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As Of Filer Filing For·On·As Docs:Size 11/03/14 Family Dollar Stores Inc 10-K/A 8/30/14 4:129K |
Document/Exhibit Description Pages Size 1: 10-K/A Amendment to Annual Report HTML 89K 2: EX-23 Consent of Experts or Counsel HTML 7K 3: EX-31.1 Certification per Sarbanes-Oxley Act (Section 302) HTML 9K 4: EX-31.2 Certification per Sarbanes-Oxley Act (Section 302) HTML 9K
FDO-2014.08.30.10K/A |
x | Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
o | Transition
Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
Delaware | 56-0942963 |
(State or other jurisdiction of incorporation or organization) | (I.R.S.
Employer Identification No.) |
10401 Monroe Road, Matthews, North Carolina | 28105 |
(Address of principal executive offices) | (Zip Code) |
Title of each class | Name of each exchange on which registered | |||
Common
Stock, $.10 Par Value | New York Stock Exchange |
Large accelerated filer x | Accelerated filer o |
Non-accelerated filer o (Do
not check if a smaller reporting company) | Smaller reporting company o |
(a) | Documents
filed as part of this report: |
1. | See Part II—Item 8—"Financial Statements and Supplementary Data—Index to Consolidated Financial Statements," of the Original Form 10-K. |
2. | All schedules for which provision is made in the applicable accounting regulations of the SEC are not required under the related instructions, are inapplicable or the information is included in the Consolidated Financial Statements in the Original
Form 10-K, and therefore, have been omitted. |
3. | The Exhibits listed below in item (b). |
(b) | The accompanying Index to Exhibits is incorporated herein by reference. |
FAMILY DOLLAR STORES, INC. | |||
(Registrant) | |||
Date:
| By | /s/ HOWARD R. LEVINE | |
Howard R. Levine | |||
Chairman of the Board (Chief Executive
Officer) |
2.1 | Agreement
and Plan of Merger, dated as of July 27, 2014, among Family Dollar Stores, Inc., and Dime Merger Sub, Inc. (filed as Exhibit 2.1 to the Company's Current Report on Form 8-K filed on July 28, 2014) | ||
2.2 | Amendment No. 1 to the Agreement and Plan of Merger, dated as of September 4, 2014, among Family Dollar
Stores, Inc., Dollar Tree, Inc. and Dime Merger Sub, Inc. (filed as Exhibit 2.1 to the Company's Report on Form 8-K filed on September 5, 2014) | ||
3.1 | Restated Certificate of Incorporation, dated November 8, 2006 (filed as Exhibit 3.1 to the Company's Report on Form 10-K for the fiscal year ended August 26, 2006) | ||
3.2 | Bylaws
of Family Dollar Stores, Inc., as amended through March 2, 2011 (filed as Exhibit 3.1 to the Company's Current Report on Form 8-K filed on March 3, 2011) | ||
4.1 | Sections FOURTH, SIXTH and SEVENTH of the Company's Restated Certificate of Incorporation (included as Exhibit 3.1) and Articles II, VII, VIII, XII and XIV of the
Company's Bylaws (included as Exhibit 3.3) | ||
4.2 | Form of certificate representing shares of the Company's Common Stock (filed as Exhibit 4.2 to the Company's Form 10-K filing for the fiscal year ended August 27, 2005) | ||
4.3 | Rights
Agreement, dated as of March 2, 2011, between Family Dollar Stores, Inc. and American Stock Transfer & Trust Company, LLC, which includes the Form of Certificate of Designation, Preferences and Rights of Series A Junior Participating Preferred Stock as Exhibit A and the Form of Right Certificate as Exhibit B (filed as Exhibit 4.1 to the Company's Current Report on Form 8-K filed on March 3, 2011) | ||
