8-K 1 tmpacquisitionform8-kjune2.htm TRUEBLUE FORM 8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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 13, 2018

TRUEBLUE, INC.
(Exact Name of Registrant as Specified in Its Charter)

Washington
(State or Other Jurisdiction
of Incorporation)

001-14543 |  | 91-1287341
(Commission File Number) |  | (IRS Employer Identification No.)

1015 A Street, Tacoma, Washington |  | 98402
(Address of Principal Executive Offices) |  | (Zip Code)

(253) 383-9101
(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))

Indicate by check mark whether the registrant is an emerging growth company as defined in 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. ¨

Item 7.01. | Regulation FD Disclosure.

On June 13, 2018, TrueBlue, Inc. (“TrueBlue”) and its subsidiary PeopleScout, Inc. (“PeopleScout“) announced the acquisition of TMP Holdings LTD (“TMP“), through PeopleScout. TMP is a provider of recruitment process outsourcing, resourcing and recruitment marketing services in the United Kingdom.
A copy of the press releases announcing the acquisition are attached hereto as Exhibit 99.1 and Exhibit 99.2 and incorporated herein by reference. We are also attaching Exhibit 99.3 to this report, which is an Investor Presentation providing additional details on the transaction that is also available on TrueBlue’s website at www.trueblue.com.
In accordance with General Instruction B.2. of Form 8-K, the information contained above in this report (including the exhibits hereto) shall not be deemed “Filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall the contents hereof or the exhibits here to be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing. This report will not be deemed a determination or an admission as to the materiality of any information in the report that is required to be disclosed solely by Regulation FD.

Item 9.01. | Financial Statements and Exhibits.

(d) | Exhibits

99.1 | TrueBlue Press Release dated June 13, 2018

99.2 | PeopleScout Press Release dated June 13, 2018

99.3 | Investor Presentation

SIGNATURE
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.

|  | TRUEBLUE, INC.
|  | (Registrant)
Date: | June 13, 2018 | By: |  | /s/ Derrek L. Gafford
|  |  |  | Derrek L. Gafford
|  |  |  | Chief Financial Officer and Executive Vice President

EXHIBIT INDEX

Exhibit Number | Exhibit Description | Furnished Herewith
99.1 | TrueBlue Press Release dated June 13, 2018 | X
99.2 | PeopleScout Press Release dated June 13, 2018 | X
99.3 | Investor Presentation | X