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): October 23, 2009
First Cash Financial Services, Inc.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of incorporation)
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0-19133
(Commission File Number) |
75-2237318
(IRS Employer Identification No.) |
690 East Lamar Blvd., Suite 400, Arlington, Texas 76011
(Address of principal executive offices, including zip code)
(817) 460-3947
(Registrant's telephone number, including area code)
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On October 23, 2009, the Board of Directors (the “Board”) of First Cash Financial Services, Inc., (the “Company”) adopted a resolution increasing the number of persons comprising the Board from five to seven and electing Mr. Mikel D. Faulkner and Mr. Randel G. Owen to fill the new director positions. Furthermore,
Mr. Faulkner has been elected to serve on the Audit Committee and the Compensation Committee of the Board, while Mr. Owen has been elected to serve on the Audit Committee, the Nominating and Corporate Governance Committee and the Compensation Committee of the Board.
Mr. Faulkner, age 60, has served as chief executive officer of HKN, Inc. (NYSE Amex: HKN) since 1982 and president of HKN since 2003. HKN, Inc., formerly Harken Energy Corporation, is an independent energy company engaged both in the development and production of crude oil, natural gas and coalbed methane assets. Since
2002, Mr. Faulkner has also served as chairman of the board of directors of Global Energy Development PLC, a quoted company on the London Stock Exchange (AIM).
Mr. Owen, age 50, has served as chief financial officer and executive vice president of Emergency Medical Services Corporation (NYSE Amex: EMS) since 2005. EMS is the publicly-held holding company for American Medical Response and EmCare. Mr. Owen’s recent employment experience also includes service as executive
vice president and chief financial officer of American Medical Response from 2003 to 2005 and experience in a progression of senior financial positions, including CFO, at EmCare Holdings, Inc. from 1999 to 2003.
There are no arrangements or understandings between Mr. Faulkner or Mr. Owen and any other person pursuant to which either of them were appointed as directors of the Company. There are no transactions to which the Company is a party and in which either Mr. Faulkner or Mr. Owen has a material interest that are required to be
disclosed under Item 404 (a) of Regulation S-K.
Neither Mr. Faulkner nor Mr. Owen is an employee of the Company. Both Mr. Faulkner and Mr. Owen will participate in the annual compensation package for non-employee directors. Under the current compensation package, non-employee directors receive annual cash compensation of $50,000 payable in quarterly installments. The
compensation paid to Mr. Faulkner and Mr. Owen will be prorated in 2009 for the period from the date of election on October 23 through December 31, 2009.
The Company has issued a press release dated October 26, 2009 announcing the appointment of the two additional directors, which is attached hereto as Exhibit 99.1.
Item 8.01 Other Events
On October 23, 2009, the Board of Directors amended the charters of Audit Committee, the Compensation Committee and the Nominating and Corporate Governance Committee. The amended committee charters can be found at http://www.firstcash.com/about_first_cash/corporate_governance.html listed
under Committee Charters. Effective with the appointment of the new directors, as described in Item 5.02, each committee of the Board is comprised as follows:
Audit Committee: Tara MacMahon (chair), Mikel Faulkner, Randel Owen
Nominating and Corporate Governance Committee: Randel Owen (chair), Tara MacMahon
Compensation Committee: Mikel Faulkner (chair), Tara MacMahon, Randel Owen
Item 9.01. Financial Statements and Exhibits.
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99.1 |
Press Release dated October 26, 2009 announcing the addition of two independent directors |
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 thereunto duly authorized.
Dated: October 26, 2009 FIRST
CASH FINANCIAL SERVICES, INC.
(Registrant)
/s/ R. DOUGLAS ORR
R. Douglas Orr
Executive Vice President and Chief Financial Officer
(Principal Financial and Accounting Officer)
EXHIBIT 99.1
First Cash Adds Two Independent Board Members
ARLINGTON, Texas, Oct. 26, 2009 (GLOBE NEWSWIRE) -- First Cash Financial Services, Inc. (Nasdaq:FCFS) today announced the addition of two independent directors. On October 23, 2009, the Company's Board appointed Mikel D. Faulkner and Randel G. Owen as directors of First Cash. "We are pleased to add these experienced and successful individuals to our Board," said Phillip E. Powell, Chairman of the Board.
Mr. Faulkner, age 60, has served as chief executive officer of HKN, Inc. (NYSE Amex:HKN) since 1982 and president of HKN since 2003. HKN, Inc., formerly Harken Energy Corporation, is an independent energy company engaged both in the development and production of crude oil, natural gas and coalbed methane assets. Since 2002, Mr. Faulkner has also served as chairman of the board of directors of Global Energy Development PLC, a quoted company on the London Stock Exchange (AIM).
Mr. Owen, age 50, has served as chief financial officer and executive vice president of Emergency Medical Services Corporation (NYSE Amex:EMS) since 2005. EMS is the publicly held holding company for American Medical Response and EmCare. Mr. Owen's recent employment experience also includes service as executive vice president and chief financial officer of American Medical Response from 2003 to 2005 and experience in a progression of senior financial positions, including CFO, at EmCare Holdings, Inc. from 1999 to 2003.
"Both Mr. Faulkner and Mr. Owen are respected business leaders who will strengthen our Board. Each has a strong track record in the public company environment and a solid combination of executive, financial and operational expertise. We are excited and confident they will assist in the further development of our growth strategy," said Rick Wessel, vice chairman and chief executive officer for First Cash.
About First Cash
First Cash Financial Services, Inc. is a leading specialty retailer and provider of consumer financial services. Its pawn stores make small loans secured by pledged personal property, retail a wide variety of jewelry, electronics, tools and other merchandise, and in certain locations, provide other short-term loans and credit services products. The Company's short-term loan locations provide various combinations of short-term loan products, installment loans, check cashing, credit services and other financial services products. The Company owns and operates over 550 stores in eleven U.S. states and 19 states in Mexico.
First Cash is a component company in both the Standard & Poor's SmallCap 600 Index(r) and the Russell 2000 Index(R). First Cash's common stock (ticker symbol "FCFS") is traded on the Nasdaq Global Select Market, which has the highest initial listing standards of any stock exchange in the world based on financial and liquidity requirements.
The First Cash Financial Services, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=3365
CONTACT: First Cash Financial Services, Inc.
Rick Wessel, Vice Chairman
and Chief Executive Officer
Doug Orr, Executive Vice President and
Chief Financial Officer
(817) 505-3199
investorrelations@firstcash.com
www.firstcash.com