4.4 | Amendment No. 1, dated as of February 24, 2012, to the Rights
Agreement, dated as of March 2, 2011, between Family Dollar Stores, Inc. and American Stock Transfer & Trust Company, LLC (filed as Exhibit 4.2 to the Company's Current Report on Form 8-K on February 24, 2012) | ||
4.5 | Amendment No. 2, dated as of November 16, 2012, to the Rights Agreement, dated as of March 2, 2011, as amended by Amendment
No. 1, dated February 24, 2012, between Family Dollar Stores, Inc. and American Stock Transfer & Trust Company, LLC (filed as Exhibit 4.3 to the Company's Current Report on Form 8-K filed on November 16, 2012) | ||
4.6 | Rights Agreement, dated as of June 9, 2014, between Family Dollar Stores, Inc. and American Stock Transfer & Trust Company, LLC, which includes the Certificate of Designation,
Preferences and Rights of Series A Junior Participating Preferred Stock as Exhibit A, the Form of Rights Certificate as Exhibit B and the Summary of Rights to Purchase Preferred Stock as Exhibit C (filed as Exhibit 4.1 to the Company's Current Report on Form 8-K filed on June 9, 2014) | ||
4.7 | Amendment No. 1 to Rights Agreement, dated as of July 27, 2014, between Family Dollar Stores, Inc. and American Stock Transfer & Trust Company, LLC
(filed as Exhibit 4.1 to the Company's Current Report on Form 8-K filed on July 28, 2014) | ||
4.8 | Indenture between Family Dollar Stores, Inc. and U.S. Bank National Association, as trustee, dated as of January 28, 2011 (filed as Exhibit 4.4 to the Company's Form 10-Q for the quarter ended February 26, 2011) | ||
4.9 | First
Supplemental Indenture between the Company and U.S. Bank National Association, as Trustee, dated as of January 28, 2011 (filed as Exhibit 4.1 to the Company's Current Report on Form 8-K filed with the SEC on January 28, 2011) | ||
4.10 | Form of Global Note 5.00% Senior Note due 2021 (included as part of Exhibit 4.5 above)(filed as Exhibit 4.1 to the
Company's Current Report on Form 8-K filed with the SEC on January 28, 2011) | ||
10.1 | Note Purchase Agreement dated as of September 27, 2005, between Family Dollar Stores, Inc., Family Dollar, Inc., and the various purchasers named therein, relating to $169,000,000 5.41% Series 2005-A Senior Notes, Tranche A, due September 27, 2015; and, $81,000,000 5.24% Series 2005-A Senior Notes, Tranche B, due September 27, 2015 (filed as Exhibit 10.2 to the
Company's Form 10-Q for the quarter ended February 27, 2010) | ||
10.2 | First Amendment dated as of November 17, 2010, to the Note Purchase Agreement dated as of September 27, 2005, between Family Dollar Stores, Inc. and the various purchasers named therein, relating to $169,000,000 5.41% Series 2005-A Senior Notes, Tranche A, due September 27, 2015 and $81,000,000 5.24% Series 2005-A Senior Notes, Tranche B, due September 27, 2015 (filed as Exhibit 10.4 to the
Company's Form 10-Q for the quarter ended November 27, 2010) | ||
10.3 | $400 Million Credit Agreement dated as of November 17, 2010, by and among Family Dollar Stores, Inc. as Borrower, Wells Fargo Bank, National Association, as Administrative Agent, and the lenders party thereto (filed as Exhibit 10.5 to the Company's Form 10-Q for the quarter ended November 27, 2010) | ||
10.4 | First
