Sally Beauty Holdings, Inc. Sample Contracts

Sally Beauty Holdings, Inc. – Sally Beauty Holdings, Inc. Announces Third Quarter Results (July 31st, 2019)

DENTON, Texas, July 31, 2019 – Sally Beauty Holdings, Inc. (NYSE: SBH) (“the Company”) today announced financial results for its third quarter ended June 30, 2019. The Company will hold a conference call today at 7:30 a.m. Central Time to discuss these results.

Sally Beauty Holdings, Inc. – Contact: Jeff Harkins Investor Relations 940-297-3877 (May 1st, 2019)

DENTON, Texas, May 1, 2019 – Sally Beauty Holdings, Inc. (NYSE: SBH) (“the Company”) today announced financial results for its second quarter ended March 31, 2019. The Company will hold a conference call today at 7:30 a.m. Central Time to discuss these results.

Sally Beauty Holdings, Inc. – Sally Beauty Completes Tender Offers for Senior Notes ● Over $60 Million of Senior Notes Tendered ● Fiscal Year 2019 Deleveraging Efforts Continue (March 20th, 2019)

Denton, Texas – Sally Beauty Holdings, Inc. (NYSE: SBH) announced today the results of its cash tender offers (the “Tender Offers”) to purchase up to $100,000,000 in aggregate purchase price of 5.625 percent Senior Notes due 2025 (the “2025 Notes”) and 5.500 percent Senior Notes due 2023 (the “2023 Notes” and, together with the 2025 Notes, the “Notes”), in each case issued by its indirect wholly-owned subsidiaries Sally Holdings LLC and Sally Capital Inc. (collectively, “Sally Beauty”). The Tender Offers, which were made pursuant to an Offer to Purchase dated February 19, 2019 (the “Offer to Purchase”), expired at 12:00 midnight, New York City time, on March 18, 2019 (the “Expiration Date”).

Sally Beauty Holdings, Inc. – Sally Beauty Announces Early Results of Tender Offers for Senior Notes and Extension of Total Consideration (March 5th, 2019)

Denton, Texas – Sally Beauty Holdings, Inc. (NYSE: SBH) announced today the results to date of its previously-announced cash tender offers (the “Tender Offers”) to purchase up to $100,000,000 in aggregate purchase price (as it may be increased by Sally Beauty, the “Tender Cap”) of 5.625 percent Senior Notes due 2025 (the “2025 Notes”) and 5.500 percent Senior Notes due 2023 (the “2023 Notes” and, together with the 2025 Notes, the “Notes”), in each case issued by its indirect wholly-owned subsidiaries Sally Holdings, LLC and Sally Capital Inc. (collectively, “Sally Beauty”).

Sally Beauty Holdings, Inc. – Sally Beauty Commences Tender Offers for Senior Notes (February 19th, 2019)

Denton, Texas – Sally Beauty Holdings, Inc. (NYSE: SBH) announced today that its indirect wholly-owned subsidiaries Sally Holdings LLC and Sally Capital Inc. (collectively, “Sally Beauty”) have commenced cash tender offers (the “Tender Offers”) to purchase up to $100,000,000 in aggregate purchase price (as it may be increased by Sally Beauty, the “Tender Cap”) of their outstanding 5.625 percent Senior Notes due 2025 and 5.500 percent Senior Notes due 2023 (collectively, the “Notes”).

Sally Beauty Holdings, Inc. – RESTRICTED STOCK UNIT AWARD AGREEMENT (February 5th, 2019)

pursuant to and subject to the provisions of the Sally Beauty Holdings, Inc. 2019 Omnibus Incentive Plan (the “Plan”) and to the terms and conditions set forth on the following page (the “Terms and Conditions”).  By accepting the RSUs, Grantee shall be deemed to have agreed to the Terms and Conditions set forth in this Award Agreement and the Plan.  Capitalized terms used herein and not otherwise defined shall have the meanings assigned to such terms in the Plan.

Sally Beauty Holdings, Inc. – Sally Beauty Holdings, Inc. Announces First Quarter Results (February 5th, 2019)

DENTON, Texas, February 5, 2019 – Sally Beauty Holdings, Inc. (NYSE: SBH) (“the Company”) today announced financial results for its first quarter ended December 31, 2018.  The Company will hold a conference call today at 7:30 a.m. Central Time to discuss these results.

