UNITED STATES SECURITIES AND EXCHANGE COMMISSION
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 4, 2004
RAINBOW RENTALS, INC.
0-24333
| Ohio | 34-1512520 | |
| (State of Incorporation) | (I.R.S. Employer Identification No.) |
3711 Starr Centre Drive
Canfield, Ohio 44406
330-533-5363
| ITEM 5. OTHER EVENTS | ||||||||
| ITEM 7(C). EXHIBITS | ||||||||
| SIGNATURE | ||||||||
| EXHIBIT INDEX | ||||||||
| EXHIBIT 99.1 PRESS RELEASE | ||||||||
ITEMS 1-4. NOT APPLICABLE
ITEM 5. OTHER EVENTS
On February 4, 2004, Rent-A-Center, Inc. (“Rent-A-Center”) and Rainbow Rentals, Inc. (“Rainbow”) jointly announced that they had entered into a definitive Agreement, dated as of February 4, 2004, among Rainbow, Rent-A-Center, and Eagle Acquisition Sub, Inc., an indirect wholly-owned subsidiary of Rent-A-Center. Pursuant to the Agreement, each then-outstanding Rainbow common share will be canceled and converted into, and become exchangeable for the right to receive $16 cash. The agreement also provides that each Rainbow option holder will receive for each option an amount equal to $16.00, less the option exercise price. The merger is subject to various conditions, including, among others, regulatory approval and approval by Rainbow’s shareholders.
The joint press release announcing the Merger is attached as an exhibit hereto. This summary is qualified in its entirety by reference to the exhibit.
ITEM 6. NOT APPLICABLE
ITEM 7(C). EXHIBITS
| Exhibit | Description | |||
| 99.1 | Press release of Rent-A-Center and Rainbow, dated February 4, 2004. |
ITEMS 8- 12. NOT APPLICABLE.
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SIGNATURE
Under the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the authorized undersigned.
| RAINBOW RENTALS, INC. | ||||
| (Registrant) | ||||
| Dated: February 5, 2004 | By: | /s/ Wayland J. Russell | ||
| Wayland J. Russell, | ||||
| Chief Executive Officer | ||||
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EXHIBIT INDEX
| Exhibit | Description | |||
| 99.1 | Press release of Rent-A-Center and Rainbow, dated February 4, 2004. |
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