Current Report Filing (8-k)
August 24 2021 - 3:02PM
Edgar (US Regulatory)
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):
August 20, 2021
FHC HOLDINGS CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
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Delaware
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001-35239
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(State or Other Jurisdiction of Incorporation)
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20-8874704
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(Commission File Number)
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(I.R.S. Employer Identification
No.)
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8760 Clay Road,
Houston, Texas
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77080
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(Address of Principal Executive
Offices)
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(Zip Code)
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(713) 864-1358
(Registrant’s Telephone Number, Including
Area Code)
Francesca’s Holding Corporation
(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:
Title of each class
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Trading Symbol(s)
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Name of each exchange on which registered
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None
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N/A
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N/A
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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
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Regulation FD Disclosure.
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As previously reported, on December 3, 2020, FHC
Holdings Corporation (the “Company”) (f/k/a Francesca’s Holding Corporation) and each of its subsidiaries (together
with the Company, the “Debtors”) commenced voluntary cases (the “Chapter 11 Cases”) for relief under chapter 11
of title 11 of the United States Code, §§ 101-1532, et seq. in the United States Bankruptcy Court for the District
of Delaware (the “Bankruptcy Court”). The Chapter 11 Cases are being jointly administered under the caption In re: FHC Holdings
Corporation, et al., Case No. 20-13076 (BLS). On July 20, 2021, the Bankruptcy Court entered the Findings of Fact, Conclusions
of Law, and Order Confirming Debtors’ First Amended Combined Disclosure Statement and Chapter 11 Plan of Liquidation, which confirmed
the Company’s plan of liquidation filed in the Chapter 11 Cases (as amended, modified, or supplemented, the “Plan”),
and the Plan became effective pursuant to its terms on July 30, 2021.
On August 20, 2021, the Debtors filed with the
Bankruptcy Court their monthly operating report for the period beginning July 4, 2021 and
ending July 30, 2021 (the “Monthly Operating Report”). This Current Report on Form 8-K, including the exhibit
hereto (the “Form 8-K”), will not be deemed an admission as to the materiality of any information disclosed herein.
The Monthly Operating Report and other documents filed with the Bankruptcy Court are available for review and free of charge online at https://cases.stretto.com/francescas.
Documents and other information available on such website are not part of this Form 8-K and are not deemed to be incorporated
by reference in this Form 8-K.
A copy of the Monthly Operating Report is furnished
as Exhibit 99.1 to this report and is incorporated herein by reference. This information shall not be deemed “filed” for purposes
of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filing of the Company,
whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Cautionary Statement
Regarding the Monthly Operating Report
The Company cautions
investors and potential investors not to place undue reliance upon the information contained in the Monthly Operating Report. The Monthly
Operating Report is limited in scope, covers a limited time period, and has been prepared solely for the purpose of complying with the
reporting requirements of the Bankruptcy Court. The Monthly Operating Report was not audited or reviewed by independent accountants, was
not prepared in accordance with generally accepted accounting principles, is in a format prescribed by applicable bankruptcy laws or rules,
and is subject to future adjustment and reconciliation. There can be no assurance that the Monthly Operating Report is complete.
Cautionary Statement
Regarding Forward-Looking Information
Certain statements in
the Monthly Operating Report are “forward-looking statements” made pursuant to the safe-harbor provisions of the Private Securities
Litigation Reform Act of 1995, as amended. Such forward-looking statements reflect the Company’s current expectations or beliefs
concerning future events and are subject to various risks and uncertainties that may cause actual results to differ materially from those
that are expected. These risks and uncertainties include, but are not limited to, the following: risks attendant to the bankruptcy process,
including the Company’s ability to realize proceeds from remaining assets and distribute such proceeds in accordance with the confirmed
Plan; the Company’s ability to obtain court approval of motions or requests made to the Bankruptcy Court throughout the course of
the Chapter 11 Cases; the effects of the Chapter 11 Cases, including increased legal and other professional costs incurred in connection
with the administration of the Chapter 11 Cases and the Company’s confirmed Plan on the Company’s liquidity; and risks associated
with third-party motions in the Chapter 11 Cases; Bankruptcy Court rulings in the Chapter 11 Cases and the outcome of the Chapter 11 Cases
in general. For additional information regarding these and other risks and uncertainties that could cause actual results to differ materially
from those contained in the Company’s forward-looking statements, please refer to “Risk Factors” in the Company’s
Annual Report on Form 10-K for the year ended February 2, 2020 filed with the SEC on May 1, 2020. The Company undertakes no obligation
to publicly update or revise any forward-looking statement.
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Item 9.01
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Financial Statements and Exhibits.
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(d) Exhibits
SIGNATURES
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.
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FHC HOLDINGS CORPORATION
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Date: August
24, 2021
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By:
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/s/
Anthony Saccullo
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Anthony
Saccullo
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Plan
Administrator
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