Amendment dated as of August 17, 2011, to the $400 Million Credit Agreement dated November 17, 2010, by and among Family Dollar Stores, Inc., as Borrower, and Wells Fargo Bank, National Association, as Administrative Agent, and the lenders party thereto (filed as Exhibit 10.31 to the Company's Form 10-K for the fiscal year ended August 27, 2011) |
10.5 | $350,000,000
Credit Agreement dated August 24, 2006, between the Company and Family Dollar, Inc., as Borrowers, and Wachovia Bank, National Association, as Administrative Agent, Swingline Lender and Fronting Bank, and various other Lenders named therein (filed as Exhibit 10 to the Company's Report on Form 8-K filed with the SEC on August 28, 2006) | ||
10.6 | Second Amendment dated as of November 17, 2010, to the
Credit Agreement dated August 24, 2006, between the Family Dollar Stores, Inc., as Borrower, and Wells Fargo Bank, National Association (successor by merger to Wachovia Bank, National Association), as Administrative Agent, and various lenders named therein (filed as Exhibit 10.6 to the Company's Form 10-Q for the quarter ended November 27, 2010) | ||
10.7 | $250 million 364-Day Credit Agreement between the Company and Family Dollar, Inc., as Borrowers,
and Wachovia Bank, National Association, as Administrative Agent and Swingline Lender, and various other lenders named therein (filed as Exhibit 10.3 to the Company's Form 10-Q for the quarter ended November 28, 2009) | ||
*10.8 | Summary of compensation arrangements of the Company's named executive officers for fiscal 2011 (filed under Item 5.02 in the Company's Current Report on Form 8-K filed with the SEC on October 15, 2010) | ||
*10.9 | Summary of compensation arrangements of the Company's named executive officers for fiscal 2012 (filed under Item 5.02 in the Company's Current Reports on Form 8-K filed with the SEC on September 9, 2011 and September 28, 2011) | ||
*10.10 | Summary
of compensation arrangements of the Company's named executive officers for fiscal 2013 (filed under Item 5.02 in the Company's Current Reports on Form 8-K filed with the SEC on October 15, 2012) | ||
*10.11 | Summary of compensation arrangements of the Company's named executive officers for fiscal 2014 (filed under Item 5.02 in the Company's
Current Report on Form 8-K filed with the SEC on October 21, 2013) | ||
*10.12 | Summary of compensation arrangements of the Company's named executive officers for fiscal 2015 (filed under Item 5.02 in the Company's Current Report on Form 8-K filed on October 16, 2014) | ||
*10.13 | Family
Dollar Stores, Inc., 2006 Incentive Plan (filed as Appendix B to the Company's Definitive Proxy Statement filed with the SEC on December 7, 2010) | ||
*10.14 | Family Dollar Stores, Inc. 2006 Incentive Plan Guidelines for Annual Cash Bonus Awards (filed as Exhibit 10.2 to the Company's Form 10-Q for the quarter ended May 26, 2012) | ||
*10.15 | Retirement
Agreement dated September 30, 2002, between the Company and Leon Levine (filed as Exhibit 10 to the Company's Report on Form 8-K filed with the SEC on October 2, 2002) | ||
*10.16 | Policy Regarding Tax Adjustments for Certain Severance Benefits (filed as Exhibit 10.2 to the Company's Report on Form 8-K filed with the SEC on November
21, 2008) | ||
*10.17 | Form of Indemnification Agreement between the Company and its Directors (filed as Exhibit 10.1 to the Company's Report on Form 8-K filed with the SEC on November 21, 2008) | ||
*10.18 | Employment Agreement effective