Sally Beauty Holdings, Inc. – Performance unit award agreement (February 5th, 2019)

performance units (the “Performance Units”) representing the right to earn, on a one-for-one basis, shares of the Company’s common stock, par value $0.01 pursuant to and subject to the provisions of the Sally Beauty Holdings, Inc. 2019 Omnibus Incentive Plan (the “Plan”) and to the terms and conditions set forth on the following pages (the “Terms and Conditions”).  By accepting the Performance Units, Grantee shall be deemed to have agreed to the Terms and Conditions set forth in this Award Agreement and the Plan.

Sally Beauty Holdings, Inc. – Contact: Jeff Harkins Investor Relations (November 8th, 2018)

DENTON, Texas, November 8, 2018 – Sally Beauty Holdings, Inc. (NYSE: SBH) (“the Company”) today announced financial results for its fourth quarter and fiscal year ended September 30, 2018.  The Company will hold a conference call today at 7:30 a.m. Central Time to discuss these results.

Sally Beauty Holdings, Inc. – Sally Beauty Holdings, Inc. Announces Third Quarter Results (August 2nd, 2018)

GAAP diluted EPS of $0.48; decrease of 2.0% versus prior year, driven by restructuring charges and expenses related to previously disclosed data security incidents

Sally Beauty Holdings, Inc. – SEPARATION AGREEMENT (May 3rd, 2018)

This Separation Agreement ("Agreement") is entered into by and between Donald T. Grimes ("Employee") and Sally Beauty Supply LLC ("Employer").

Sally Beauty Holdings, Inc. – Sally Beauty Holdings, Inc. Announces Second Quarter Results (May 3rd, 2018)

DENTON, Texas, May 3, 2018 – Sally Beauty Holdings, Inc. (NYSE: SBH) (“the Company”) today announced financial results for its fiscal 2018 second quarter ended March 31, 2018.  The Company will hold a conference call today at 7:30 a.m. Central Time to discuss these results and its business.

Sally Beauty Holdings, Inc. – US2950487/28 165606-0003 (May 3rd, 2018)

This AMENDMENT NO. 1, dated as of March 27, 2018 (this Amendment), is made by and among SALLY HOLDINGS LLC, a Delaware limited liability company (the Company), SALLY CAPITAL INC., a Delaware corporation (Sally Capital and, together with the Company, each individually a Borrower and collectively the Borrowers), each of the LENDERS (as defined below) that is a signatory hereto, and JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, including any successor thereto, the Administrative Agent).

Sally Beauty Holdings, Inc. – SEPARATION AGREEMENT (January 26th, 2018)

This Separation Agreement (“Agreement”) is entered into by and between Matthew Haltom (“Employee”) and Sally Beauty Supply LLC (“Employer”) (jointly the “Parties”).

Sally Beauty Holdings, Inc. – Sally Beauty Holdings, Inc. Announces Fourth Quarter Results (November 15th, 2017)

DENTON, Texas, November 15, 2017 — Sally Beauty Holdings, Inc. (NYSE: SBH) (“the Company”) today announced financial results for the fourth quarter and fiscal year ended September 30, 2017.  The Company will hold a conference call today at 7:30 a.m. (Central) to discuss these results and its business.

Sally Beauty Holdings, Inc. – Sally Beauty Holdings, Inc. Announces Fiscal Third Quarter Results (August 3rd, 2017)

DENTON, Texas, August 3, 2017 — Sally Beauty Holdings, Inc. (NYSE: SBH) (the “Company”) today announced financial results for its fiscal 2017 third quarter ended June 30, 2017. The Company will hold a conference call today at 7:30 a.m. (Central) to discuss these results and its business.

Sally Beauty Holdings, Inc. – CREDIT AGREEMENT Dated as of July 6, 2017 among SALLY HOLDINGS LLC and SALLY CAPITAL INC., as Borrowers, SALLY BEAUTY HOLDINGS, INC. and SALLY INVESTMENT HOLDINGS LLC, as Parent Guarantors, JPMORGAN CHASE BANK, N.A., as Administrative Agent, THE LENDERS PARTY THERETO, (July 6th, 2017)

This CREDIT AGREEMENT is entered into as of July 6, 2017, among SALLY HOLDINGS LLC, a Delaware limited liability company (the “Company”), SALLY CAPITAL INC., a Delaware corporation (“Sally Capital” and, together with the Company, each individually a “Borrower” and collectively the “Borrowers”), Sally Beauty Holdings, Inc. (“Holding”), Sally Investment Holdings LLC, a Delaware limited liability company (“Intermediate Holdings”), JPMORGAN CHASE BANK, N.A., as administrative agent (in such capacity, including any successor thereto, the “Administrative Agent”) for the Lenders and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).

