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): July 27, 2015 (July 22, 2015)
HD SUPPLY HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Delaware |
| 001-35979 |
| 26-0486780 |
3100 Cumberland Boulevard, Suite 1480 | 30339 |
Registrant’s telephone number, including area code: (770) 852-9000
Not Applicable
(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:
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 8.01 Other Events.
On July 22, 2015, HD Supply Holdings, Inc. (the “Company”), certain of the Company’s stockholders, including an investment fund associated with Bain Capital Partners, LLC, and HD Holdings, LLC (collectively, the “Selling Stockholders”), and Barclays Capital Inc. and Credit Suisse Securities (USA) LLC (the “Underwriters”) entered into an underwriting agreement (the “Underwriting Agreement”) pursuant to which the Selling Stockholders agreed to sell to the Underwriters, and the Underwriters agreed to purchase from the Selling Stockholders, subject to and upon terms and conditions set forth therein, 30,539,550 shares of the Company’s common stock.
The foregoing description of the Underwriting Agreement does not purport to be complete and is qualified in its entirety by reference to the copy thereof, which is filed herewith as Exhibit 1.1 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. |
| Description of Exhibit |
1.1 |
| Underwriting Agreement, dated July 22, 2015, among HD Supply Holdings, Inc., the selling stockholders named therein, Barclays Capital Inc. and Credit Suisse Securities (USA) LLC. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: July 27, 2015 |
| HD SUPPLY HOLDINGS, INC. | |
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| By: | /s/ Dan S. McDevitt |
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| Dan S. McDevitt General Counsel and Corporate Secretary |
