SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): February 4, 2013
HD SUPPLY, INC.
(Exact name of registrant as specified in its charter)
Registrants telephone number, including area code: (770) 852-9000
(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:
Item 1.01 Entry into a Material Definitive Agreement.
On February 4, 2013, HD Supply Distribution Services, LLC (Crown Bolt), an indirect wholly-owned subsidiary of HD Supply, Inc., and Home Depot USA, Inc. (Home Depot) entered into an amendment and extension of a strategic purchase agreement, originally entered into on August 30, 2007 (the 2007 Strategic Purchase Agreement). The 2007 Strategic Purchase Agreement provided a guaranteed revenue stream to Crown Bolt through January 31, 2015 by specifying minimum annual purchase requirements from Home Depot. The amendment and extension of the 2007 Strategic Purchase Agreement eliminates the minimum purchase requirement beginning February 4, 2013, but keeps Crown Bolt as the exclusive supplier of all products purchased by Home Depot from Crown Bolt through January 31, 2020. As of October 28, 2012, the net book value of the intangible asset assigned to the 2007 Strategic Purchase Agreement is $50 million and the net book value of goodwill assigned to Crown Bolt is $215 million. The amendment and extension is expected to result in an impairment of the intangible asset assigned to the 2007 Strategic Purchase Agreement, the goodwill assigned to Crown Bolt or both, which could be significant.
Item 8.01 Other Events.
HD Supply, Inc. issued a press release on February 4, 2013. A copy of the press release is attached as Exhibit 99.1 hereto and is incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
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.