vvv-20200914
0001674910false00016749102020-09-142020-09-14



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): September 14, 2020
__________________________________
 
VALVOLINE INC.
(Exact name of registrant as specified in its charter)
___________________________________
Kentucky 001-37884 30-0939371
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
100 Valvoline Way
Lexington, KY 40509
(Address of Principal Executive Offices)

(859) 357-7777
(Registrant’s telephone number, including area code)
___________________________________

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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value 00016749102020-09-142020-09-14



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): September 14, 2020
__________________________________
 
VALVOLINE INC.
(Exact name of registrant as specified in its charter)
___________________________________
Kentucky 001-37884 30-0939371
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification No.)
 
100 Valvoline Way
Lexington, KY 40509
(Address of Principal Executive Offices)

(859) 357-7777
(Registrant’s telephone number, including area code)
___________________________________

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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value $0.01 per shareVVVNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company 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 8.01.Other Events.
On September 14, 2020, Valvoline Inc. (“Valvoline”) issued a news release announcing that it has entered into a definitive agreement with Kent Lubrication Centers Ltd. (doing business as Avis Lube) to acquire its 14 quick-lube service centers in Texas. The stores will be rebranded as Valvoline Instant Oil ChangeSM. The acquisition is expected to closed in the first quarter of fiscal 2021.
A copy of the news release is being furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01.Financial Statements and Exhibits
(d) Exhibits
Exhibit No.Description of Exhibit
99.1
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
 


2


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 hereunto duly authorized.
 
 VALVOLINE INC.
   
Date: September 16, 2020By: /s/ Julie M. O'Daniel
  Julie M. O'Daniel
  Senior Vice President, Chief Legal Officer and Corporate Secretary













VVVNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company 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 8.01.Other Events.
On September 14, 2020, Valvoline Inc. (“Valvoline”) issued a news release announcing that it has entered into a definitive agreement with Kent Lubrication Centers Ltd. (doing business as Avis Lube) to acquire its 14 quick-lube service centers in Texas. The stores will be rebranded as Valvoline Instant Oil ChangeSM. The acquisition is expected to closed in the first quarter of fiscal 2021.
A copy of the news release is being furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01.Financial Statements and Exhibits
(d) Exhibits
Exhibit No.Description of Exhibit
99.1
104Cover Page Interactive Data File (embedded within the Inline XBRL document)
 


2


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 hereunto duly authorized.
 
 VALVOLINE INC.
   
Date: September 16, 2020By: /s/ Julie M. O'Daniel
  Julie M. O'Daniel
  Senior Vice President, Chief Legal Officer and Corporate Secretary













3
 Document

Exhibit 99.1

vvvlogo917a011.jpg
NEWS RELEASE

Valvoline to Expand Company-Owned Quick-Lube Network with Acquisition of 14 Service Centers in Texas

LEXINGTON, Ky., Sept. 14, 2020 - Valvoline Inc. (NYSE: VVV), a leading worldwide supplier of premium branded lubricants and automotive services, announced today that it plans to acquire 14 quick-lube locations that will expand its company-owned service center network in Texas.

The company has signed a definitive agreement with Kent Lubrication Centers Ltd. (doing business as Avis Lube) to purchase its existing quick-lube centers which will be rebranded as Valvoline Instant Oil ChangeSM (VIOC) service centers. This acquisition is expected to close in the company’s first quarter of fiscal 2021. Financial terms of the acquisition were not disclosed.

“A core element of Valvoline’s business strategy is to continue to grow and strengthen our industry-leading quick-lube network through organic store expansion and high-quality acquisitions in both core and new markets.” said Tony Puckett, senior vice president and president, Valvoline Quick Lubes. “With Avis Lube’s focus on customer service and employee professional training, their culture is an excellent fit for the Valvoline brand. These 14 service centers in the Midland/Odessa area will enable us to expand deeper into Texas beyond our current base of company and franchise service centers in the Houston, Dallas, San Antonio and Austin markets.”

