UPBOUND GROUP, INC. — Capital/Financing Update 2021

Sep 21, 2021

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

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Form 8-K

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| CURRENT
REPORT |
| --- |
| Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
| Date
of Report (Date of earliest event reported): |
| September 21, 2021 |

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| Rent-A-Center,
Inc. | | |
| --- | --- | --- |
| | (Exact name of registrant as specified in its charter) | |
| Delaware | 001-38047 | 45-0491516 |
| (State or other jurisdiction of incorporation or organization) | (Commission File Number) | (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) | | |

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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:

¨	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)).

Securities registered or to be registered pursuant to Section 12(b) of the Act.

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $0.01 Par Value	RCII	The Nasdaq Stock Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

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Item 1.01. Entry Into a Material Definitive Agreement.

On September 21, 2021, Rent-A-Center, Inc., a Delaware corporation (the “Borrower”), and certain other subsidiaries of the Borrower entered into an amendment (the “Amendment”) of its Term Loan Credit Agreement, dated as of February 17, 2021 (the “Credit Agreement”), among the Borrower, the other Loan Parties party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent (the “Agent”).

The Amendment effects a repricing of the Applicable Margin under the Term Loan through reducing (i) the LIBO Screen Rate floor by 25 basis points from 0.75% to 0.50%, (ii) the ABR floor by 25 basis points from 1.75% to 1.50% and (iii) the Applicable Margin with respect to any Initial Term Loans, by 75 basis points from 4.00% to 3.25% in the case of any Eurocurrency Loan and by 75 basis points from 3.00% to 2.25% in the case of any ABR Loan. Capitalized terms used in this Item 1.01 but not otherwise defined herein have the meanings assigned to them in the Credit Agreement as amended by the Amendment. The Amendment also amends the LIBOR successor provisions in the Credit Agreement.

The foregoing description of the Amendment does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Amendment, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

The information in Item 1.01 of this Current Report is incorporated by reference into this Item 2.03.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
10.1	First Amendment to Term Loan Credit Agreement, dated as of September 21, 2021, by and among Rent-A-Center, Inc., the other Loan Parties party thereto, the Lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent.
104	Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101)

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.

/s/ Bryan Pechersky
Bryan Pechersky
Executive Vice President, General Counsel and Secretary

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