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
October 21, 2004
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Date of Report (Date of earliest event reported)
H&R BLOCK, INC.
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(Exact name of Registrant as specified in its charter)
Missouri 1-6089 44-0607856
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(State of (Commission File Number) (I.R.S. Employer
Incorporation) Identification Number)
4400 Main Street, Kansas City, Missouri 64111
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(Address of Principal Executive Offices) (Zip Code)
(816) 753-6900
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(Registrant's telephone number, including area code)
Not applicable
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(Former name or former address, if changed since last report)
Item 1.01 Entry into a Material Definitive Agreement
On October 21, 2004, H&R Block, Inc. (the "Company") and Block Financial
Corporation entered into an Underwriting Agreement with JP Morgan Securities
Inc. and Merrill Lynch, Pierce Fenner & Smith Incorporated, as representatives
of the several underwriters named therein, in connection with the issuance and
sale by BFC of an aggregate of $400,000,000 of principal amount of BFC's
5.125% Notes due 2014 (the "Notes"), which are fully and unconditionally
guaranteed by the Company pursuant to guarantees (the "Guarantee") endorsed on
the Notes. The closing of the sale of the Notes and the Guarantee will occur on
October 26, 2004. The form of the Notes and Guarantee is filed as Exhibit 4.1
and the Officers' Certificate establishing the terms of the Notes is filed as
Exhibit 4.2.
Item 8.01 Other Events
The Company is filing certain exhibits to its Registration Statement on
Form S-3 (Nos. 333-118020; 333-118020-01) under Item 9.01 hereof in connection
with the completion of a public offering of $400 million in aggregate principal
amounts of BFC's 5.125% Notes due 2014 on October 26, 2004. The pricing of the
offering was previously announced in the Company's press release dated October
21, 2004, which is attached hereto as Exhibit 99.1 and incorporated by reference
herein.
Item 9.01. Financial Statements and Exhibits
Exhibit Number Description
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1.1 Block Financial Corporation Debt Securities
Underwriting Agreement Standard Provisions
4.1 Officers' Certificate of Block Financial Corporation
establishing the terms of the 5.125% Notes due
2014.
4.2 Form of 5.125% Notes due 2014.
5.1 Opinion of Stinson Morrison Hecker LLP.
23.1 Consent of Stinson Morrison Hecker LLP (included
in Exhibit 5.1)
25.1 Form T-1, Statement of Eligibility under the
Trust Indenture Act of 1939 of Deutsche Bank
Trust Company Americas, as trustee.
99.1 Press Release, dated October 21, 2004
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this to be signed on its behalf by the undersigned,
hereunto duly authorized.
H&R BLOCK, INC.
Dated: October 26, 2004
By: /s/ Bret G. Wilson
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Bret G. Wilson
Vice President and Secretary