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
21, 2005
FRANKLIN
COVEY CO.
(Exact
name of registrant as specified in its charter)
Commission
File No. 1-11107
|
Utah |
87-0401551 | |
|
(State
or other jurisdiction of incorporation) |
(IRS
Employer Identification Number) | |
2200
West Parkway Boulevard
Salt
Lake City, Utah 84119-2099
(Address
of principal executive offices)(Zip Code)
Registrant’s
telephone number, including area code: (801)
817-1776
Former
name or former address, if changed since last report: Not
Applicable
______________________
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))
Item
1.01 Entry
into a Material Definitive Agreement
Contemporaneously
with the sale of its corporate headquarters facility (refer to Item 2.01 below)
located in Salt Lake City, Utah, Franklin Covey (the Company) entered into a
20-year master lease agreement with Franklin SaltLake LLC, an entity owned by
Levy Affiliated Holdings, LLC (the purchaser), both of which are unrelated to
the Company. The master lease requires initial rental payments totaling
$253,719 per
month for the first five years of the agreement. Commencing with the sixth lease
year and continuing every year thereafter during the 20-year lease term, the
base monthly rent will be increased by two percent over the base monthly rent in
effect at the time of the increase. The master lease agreement also contains six
five-year options to renew the master lease agreement, thus allowing the Company
to maintain its operations at the current location for up to 50
years.
Item
2.01 Completion
of Disposition of Assets
On June
21, 2005 the Company completed the sale and associated leaseback of its
corporate headquarters facility, located in Salt Lake City, Utah to Levy
Affiliated Holdings, LLC, an unrelated private investment group. The sale price
was $33.8 million
in cash and after deducting customary closing costs, including commissions and
retirement of the remaining mortgage on one of the buildings, the Company
received net proceeds totaling $32.4 million.
The Company intends to use $30.0 million of the proceeds from the sale of the
corporate headquarters facility to redeem shares of preferred
stock.
Item
9.01 Financial
Statements and Exhibits
| (c) |
Exhibits |
| 99.1 |
Master
Lease Agreement between Franklin SaltLake LLC (Landlord) and Franklin
Development Corporation (Tenant). |
| 99.2 |
Purchase
and Sale Agreement and Escrow Instructions between Levy Affiliated
Holdings, LLC (Buyer) and Franklin Development Corporation (Seller) and
Amendments. |
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 thereunto
duly authorized.
|
FRANKLIN
COVEY CO. | ||||
|
Date: |
June
27, 2005 |
By: |
/s/
STEPHEN D. YOUNG | |
|
Stephen
D. Young | ||||
|
Chief
Financial Officer | ||||