LB LandBridge Company LLC

 

 

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): June 19, 2015

 

 

L Brands, Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

 

Delaware

(State or Other Jurisdiction

of Incorporation)

 

1-8344		31-1029810
(Commission File Number)		(IRS Employer Identification No.)
Three Limited Parkway Columbus, OH		43230
(Address of Principal Executive Offices)		(Zip Code)

(614) 415-7000

(Registrant’s Telephone Number, Including Area Code)

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 (see General Instruction A.2. below):

 

¨	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))

 

 

 

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Item 7.01. Regulation FD Disclosure.

The following information is being furnished pursuant to Item 7.01, “Regulation FD Disclosure”, and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or incorporated by reference in any 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 a filing.

On June 19, 2015, L Brands, Inc. issued a press release announcing that its Board of Directors authorized a new $250 million share repurchase program, which includes the remaining $0.6 million outstanding under the previous program. A copy of the press release is attached hereto as Exhibit 99.1 and is hereby incorporated by reference.

Item 9.01. Financial Statements and Exhibits.

Exhibit 99.1 Press Release dated June 19, 2015

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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.

 

								L Brands, Inc.
Date:		June 19, 2015				By:		/s/ STUART B. BURGDOERFER
								Stuart B. Burgdoerfer
								Executive Vice President and Chief Financial Officer

Exhibit 99.1

 

L BRANDS AUTHORIZES $250 MILLION REPURCHASE PROGRAM

Columbus, Ohio (June 19, 2015) — As part of its ongoing commitment to return value to shareholders, L Brands, Inc. (NYSE: LB) announced today that its Board of Directors has authorized a new $250 million share repurchase program, which includes $0.6 million remaining under its previous $250 million share repurchase program.

ABOUT L BRANDS:

L Brands, through Victoria’s Secret, PINK, Bath & Body Works, La Senza and Henri Bendel, is an international company. The company operates 2,969 company-owned specialty stores in the United States, Canada and the United Kingdom, and its brands are sold in more than 600 additional noncompany-owned locations worldwide. The company’s products are also available online at www.VictoriasSecret.com, www.BathandBodyWorks.com, www.HenriBendel.com and www.LaSenza.com.

Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995

L Brands, Inc. cautions that any forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995) contained in this press release involve risks and uncertainties and are subject to change based on various factors, many of which are beyond our control. Accordingly, our future performance and financial results may differ materially from those expressed or implied in any such forward-looking statements. Words such as “estimate,” “project,” “plan,” “believe,” “expect,” “anticipate,” “intend,” “planned,” “potential” and any similar expressions may identify forward-looking statements. Risks associated with the following factors, among others, in some cases have affected and in the future could affect our financial performance and actual results and could cause actual results to differ materially from those expressed or implied in any forward-looking statements included in this press release:

 

•

general economic conditions, consumer confidence, consumer spending patterns and market disruptions including severe weather conditions, natural disasters, health hazards, terrorist activities, financial crises, political crises or other major events, or the prospect of these events;

 

•

the seasonality of our business;

 

•

the dependence on a high volume of mall traffic and the availability of suitable store locations on appropriate terms;

 

•

our ability to grow through new store openings and existing store remodels and expansions;

 

•

our ability to successfully expand into global markets and related risks;

 

•

our relationships with independent franchise, license and wholesale partners;

 

•

our direct channel businesses;

 

•

our failure to protect our reputation and our brand images;

 

•

our failure to protect our trade names, trademarks and patents;

 

•

the highly competitive nature of the retail industry generally and the segments in which we operate particularly;

 

•

consumer acceptance of our products and our ability to keep up with fashion trends, develop new merchandise and launch new product lines successfully;

 

VICTORIA’S SECRET / BATH & BODY WORKS / PINK / LA SENZA / HENRI BENDEL

Three Limited Parkway Columbus, OH 43230 www.LB.com

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•

our ability to source, distribute and sell goods and materials on a global basis, including risks related to:

 

•

political instability;

 

•

duties, taxes and other charges;

 

•

legal and regulatory matters;

 

•

volatility in currency exchange rates;

 

•

local business practices and political issues;

 

•

potential delays or disruptions in shipping and transportation and related pricing impacts;

 

•

disruption due to labor disputes; and

 

•

changing expectations regarding product safety due to new legislation;

 

•

fluctuations in foreign currency exchange rates;

 

•

stock price volatility;

 

•

our failure to maintain our credit rating;

 

•

our ability to service or refinance our debt;

 

•

our ability to retain key personnel;

 

•

our ability to attract, develop and retain qualified employees and manage labor-related costs;

 

•

the inability of our manufacturers to deliver products in a timely manner and meet quality standards;

 

•

fluctuations in product input costs;

 

•

fluctuations in energy costs;

 

•

increases in the costs of mailing, paper and printing;

 

•

claims arising from our self-insurance;

 

•

our ability to implement and maintain information technology systems and to protect associated data;

 

•

our failure to maintain the security of customer, associate, supplier or company information;

 

•

our failure to comply with regulatory requirements;

 

•

tax matters; and

 

•

legal and compliance matters.

We are not under any obligation and do not intend to make publicly available any update or other revisions to any of the forward-looking statements contained in this press release or to reflect circumstances existing after the date of this press release or to reflect the occurrence of future events even if experience or future events make it clear that any expected results expressed or implied by those forward-looking statements will not be realized. Additional information regarding these and other factors can be found in “Item 1A. Risk Factors’ in our 2014 Annual Report on Form 10-K.

 

For further information, please contact:
L Brands:
Investor Relations		Media Relations
Amie Preston		Tammy Roberts Myers
(614) 415-6704		(614) 415-7072
apreston@lb.com		communications@lb.com

 

VICTORIA’S SECRET / BATH & BODY WORKS / PINK / LA SENZA / HENRI BENDEL

Three Limited Parkway Columbus, OH 43230 www.LB.com