October 7, 2008, between the Company and Howard R. Levine (filed as Exhibit 10.1 to the Company's Report on Form 8-K filed with the SEC on October 14, 2008) | ||
*10.19 | Employment Agreement effective December 28, 2012, between the Company and Howard R. Levine (filed as Exhibit 10.1 to the
Company's Report on Form 8-K filed with the SEC on January 3, 2013) | ||
*10.20 | Employment Agreement between Michael K. Bloom and Family Dollar Stores, Inc. dated September 26, 2011 (filed as Exhibit 10.1 to the Company's Current Report on Form 8-K filed on September 28, 2011) | ||
*10.21 | Form
of Severance Agreement for Executive Vice Presidents (filed as Exhibit 10.3 to the Company's Report on Form 8-K filed with the SEC on October 14, 2008) | ||
*10.22 | Form of Severance Agreement for Executive Vice Presidents (filed as Exhibit 10.1 to the Company's Report on Form 8-K filed with the SEC on October 15, 2012) | ||
*10.23 | Form
of Severance Agreement for Senior Vice Presidents (filed as Exhibit 10.4 to the Company's Report on Form 8-K filed with the SEC on October 14, 2008) | ||
*10.24 | Form of Severance Agreement for Senior Vice Presidents (filed as Exhibit 10.36 to the Company's Form 10-K filed with the SEC on October 19, 2012) | ||
*10.25 | Medical
Expense Reimbursement Plan, amended as of November 2, 2004 (filed as Exhibit 10(v) to the Company's Form 10-K for the fiscal year ended August 28, 2004) | ||
*10.26 | Family Dollar Stores, Inc., Executive Life Plan (filed as Exhibit 10.26 to the Company's Form 10-K for the fiscal year ended August 27, 2005) | ||
*10.27 | Relocation
Policy applicable to executive officers of the Company (filed as Exhibit 10.27 to the Company's Form 10-K for the fiscal year ended August 27, 2005) | ||
*10.28 | Amended and Restated Family Dollar Compensation Deferral Plan (filed as Exhibit 10.3 to the Company's Form 10-Q for the quarter ended March 1, 2008) | ||
*10.29 | Family
Dollar Stores Inc., 2006 Incentive Plan Directors' Share Awards Guidelines (filed as Exhibit 10.1 to the Company's Report on Form 8-K filed with the SEC on August 21, 2006) |
*10.30 | Family
Dollar Stores Inc., 2006 Incentive Plan 2006 Non-Qualified Stock Option Grant Program (filed as Exhibit 10.3 to the Company's Report on Form 8-K filed with the SEC on January 25, 2006) | ||
*10.31 | Family Dollar Stores, Inc., 2006 Incentive Plan Guidelines for Long Term Incentive Performance Share Rights Awards (filed as Exhibit 10.3 to the Company's Form 10-Q for the quarter ended May 26, 2012) | ||
*10.32 | Form
of Performance Share Rights Award Certificate Awards (filed as Exhibit 10.2 to the Company's Report on Form 8-K filed with the SEC on September 29, 2005) | ||
*10.33 | Stipulation and Agreement of Compromise, Settlement and Release (filed as Exhibit 10.1 to the Company's Report on Form 8-K filed with the SEC on June 26, 2007) | ||
*10.34 | Agreement
dated September 28, 2011 between Family Dollar Stores, Inc. and Trian Fund Management, L.P., Trian Management GP, LLC, certain funds managed by Trian Management L.P. and Nelson Peltz, Peter W. May and Edward P. Garden (filed as Exhibit 10.1 to the Company's Current Report on Form 8-K filed on September 29, 2011) | ||
*10.35 | Severance Agreement between Mary A. Winston and Family Dollar Stores, Inc. dated April 5, 2012 (filed as Exhibit 10.1 to the
Company's Current Report on Form 8-K filed on April 10, 2012) | ||