“As an owner, it was a bittersweet decision to sell,” said Bill Kent, owner of Kent Lubrication Centers Ltd. “After getting to know the excellent management team at Valvoline, I realized I could not have found a better company to provide my loyal Avis Lube team members with the continued career and growth opportunities they deserve. The Valvoline Instant Oil Change quick- lube team shares our same commitment to trusted service. I want to thank my team for their hard work and commitment to making Avis Lube a premier quick-lube chain over the last 44 years. I am confident our team members and guests will find Valvoline an excellent new owner in the communities that Avis Lube has had the honor to serve.”

About Valvoline™
Valvoline Inc. (NYSE: VVV) is a leading worldwide marketer and supplier of premium branded lubricants and automotive services, with sales in more than 140 countries. Established in 1866, the company’s heritage spans more than 150 years, during which time it has developed powerful brand recognition across multiple product and service channels. Valvoline ranks as the No. 3 passenger car motor oil brand in the DIY market by volume. It operates and franchises


approximately 1,400 quick-lube locations, and it is the No. 2 chain by number of stores in the United States under the Valvoline Instant Oil ChangeSM brand and the No. 3 chain by number of stores in Canada under the Valvoline Great Canadian Oil Change brand. It also markets Valvoline lubricants and automotive chemicals, including the Valvoline High Mileage with MaxLife technology motor oil for engines over 75,000 miles; Valvoline Advanced Full Synthetic motor oil; Valvoline Premium Blue™ heavy-duty motor oil; Valvoline Multi-Vehicle Automatic Transmission Fluid; and Zerex™ antifreeze. To learn more, visit www.valvoline.com.

Forward-Looking Statements
Certain statements in this news release, other than statements of historical fact, including estimates, projections, statements related to Valvoline’s business plans and operating results are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Valvoline has identified some of these forward-looking statements with words such as “anticipates,” “believes,” “expects,” “estimates,” “is likely,” “predicts,” “projects,” “forecasts,” “may,” “will,” “should” and “intends” and the negative of these words or other comparable terminology. These forward-looking statements are based on Valvoline’s current expectations, estimates, projections and assumptions as of the date such statements are made and are subject to risks and uncertainties that may cause results to differ materially from those expressed or implied in the forward-looking statements. Additional information regarding these risks and uncertainties are described in the Company’s filings with the Securities and Exchange Commission (the “SEC”), including in the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of Valvoline’s most recently filed periodic reports on Forms 10-K and Forms 10-Q, which are available on Valvoline’s website at http://investors.valvoline.com/sec-filings or on the SEC’s website at http://sec.gov. Valvoline assumes no obligation to update or revise these forward-looking statements for any reason, even if new information becomes available in the future.

TM Trademark, Valvoline or its subsidiaries, registered in various countries
SM Service mark, Valvoline or its subsidiaries, registered in various countries


FOR FURTHER INFORMATION
Sean T. Cornett
Sr. Director, Investor Relations
+1 (859) 357-2798
scornett@valvoline.com

Michele Gaither Sparks
Sr. Director, Corporate Communications
+1 (859) 230-8079
michele.sparks@valvoline.com



v3.20.2
Cover Page
Sep. 14, 2020
Cover [Abstract]  
Document Type 8-K
Document Period End Date Sep. 14, 2020
Entity Registrant Name VALVOLINE INC
Entity Incorporation, State or Country Code KY
Entity File Number 001-37884
Entity Tax Identification Number 30-0939371
Entity Address, Address Line One 100 Valvoline Way
Entity Address, City or Town Lexington
Entity Address, State or Province KY
Entity Address, Postal Zip Code 40509
City Area Code 859
Local Phone Number 357-7777
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common stock, par value $0.01 per share
Trading Symbol VVV
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Central Index Key 0001674910
Amendment Flag false