Sally Beauty Holdings, Inc. – AMENDED AND RESTATED CREDIT AGREEMENT Dated as of July 6, 2017 among SALLY HOLDINGS LLC BEAUTY SYSTEMS GROUP LLC SALLY BEAUTY SUPPLY LLC as Domestic Borrowers BEAUTY SYSTEMS GROUP (CANADA), INC. as Canadian Borrower SBH FINANCE B.V. as Foreign Borrower The Guarantors From Time to Time Party Hereto BANK OF AMERICA, N.A. as Administrative Agent and Collateral Agent BANK OF AMERICA, N.A. (acting through its Canada branch) as Canadian Agent The Other Lenders Party Hereto WELLS FARGO BANK, NATIONAL ASSOCIATION, as Syndication Agent MERRILL LYNCH, PIERCE, FENNER & SMITH INCORPORATED WELLS FARGO BANK (July 6th, 2017)

SALLY HOLDINGS LLC, a Delaware limited liability company, BEAUTY SYSTEMS GROUP, LLC, a Delaware limited liability company, and SALLY BEAUTY SUPPLY, LLC, a Delaware limited liability company (collectively, the “Domestic Borrowers”);

Sally Beauty Holdings, Inc. – AMENDED AND RESTATED BY-LAWS OF SALLY BEAUTY HOLDINGS, INC. APRIL 26, 2017 (April 28th, 2017)
Sally Beauty Holdings, Inc. – SEPARATION AGREEMENT (November 15th, 2016)

This Separation Agreement (“Agreement”) is entered into by and between Mark Flaherty (“Employee”) and Sally Beauty Supply LLC (“Employer”).

Sally Beauty Holdings, Inc. – SEPARATION AND RELEASE AGREEMENT (May 5th, 2016)

This Separation Agreement (“Agreement”) is entered into by and between Gary Winterhalter (“Employee”) and Sally Beauty Holdings, Inc. (“Employer”).

Sally Beauty Holdings, Inc. – OPTION EXERCISE PERIOD EXTENSION AGREEMENT (May 5th, 2016)

This Option Exercise Period Extension Agreement (“Agreement”) is entered into by and between Sally Beauty Holdings, Inc. (“Employer”) and Gary Winterhalter (“Employee”) (collectively, the “Parties”).

Sally Beauty Holdings, Inc. – SEPARATION AGREEMENT (May 5th, 2016)

This Separation Agreement (“Agreement”) is entered into by and between Brian Walker (“Employee”) and Sally Beauty Supply LLC (“Employer”).

Sally Beauty Holdings, Inc. – PERFORMANCE UNIT AWARD AGREEMENT Non-transferable GRANT TO «Full Name» (February 4th, 2016)

performance units (the “Performance Units”) representing the right to earn, on a one-for-one basis, shares of the Company’s common stock, par value $0.01 pursuant to and subject to the provisions of the Sally Beauty Holdings, Inc. Amended and Restated 2010 Omnibus Incentive Plan (the “Plan”) and to the terms and conditions set forth on the following pages (the “Terms and Conditions”).  By accepting the Performance Units, Grantee shall be deemed to have agreed to the Terms and Conditions set forth in this Award Agreement and the Plan.

Sally Beauty Holdings, Inc. – SALLY HOLDINGS LLC and SALLY CAPITAL INC. as Issuers and the Guarantors from time to time parties hereto and WELLS FARGO BANK, NATIONAL ASSOCIATION, as Trustee (December 3rd, 2015)

THIRD SUPPLEMENTAL INDENTURE, dated as of December 3, 2015, by and between Sally Holdings LLC, a Delaware limited liability company (the “Company”), and Sally Capital Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), the Guarantors from time to time party hereto and Wells Fargo Bank, National Association, a national banking association, as trustee (the “Trustee”) to the Indenture, dated as of May 18, 2012, between the Issuers, the Guarantors from time to time party thereto and the Trustee (the “Base Indenture” and, as supplemented by this Third Supplemental Indenture, the “Indenture”).

Sally Beauty Holdings, Inc. – SALLY HOLDINGS LLC SALLY CAPITAL INC. 5.625% Senior Notes due 2025 UNDERWRITING AGREEMENT Dated November 18, 2015 (November 19th, 2015)

Sally Holdings LLC, a Delaware limited liability company (the “Company”), and Sally Capital Inc., a Delaware corporation (the “Co-Issuer” and, together with the Company, the “Issuers”), propose, subject to the terms and conditions stated herein, to issue and sell to the underwriters named in Schedule I hereto (the “Underwriters”), acting severally and not jointly, the respective amounts set forth in such Schedule I of $750,000,000 aggregate principal amount of the Issuers’ 5.625% Senior Notes due 2025 (the “Notes”). Merrill Lynch, Pierce, Fenner & Smith Incorporated (“Merrill Lynch”) has agreed to act as the representative of the several Underwriters (the “Representative”) in connection with the offering and sale of the Notes.

