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
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Date of Report (Date of earliest event reported): December 05, 2024 |
Frontdoor, Inc.
(Exact name of Registrant as Specified in Its Charter)
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Delaware | 001-38617 | 82-3871179 |
(State or Other Jurisdiction
of Incorporation) | (Commission File Number) | (IRS Employer
Identification No.) |
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3400 Players Club Parkway, | |
Memphis, Tennessee | | 38125 |
(Address of Principal Executive Offices) | | (Zip Code) |
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Registrant’s Telephone Number, Including Area Code: 901 701-5000 |
(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:
☐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 pursuant to Section 12(b) of the Act:
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Title of each class
| | Trading
Symbol(s) | |
Name of each exchange on which registered
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Common stock, par value $0.01 per share | | FTDR | | The Nasdaq Stock Market LLC |
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 7.01. | Regulation FD Disclosure. |
On December 5, 2024, Frontdoor, Inc. (the “Company”) will use a lender presentation (the “Lender Presentation”) in connection with meetings with prospective lenders to discuss the refinancing of certain of the Company’s existing indebtedness and the financing of the Company’s previously announced proposed acquisition (the “Acquisition”) of 2-10 Holdco, Inc., a Delaware corporation (“2-10”), pursuant to the Share Purchase Agreement, dated as of June 3, 2024, by and among the Company, 2-10 and 2-10 HBW Acquisition, L.P., a Delaware limited partnership. Portions of the Lender Presentation, which includes updated financial information for 2-10 and re-affirms the Company’s guidance with respect to fiscal 2024 gross margin, on-demand revenue and direct-to-consumer customer count, have been posted on our website at https://investors.frontdoorhome.com. On December 5, 2024, the Company also issued a press release announcing the launch of the aforementioned financing transactions and providing an update on the status of the Acquisition.
A copy of the press release is attached hereto as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference. The information contained in Item 7.01 of this Current Report on Form 8-K is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference into any registration statement or other document or filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
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Item 9.01. | Financial Statements and Exhibits. |
(d) Exhibits.
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.
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| | | FRONTDOOR, INC. |
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Date: | December 5, 2024 | By: | /s/ Jessica P. Ross |
| | | Name: Jessica P. Ross
Title: Senior Vice President and Chief Financial Officer |