10.36 | $300 million Credit Agreement dated as of August 17, 2011, by and among Family Dollar Stores, Inc., as Borrower, and Wells Fargo Bank, National Association as Administrative Agent and the lenders party thereto (filed as Exhibit 10.31 to the Company's Form 10-K for the fiscal year ended August 27, 2011) | ||
10.37 | First
Amendment dated as of February 20, 2013, to the $300 Million Credit Agreement dated August 17, 2011, by and among Family Dollar Stores, Inc., as Borrower, and Wells Fargo Bank, National Association as Administrative Agent and the lenders party thereto (filed as Exhibit 10.1 to the Form 10-Q for the quarter ended March 2, 2013) | ||
10.38 | Second Amendment dated as of February 20, 2013, to the $400 Million Credit Agreement dated November 17, 2010, by and among Family
Dollar Stores, Inc., as Borrower, and Wells Fargo Bank, National Association, as Administrative Agent, and the lenders party thereto (filed as Exhibit 10.2 to the Company's Form 10-Q for the quarter ended March 2, 2013) | ||
10.39 | $300,000,000 Amended and Restated 4-Year Credit Agreement dated as of November 13, 2013, by and among Family Dollar Stores, Inc., as Borrower, Wells Fargo Bank, National Association, as Administrative Agent, and the lenders party thereto (filed as Exhibit 10.1 to the
Company's Form 10-Q for the quarter ended November 30, 2013) | ||
10.40 | $600,000,000 Amended and Restated 5-Year Credit Agreement dated as of November 13, 2013, by and among Family Dollar Stores, Inc., as Borrower, Wells Fargo Bank, National Association, as Administrative Agent, and the lenders party thereto (filed as Exhibit 10.2 to the Company's Form 10-Q for the quarter ended November 30, 2013) | ||
*10.41 | Family
Dollar Stores, Inc. Employee Stock Purchase Plan As Amended and Restated, Effective March 11, 2014.(filed as Exhibit 10.1 to the Company's Form 10-Q for the quarter ended March 1, 2014 | ||
*10.42 | Family Dollar Stores, Inc., Compensation Deferral Plan, as amended and restated effective January 1, 2014 (filed as Exhibit 10.1 to the Company's Form 10-Q for the quarter ended May
31, 2014) | ||
*10.43 | Family Dollar Stores, Inc., Domestic US Relocation Policy (Executive Homeowners), as amended and restated effective January 1, 2014. (filed as Exhibit 10.2 to the Company's Form 10-Q for the quarter ended May 31, 2014) | ||
*10.44 | Family Dollar
Stores, Inc., Domestic US Relocation Policy (Executive Renters), as amended and restated effective January 1, 2014 (filed as Exhibit 10.3 to the Company's Form 10-Q for the quarter ended May 31, 2014) | ||
*10.45 | Family Dollar Stores, Inc., Executive Life Insurance Plan (filed as Exhibit 10.4 to the Company's Form 10-Q for the quarter ended May 31, 2014) | ||
*10.46 | Family
Dollar Stores, Inc., Executive Supplemental Disability Income Plan (filed as Exhibit 10.5 to the Company's Form 10-Q for the quarter ended May 31, 2014) | ||
*10.47 | Retention Letter, dated as of July 27, 2014, among Family Dollar Stores, Inc., Dollar Tree, Inc. and Howard R. Levine (filed as Exhibit 10.1 to the Company's Current Report on Form 8-K filed on July 28, 2014) | ||
*10.48 | Family
Dollar Stores, Inc. 2006 Incentive Plan Restricted Stock Unit Grant Program (filed as Exhibit 10.1 to the Company's Current Report on Form 8-K filed on October 16, 2014) | ||
*10.49 | Family Dollar Stores, Inc. 2006 Incentive Plan Fiscal 2015 Non-Qualified Stock Option Grant Program and Non-Qualified Stock Option Award Certificate (filed as Exhibit 10.2 to the Company's Current Report on Form 8-K filed on October
