur. The Company’s actual future performance could differ
materially from such statements. Factors that could cause or
contribute to such differences include, but are not limited to:
the general strength of the economy and other economic conditions
affecting consumer preferences and spending; factors affecting
the disposable income available to the Company’s current and
potential customers; changes in the unemployment rate;
difficulties encountered in improving the financial and
operational performance of the Company’s business segments; our
chief executive officer and chief financial officer transitions,
including our ability to effectively operate and execute our
strategies during the interim period and difficulties or delays
in identifying and attracting a permanent chief financial officer
with the required level of experience and expertise; failure to
manage the Company’s store labor and other store expenses; the
Companys ability to develop and successfully execute strategic
initiatives; disruptions, including capacity-related outages,
caused by the implementation and operation of the Company’s new
store information management system, and its transition to
more-readily scalable, cloud-based solutions; the Companys
ability to successfully market smartphones and related services
to its customers; the Company’s ability to develop and
successfully implement virtual or E-commerce capabilities,
including mobile applications; disruptions in the Company’s
supply chain; limitations of, or disruptions in, the Company’s
distribution network; rapid inflation or deflation in the prices
of the Company’s products; the Company’s ability to execute and
the effectiveness of a store consolidation, including the
Company’s ability to retain the revenue from customer accounts
merged into another store location as a result of a store
consolidation; the Company’s available cash flow; the Company’s
ability to identify and successfully market products and services
that appeal to its customer demographic; consumer preferences and
perceptions of the Company’s brand; uncertainties regarding the
ability to open new locations; the Company’s ability to acquire
additional stores or customer accounts on favorable terms; the
Company’s ability to control costs and increase profitability;
the Company’s ability to retain the revenue associated with
acquired customer accounts and enhance the performance of
acquired stores; the Company’s ability to enter into new and
collect on its rental or lease purchase agreements; the passage
of legislation adversely affecting the Rent-to-Own industry; the
Company’s compliance with applicable statutes or regulations
governing its transactions; changes in interest rates; adverse
changes in the economic conditions of the industries, countries
or markets that the Company serves; information technology and
data security costs; the impact of any breaches in data security
or other disturbances to the Company’s information technology
and other networks and the Company’s ability to protect the
integrity and security of individually identifiable data of its
customers and employees; changes in the Company’s stock price,
the number of shares of common stock that it may or may not
repurchase, and future dividends, if any; changes in estimates
relating to self-insurance liabilities and income tax and
litigation reserves; changes in the Company’s effective tax
rate; fluctuations in foreign currency exchange rates; the
Company’s ability to maintain an effective system of internal
controls; the resolution of the Company’s litigation; and the
other risks detailed from time to time in the Company’s SEC
reports, including but not limited to, its Annual Report on Form
10-K for the year ended December 31, 2016. You are cautioned not
to place undue reliance on these forward-looking statements,
which speak only as of the date of this Current Report on Form
8-K. Except as required by law, the Company is not obligated to
publicly release any revisions to these forward-looking
statements to reflect the events or circumstances after the date
hereof or to reflect the occurrence of unanticipated events.
contain forward-looking statements that involve risks and
uncertainties. Such forward-looking statements generally can be
identified by the use of forward-looking terminology such as
“may,” “will,” “expect,” “intend,” “could,”
“estimate,” “should,” “anticipate,” “believe,” or
confident, or the negative thereof or variations thereon or
similar terminology. The Company believes that the expectations
reflected in such forward-looking statements are accurate.