Sally Beauty Holdings, Inc. – THIRD SUPPLEMENTAL INDENTURE (August 6th, 2015)

THIRD SUPPLEMENTAL INDENTURE, dated as of May 28, 2015 (this “Supplemental Indenture”), among Loxa Beauty LLC, an Indiana limited liability company (“Loxa”), Sally Beauty Military Supply LLC, a Delaware limited liability company (“Sally Beauty Military”; together with Loxa, the “New Guarantors”), Sally Holdings LLC, a limited liability company duly organized and existing under the laws of the State of Delaware (and its successors and assigns, the “Company”), and Sally Capital Inc., a corporation duly organized and existing under the laws of the State of Delaware (and its successors and assigns, the “Co-Issuer” and, together with the Company, the “Issuers”), and each other then existing Parent Guarantor and Subsidiary Guarantor under the Indenture referred to below (the “Existing Guarantors”), and Wells Fargo Bank, National Association, as Trustee under the Indenture referred to below.

Sally Beauty Holdings, Inc. – JOINDER TO LOAN DOCUMENTS (August 6th, 2015)

SALLY HOLDINGS LLC, a Delaware limited liability company, BEAUTY SYSTEMS GROUP LLC, a Delaware limited liability company, and SALLY BEAUTY SUPPLY LLC, a Delaware limited liability company (collectively, the “Domestic Borrowers”);

Sally Beauty Holdings, Inc. – SIXTH AMENDED AND RESTATED BY-LAWS OF SALLY BEAUTY HOLDINGS, INC. JULY 30, 2015 (August 6th, 2015)
Sally Beauty Holdings, Inc. – CONSULTING AGREEMENT (August 6th, 2015)

This Consulting Agreement (“Agreement”) is made effective as of October 1, 2015 (the “Effective Date”), by and between John Golliher (“Consultant”) and Sally Beauty Holdings, Inc., a Delaware corporation (“SBH”) (collectively, the “Parties”).  Consultant and SBH agree as follows:

Sally Beauty Holdings, Inc. – THIRD SUPPLEMENTAL INDENTURE (August 6th, 2015)

THIRD SUPPLEMENTAL INDENTURE, dated as of May 28, 2015 (this “Supplemental Indenture”), among Loxa Beauty LLC, an Indiana limited liability company (“Loxa”), Sally Beauty Military Supply LLC, a Delaware limited liability company (“Sally Beauty Military”; together with Loxa, the “New Guarantors”), Sally Holdings LLC, a limited liability company duly organized and existing under the laws of the State of Delaware (and its successors and assigns, the “Company”), and Sally Capital Inc., a corporation duly organized and existing under the laws of the State of Delaware (and its successors and assigns, the “Co-Issuer” and, together with the Company, the “Issuers”), and each other then existing Parent Guarantor and Subsidiary Guarantor under the Indenture referred to below (the “Existing Guarantors”), and Wells Fargo Bank, National Association, as Trustee under the Indenture referred to below.

Sally Beauty Holdings, Inc. – SEPARATION AGREEMENT (July 31st, 2014)

This Separation Agreement (“Agreement”) is entered into by and between Tobin Anderson (“Employee”) and Sally Beauty Supply LLC (“Employer”).

Sally Beauty Holdings, Inc. – April 25, 2014 Christian A. Brickman Re: Employment Offer Dear Chris: (May 1st, 2014)

We are pleased to offer you the position of President and Chief Operating Officer, Sally Beauty Holdings, Inc. at a bi-weekly salary of $25,384.62 ($660,000.00 annualized).  The position will report to Gary Winterhalter.  We look forward to you joining the organization on June 2, 2014.

Sally Beauty Holdings, Inc. – TRANSITION AGREEMENT (May 1st, 2014)

This Transition Agreement (the “Agreement”) is entered into on this 25th day of April, 2014, by and among Sally Beauty Holdings, Inc., a Delaware corporation (the “SBH”) and Gary G. Winterhalter (the “Executive”).

Sally Beauty Holdings, Inc. – CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF SALLY BEAUTY HOLDINGS, INC. (January 30th, 2014)

Sally Beauty Holdings, Inc. (the “Corporation”), a corporation organized and existing under and by virtue of the General Corporation Law of the State of Delaware (as amended from time to time, the “DGCL”), does hereby certify: