e8vk
 
 
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)
May 12, 2011
 
RENT-A-CENTER, INC.
(Exact name of registrant as specified in charter)
         
Delaware
(State or other jurisdiction of
incorporation or organization)
  0-25370
(Commission File Number)
  45-0491516
(IRS Employer
Identification No.)
5501 Headquarters Drive
Plano, Texas 75024

(Address of principal executive offices and zip code)
(972) 801-1100
(Registrant’s telephone
number, including area code)
N/A
(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):
o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425).
o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12).
o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)).
o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)).
 
 

 


 

Item 5.07   Submission of Matters to a Vote of Security Holders.
The Annual Meeting of Stockholders of Rent-A-Center, Inc. was held on May 12, 2011. At the meeting, the registrant’s stockholders voted on four matters: (1) election of three Class II Directors, (2) ratification of the Audit Committee’s appointment of Grant Thornton, LLP, registered independent accountants, as the registrant’s independent auditors for the fiscal year ended December 31, 2011, (3) the approval, on a non-binding basis, of an advisory resolution on executive compensation, and (4) the frequency of future advisory votes on executive compensation. The final voting results for each proposal are set forth below.
Proposal One: The individuals named below were elected to a three-year term as Class II Directors:
                                 
Nominee   Votes For     Votes Against     Abstentions     Broker Non-Votes  
Mark E. Speese
    53,976,493       1,239,627       368,677       2,099,945  
Jeffery M. Jackson
    54,778,932       436,796       369,069       2,099,945  
Leonard H. Roberts
    54,738,261       477,467       369,069       2,099,945  
The following directors’ terms of office as a director continued after the Annual Meeting of Stockholders:
Mitchell E. Fadel
Michael J. Gade
Kerney Laday
J.V. Lentell
Paula Stern, Ph.D.
Proposal Two: The appointment of Grant Thornton, LLP, registered independent accountants, as our independent auditors for the fiscal year ended December 31, 2011, was ratified with voting on the proposal as follows:
         
Votes For   Votes Against   Abstentions
57,261,375
  415,194   8,173
Proposal Three: The approval, on a non-binding basis, of the advisory resolution on executive compensation:
             
Votes For   Votes Against   Abstentions   Broker Non-Votes
53,089,909   1,565,962   928,926   2,099,945

 


 

Proposal Four: The frequency of future advisory votes on executive compensation:
                 
1 Year   2 Years   3 Years   Abstain   Broker Non-Votes
49,577,215   133,209   4,945,806   928,567   2,099,945
The registrant intends to conduct future advisory votes on executive compensation every year.
Item 8.01   Other Events.
On May 12, 2011, Rent-A-Center, Inc. (the “Company”) issued a press release announcing that its board of directors increased its quarterly cash dividend from $0.06 per share to $0.16 per share, beginning with the dividend for the third quarter of 2011. The Company declared a cash dividend in the amount of $0.16 per share payable on July 20, 2011, to common stockholders of record as of the close of business on July 1, 2011.
The press release containing these announcements is furnished as Exhibit 99.1.
Item 9.01   Financial Statements and Exhibits
     
99.1  
Press Release issued on May 12, 2011 by Rent-A-Center, Inc.

 


 

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.
         
  RENT-A-CENTER, INC.
 
 
Date: May 12, 2011  By:   /s/ Ronald D. DeMoss    
    Ronald D. DeMoss   
    Executive Vice President — General Counsel
and Secretary 
 
 

 


 

EXHIBIT INDEX
     
Exhibit No.   Description
99.1  
Press Release issued on May 12, 2011 by Rent-A-Center, Inc.

 

exv99w1
Exhibit 99.1
For Immediate Release:
RENT-A-CENTER, INC.
INCREASES QUARTERLY CASH DIVIDEND FROM $0.06 TO $0.16
Declares Cash Dividend
For The Third Quarter Of 2011
 
Plano, Texas, May 12, 2011 — Rent-A-Center, Inc. (the “Company”) (NASDAQ/NGS: RCII), the nation’s largest rent-to-own operator, today announced that its Board of Directors has approved a 167% increase in its quarterly cash dividend from $0.06 per share to $0.16 per share, beginning with the dividend for the third quarter of 2011.
‘Our strong financial position enables us to enhance our returns to stockholders through a dividend increase,” said Mark E. Speese, Chairman and Chief Executive Officer of the Company. “In addition to reflecting the Company’s confidence in its strong cash flows, this dividend increase represents our belief that continued investments in our strategic initiatives will generate growth and provide long-term value for our stockholders.”
The Company declared a $0.16 per share cash dividend for the third quarter of 2011 to be paid to the Company’s common stockholders. The dividend will be paid on July 20, 2011 to common stockholders of record as of the close of business on July 1, 2011.
- - -
Rent-A-Center, Inc., headquartered in Plano, Texas, currently operates approximately 3,000 company-owned stores nationwide and in Canada, Mexico and Puerto Rico. The stores generally offer high-quality, durable goods such as major consumer electronics, appliances, computers and furniture and accessories under flexible rental purchase agreements that generally allow the customer to obtain ownership of the merchandise at the conclusion of an agreed upon rental period. ColorTyme, Inc., a wholly owned subsidiary of the Company, is a national franchiser of approximately 200 rent-to-own stores operating under the trade name of “ColorTyme.”
This press release and the guidance above 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,” or “believe,” or the negative thereof or variations thereon or similar terminology. Although the Company believes that the expectations reflected in such forward-looking statements will prove to be correct, the Company can give no assurance that such expectations will prove to have been correct. The actual future performance of the Company could differ materially from such statements. Factors that could cause or contribute to such differences include, but are not limited to: uncertainties regarding the ability to open new rent-to-own stores; the Company’s ability to acquire additional rent-to-own stores or customer accounts on favorable terms; the Company’s ability to control costs and increase profitability; the Company’s ability to identify and successfully enter new lines of business offering products and services that appeal to its customer demographic; the Company’s ability to enhance the performance of acquired stores; the Company’s ability to retain the revenue associated with acquired customer accounts; the Company’s ability to identify and successfully market products and services that appeal to its customer demographic; the Company’s ability to enter into new and collect on its rental purchase agreements; the passage of legislation adversely affecting the rent-to-own industry; the Company’s failure to comply with statutes or regulations governing the rent-to-own or financial services industries; interest rates; increases in the unemployment rate; economic pressures, such as high fuel costs, affecting the disposable income available to the Company’s targeted consumers; conditions affecting consumer spending and the impact, depth, and duration of current economic conditions; changes in the Company’s stock price and the number of shares of common stock that it may or may not repurchase; future dividends; changes in estimates relating to self-insurance liabilities and income tax and litigation reserves; changes in the Company’s effective tax rate; the

 


 

Company’s ability to maintain an effective system of internal controls; changes in the number of share-based compensation grants, methods used to value future share-based payments and changes in estimated forfeiture rates with respect to share-based compensation; the resolution of material 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, 2010, and its quarterly report on Form 10-A for the quarter ended March 31, 2011. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. 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 of this press release or to reflect the occurrence of unanticipated events.
Contact for Rent-A-Center, Inc.:
David E. Carpenter
Vice President of Investor Relations
(972) 801-1214
david.carpenter@rentacenter.com