As filed with the Securities and Exchange Commission on May 23, 2002
Registration No. 333-
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM S-3
REGISTRATION STATEMENT
UNDER
THE SECURITIES ACT OF 1933
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RENT-A-CENTER, INC.
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE 48-1024367
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
5700 TENNYSON PARKWAY, THIRD FLOOR
PLANO, TEXAS 75024
(972) 801-1100
(Address, Including Zip Code, and Telephone Number, Including Area Code,
of Registrant's Principal Executive Offices)
MARK E. SPEESE
CHAIRMAN OF THE BOARD AND CHIEF EXECUTIVE OFFICER
5700 TENNYSON PARKWAY, THIRD FLOOR
PLANO, TEXAS 75024
(972) 801-1100
(Name, Address, Including Zip Code, and Telephone Number,
Including Area Code, of Agent for Service)
COPIES TO:
THOMAS W. HUGHES, ESQ.
JAMES R. GRIFFIN, ESQ. BRUCE K. DALLAS, ESQ.
WINSTEAD SECHREST & MINICK P.C. DAVIS POLK & WARDWELL
5400 RENAISSANCE TOWER 1600 EL CAMINO REAL
1201 ELM STREET MENLO PARK, CA 94025
DALLAS, TEXAS 75270 (650) 752-2000
(214) 745-5400
APPROXIMATE DATE OF COMMENCEMENT OF PROPOSED SALE TO THE PUBLIC: As soon
as practicable after the effective date of this Registration Statement.
If the only securities being registered on this form are being offered
pursuant to dividend or interest reinvestment plans, please check the
following box. [ ]
If any of the securities being registered on this form are to be offered
on a delayed or continuous basis pursuant to Rule 415 under the Securities
Act of 1933, other than securities offered only in connection with dividend
or interest reinvestment plans, check the following box.[ ]
If this form is filed to register additional securities for an offering
pursuant to Rule 462(b) under the Securities Act, please check the following
box and list the Securities Act registration statement number of the earlier
effective registration statement for the same offering. [X] 333-87752
If this form is a post-effective amendment filed pursuant to Rule 462(c)
under the Securities Act, check the following box and list the Securities
Act registration statement number of the earlier effective registration
statement for the same offering. [ ]
If delivery of the prospectus is expected to be made pursuant to Rule
434, please check the following box. [ ]
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CALCULATION OF REGISTRATION FEE
Proposed Maximum Proposed Maximum
Title of Shares Amount to be Offering Price Per Aggregate Offering Amount of
to be Registered Registered Share Price Registration Fee
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Common Stock, par value $0.01 per
share.......................... 437,000 shares $61.00 $26,657,000 $2,453
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THIS REGISTRATION STATEMENT SHALL BECOME EFFECTIVE UPON FILING WITH THE
SECURITIES AND EXCHANGE COMMISSION IN ACCORDANCE WITH RULE 462(b) UNDER THE
SECURITIES ACT OF 1933.
EXPLANATORY NOTE AND INCORPORATION BY REFERENCE OF REGISTRATION STATEMENT
ON FORM S-3, FILE NO. 333-87752
Rent-A-Center, Inc. (the "COMPANY") hereby incorporates by reference
into this Registration Statement on Form S-3 in its entirety the Registration
Statement on Form S-3 (File No. 333-87752) declared effective on May 22, 2002 by
the Securities and Exchange Commission (the "COMMISSION"), including each of the
documents filed by the Company with the Commission and incorporated or deemed to
be incorporated by reference therein and all exhibits thereto. The Company is
filing this Registration Statement to register 437,000 shares of its common
stock, par value $.01 per share, to be sold by the selling stockholders.
(1) Exhibits
EXHIBIT
NUMBER EXHIBIT DESCRIPTION
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5.1 -- Opinion of Winstead Sechrest & Minick P.C. regarding legality of the securities offered
23.1 -- Consent of Grant Thornton LLP
23.2 -- Consent of Winstead Sechrest & Minick P.C. (included in Exhibit 5.1 hereto)
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
the requirements for filing on Form S-3 and has duly caused this Registration
Statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Plano, State of Texas, on May 22, 2002.
RENT-A-CENTER, INC.
By: /s/ Mark E. Speese
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Mark E. Speese
Chairman of the Board and Chief
Executive Officer
Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on the dates indicated.
Signature Title Date
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/s/ Mark E. Speese Chairman of the Board and Chief Executive May 22, 2002
------------------------------------ Officer (Principal Executive Officer)
Mark E. Speese
* Director May 22, 2002
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Mitchell E. Fadel
/s/ Robert D. Davis Senior Vice President -- Finance, Treasurer May 22, 2002
------------------------------------ and Chief Financial Officer (Principal
Robert D. Davis Financial and Accounting Officer)
* Director May 22, 2002
------------------------------------
Laurence M. Berg
* Director May 22, 2002
------------------------------------
Peter P. Copses
* Director May 22, 2002
------------------------------------
Andrew S. Jhawar
* Director May 22, 2002
------------------------------------
J.V. Lentell
*By: /s/ Robert D. Davis
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Power of Attorney
EXHIBIT INDEX
(1) Exhibits
EXHIBIT
NUMBER EXHIBIT DESCRIPTION
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5.1 -- Opinion of Winstead Sechrest & Minick P.C. regarding legality of the securities offered
23.1 -- Consent of Grant Thornton LLP
23.2 -- Consent of Winstead Sechrest & Minick P.C. (included in Exhibit 5.1 hereto)