16, 2014) | ||
*10.50 | Summary of retention awards for the Company's named executive officers (filed under Item 5.02 in the Company's Current Report on Form 8-K filed on October 7, 2014) | ||
*10.51 | First Amendment effective November
1, 2014 to Family Dollar Stores, Inc., Compensation Deferral Plan, as amended and restated effective January 1, 2014 (filed as Exhibit 10.1 in the Company's Report on Form 10-K filed on October 29, 2014) | ||
*10.52 | Family Dollar Stores, Inc., Retention Award Plan (filed as Exhibit 10.2 in the Company's Report on Form 10-K filed on October 29, 2014) | ||
21.1 | Subsidiaries
of the Company (filed as Exhibit 21 in the Company's Report on Form 10-K filed on October 29, 2014) |
32.1 | Certification
of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed as Exhibit 32 in the Company's Report on Form 10-K filed on October 29, 2014) | ||
101 | Financial statements from the annual report on Form 10-K of the Company for the year ended August 30, 2014, filed on October 29, 2014, formatted in XBRL: (i) the Consolidated Statements of Income, (ii) Consolidated Statements of Comprehensive Income, (iii) the Consolidated Balance Sheets, (iv) the Consolidated Statements of Shareholders' Equity, (v) the Consolidated Statements of Cash Flows and (vi) the Notes to Consolidated Financial Statements (filed as Exhibit 101 in the Company's Report on Form 10-K filed on October 29, 2014) |
23 | Consent
of Independent Registered Public Accounting Firm | ||
31.1 | Certification of Principal Executive Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | ||
31.2 | Certification of Principal Financial Officer Pursuant to Rules 13a-14(a) and 15d-14(a) under the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley
Act of 2002 |
* | Exhibit represents a management contract or compensatory plan |
This ‘10-K/A’ Filing | Date | Other Filings | ||
---|---|---|---|---|
9/27/15 | ||||
Filed on: | 11/3/14 | 4, DEFA14A | ||
11/1/14 | ||||
10/29/14 | 10-K, 4, 425, 8-K | |||
10/16/14 | 4, 8-K, PRRN14A, SC TO-T/A | |||
10/7/14 | 8-K | |||
10/4/14 | ||||
9/5/14 | 425, 8-K | |||
9/4/14 | 8-K | |||
For Period End: | 8/30/14 | 10-K | ||
7/28/14 | 425, 8-A12B/A, 8-K, SC 13D/A | |||
7/27/14 | 8-K | |||
6/9/14 | 8-A12B, 8-K | |||
5/31/14 | 10-Q | |||
3/11/14 | 4 | |||
3/1/14 | 10-Q | |||
1/1/14 | ||||
11/30/13 | 10-Q | |||
11/13/13 | 8-K | |||
10/21/13 | 8-K | |||
3/2/13 | 10-Q | |||
2/20/13 | ||||
1/3/13 | 10-Q, 8-K, DEFR14A | |||
12/28/12 | 8-K | |||
11/16/12 | 8-A12B/A, 8-K | |||
10/19/12 | 10-K | |||
10/15/12 | 4, 8-K | |||
5/26/12 | 10-Q | |||
4/10/12 | 4, 8-K | |||
4/5/12 | 3, 8-K | |||
2/24/12 | 8-A12B, 8-K | |||
9/29/11 | 8-K, SC 13D/A | |||
9/28/11 | 3, 4, 4/A, 8-K | |||
9/26/11 | 3, 8-K | |||
9/9/11 | 8-K | |||
8/27/11 | 10-K, 5 | |||
8/17/11 | 8-K | |||
3/3/11 | 8-A12B, 8-K | |||
3/2/11 | 8-K | |||
2/26/11 | 10-Q | |||
1/28/11 | 8-K | |||
12/7/10 | DEF 14A | |||
11/27/10 | 10-Q | |||
11/17/10 | 8-K | |||
10/15/10 | 4, 8-K | |||
2/27/10 | 10-Q | |||
11/28/09 | 10-Q | |||
11/21/08 | 8-K | |||
10/14/08 | 8-K | |||
10/7/08 | 4, 8-K | |||
3/1/08 | 10-Q | |||
6/26/07 | 8-K | |||
11/8/06 | ||||
8/28/06 | 8-K | |||
8/26/06 | 10-K, 5, NT 10-K | |||
8/24/06 | 8-K | |||
8/21/06 | 8-K | |||
1/25/06 | 8-K | |||
9/29/05 | 8-K | |||
9/27/05 | 8-K | |||
8/27/05 | 10-K | |||
11/2/04 | ||||
8/28/04 | 10-K, 10-K/A, 5 | |||
10/2/02 | 8-K | |||
9/30/02 | ||||
List all Filings |