However, there can be no assurance that such expectations will
occur. The Company’s actual future performance could differ
materially from such statements. Factors that could cause or
contribute to such differences include, but are not limited to:
the general strength of the economy and other economic conditions
affecting consumer preferences and spending; factors affecting
the disposable income available to the Company’s current and
potential customers; changes in the unemployment rate;
difficulties encountered in improving the financial and
operational performance of the Company’s business segments; our
chief executive officer and chief financial officer transitions,
including our ability to effectively operate and execute our
strategies during the interim period and difficulties or delays
in identifying and attracting a permanent chief financial officer
with the required level of experience and expertise; failure to
manage the Company’s store labor and other store expenses; the
Companys ability to develop and successfully execute strategic
initiatives; disruptions, including capacity-related outages,
caused by the implementation and operation of the Company’s new
store information management system, and its transition to
more-readily scalable, cloud-based solutions; the Companys
ability to successfully market smartphones and related services
to its customers; the Company’s ability to develop and
successfully implement virtual or E-commerce capabilities,
including mobile applications; disruptions in the Company’s
supply chain; limitations of, or disruptions in, the Company’s
distribution network; rapid inflation or deflation in the prices
of the Company’s products; the Company’s ability to execute and
the effectiveness of a store consolidation, including the
Company’s ability to retain the revenue from customer accounts
merged into another store location as a result of a store
consolidation; the Company’s available cash flow; the Company’s
ability to identify and successfully market products and services
that appeal to its customer demographic; consumer preferences and
perceptions of the Company’s brand; uncertainties regarding the
ability to open new locations; the Company’s ability to acquire
additional stores or customer accounts on favorable terms; the
Company’s ability to control costs and increase profitability;
the Company’s ability to retain the revenue associated with
acquired customer accounts and enhance the performance of
acquired stores; the Company’s ability to enter into new and
collect on its rental or lease purchase agreements; the passage
of legislation adversely affecting the Rent-to-Own industry; the
Company’s compliance with applicable statutes or regulations
governing its transactions; changes in interest rates; adverse
changes in the economic conditions of the industries, countries
or markets that the Company serves; information technology and
data security costs; the impact of any breaches in data security
or other disturbances to the Company’s information technology
and other networks and the Company’s ability to protect the
integrity and security of individually identifiable data of its
customers and employees; changes in the Company’s stock price,
the number of shares of common stock that it may or may not
repurchase, and future dividends, if any; changes in estimates
relating to self-insurance liabilities and income tax and
litigation reserves; changes in the Company’s effective tax
rate; fluctuations in foreign currency exchange rates; the
Company’s ability to maintain an effective system of internal
controls; the resolution of the Company’s litigation; and the
other risks detailed from time to time in the Company’s SEC
reports, including but not limited to, its Annual Report on Form
10-K for the year ended December 31, 2016. You are cautioned not
to place undue reliance on these forward-looking statements,
which speak only as of the date of this Current Report on Form
8-K. Except as required by law, the Company is not obligated to
publicly release any revisions to these forward-looking
statements to reflect the events or circumstances after the date
hereof or to reflect the occurrence of unanticipated events.
About RENT-A-CENTER, INC. (NASDAQ:RCII)
Rent-A-Center, Inc. is a rent-to-own operator in North America. The Company provides an opportunity to obtain ownership of products, such as consumer electronics, appliances, computers (including tablets), smartphones and furniture (including accessories), under rental purchase agreements. The Company operates in four segments: Core U.S., Acceptance Now, Mexico and Franchising. Its Core U.S. and Mexico stores generally offer merchandise from over five basic product categories: consumer electronics, appliances, computers (including tablets), smartphones and furniture (including accessories). The Acceptance Now segment provides an on-site rent-to-own option at a third-party retailer’s location. Its Franchising segment engages in the sale of rental merchandise to its franchisees who, in turn, offer the merchandise to the general public for rent or purchase under a rent-to-own transaction. It offers brands, such as LG, Frigidaire, Acer, Apple, Asus, Samsung, Ashley, Powell and Standard. RENT-A-CENTER, INC. (NASDAQ:RCII) Recent Trading Information
RENT-A-CENTER, INC. (NASDAQ:RCII) closed its last trading session up +0.62 at 10.22 with 1,527,038 shares trading hands.
