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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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SCHEDULE 13D
(RULE 13d-101)
Under the Securities Exchange Act of 1934
RENT WAY, INC.
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(Name of Issuer)
Common Stock, No Par Value
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(Title of Class of Securities)
76009u104
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(CUSIP Number)
Michael D. Walts
1700 State Street
New Albany, IN 47150
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(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
Copy to:
John D. Capers, Jr.
King & Spalding
191 Peachtree Street, N.E.
Atlanta, Georgia 30303
December 10, 1998
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(Date of Event Which Requires
Filing of This Statement)
If the filing person has previously filed a statement on Schedule 13G
to report the acquisition which is the subject of this Schedule 13D, and is
filing this schedule because of Rule 13d-1(b)(3) or (4), check the following
box:[ ]
Note: Six copies of this Statement, including all exhibits, should be filed with
the Commission.
See Rule 13d-1(a) for other parties to whom copies are to be sent.
(Continued on following pages)
Page 1 of 7 Pages
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SCHEDULE 13 FORMS 7060
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CUSIP No. 76009u104 13D PAGE 2 OF 7 PAGES
- --------------------------------------------------------------------------------
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1 NAME OF REPORTING PERSONS
Michael D. Walts
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSON
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) [ ]
(b) [ ]
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3 SEC USE ONLY
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4 SOURCE OF FUNDS
00 - See Item 3
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5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) OR 2(e) [ ]
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6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
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NUMBER OF 7 SOLE VOTING POWER 1,293,600
SHARES ---------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER -0-
OWNED BY ---------------------------------------------------------
EACH 9 SOLE DISPOSITIVE POWER 1,293,600
REPORTING ---------------------------------------------------------
PERSON WITH 10 SHARED DISPOSITIVE POWER -0-
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11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
1,293,600
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12 CHECK BOX IF AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES [ ]
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13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.1%(1)
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14 TYPE OF REPORTING PERSON
IN
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- ---------------
1 Assumes a total of 21,123,333 shares outstanding.
Page 2 of 7 Pages
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STATEMENT PURSUANT TO RULE 13d-1
OF THE
GENERAL RULES AND REGULATIONS
UNDER THE
SECURITIES EXCHANGE ACT OF 1934
Item 1. Security and Issuer
The class of equity securities to which this Statement on Schedule 13D
relates is the Common Stock, no par value ("Rent-Way Common Stock"), of
Rent-Way, Inc. ("Rent-Way"), a Pennsylvania corporation. Rent-Way's principal
executive offices are located at One Rent-Way Place, Erie, Pennsylvania 16505.
Item 2. Identity and Background
(a)-(c) The person filing this statement is Michael D. Walts ("Mr.
Walts"). Mr. Walts is currently President of CMM of Indiana, Inc. d/b/a Cash
Mart, a check-deferral business.
(d)-(e) During the last five years, Mr. Walts has not (i) been
convicted in a criminal proceeding (excluding traffic violations or similar
misdemeanors) or (ii) been a party to a civil proceeding of a judicial or
administrative body of competent jurisdiction and, as a result of such
proceeding, become subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, Federal or
State securities laws or finding any violation with respect to such laws.
(f) Mr. Walts is a citizen of the United States.
Item 3. Source and Amount of Funds or Other Consideration.
Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"),
dated as of September 1, 1998, by and between Rent-Way and Home Choice, Inc., a
Delaware corporation ("Home Choice"), Home Choice was merged with and into
Rent-Way (the "Merger"). At the Effective Time of the Merger (as defined in the
Merger Agreement), each outstanding share of Common Stock (other than treasury
shares) of Home Choice ("Home Choice Common Stock") converted into the right to
receive 0.588 shares of Rent-Way Common Stock. Fractional shares were not
issued, but the holders thereof were paid in cash in an amount equal to the
product of such fraction multiplied by the closing sale price of one share of
Rent-Way Common Stock on the New York Stock Exchange on the day of the Effective
Time of the Merger. Prior to the Merger, the Partnership was the beneficial
owner of 2,200,000 shares of Home Choice Common Stock. Such shares converted
into 1,293,600 shares of Rent-Way Common Stock
The foregoing summary of the terms of the Merger Agreement does not
purport to be complete and is qualified in its entirety by reference to the full
text of the Merger Agreement, a copy of which is
Page 3 of 7 Pages
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attached as Exhibit 2.1 to Rent-Way's Form S-4 filed with the Commission on
November 6, 1998 and is specifically incorporated by reference herein.
Item 4. Purpose of Transaction.
The purpose of the underlying transaction which resulted in the Reporting
Persons' beneficial ownership was the merger of Home Choice with and into
Rent-Way. Upon effectiveness of the Merger, each outstanding share of Home
Choice Common Stock converted into the right to receive 0.588 shares of Rent-Way
Common Stock.
Mr. Walts may, from time to time, increase, reduce or dispose of his
investment in the issuer, depending on general economic conditions in the
markets in which the issuer operates, the market price of the Common Stock, the
availability of funds, other opportunities available to the Reporting Persons,
and other considerations. However, Mr. Walts' ability to transfer their shares
is limited by certain provisions set forth in the Affiliate Agreements entered
into by Mr. Walts on December 10, 1998.
Other than those changes instituted upon effectiveness of the Merger
Agreement, Mr. Walts has no plans or proposals that relate to or would result in
any of the matters referred to in paragraphs (a)-(j) of Item 4 of Schedule 13D.
Such changes pursuant to the Merger Agreement included an increase in authorized
stock of Rent-Way.
Item 5. Interest in Securities of the Issuer.
(a) Mr. Walts may be deemed to be the beneficial owner (as that term is
defined in Rule 13d-3 ("Rule 13d-3")) under the Act of 1,228,920 shares of
Rent-Way Common Stock, which constitutes 6.1% of the outstanding shares of the
Common Stock.
(b) Mr. Walts has sole power to vote and dispose of the shares identified
in (a) above.
(c) Except for the issuance of the shares of Rent-Way Common Stock
pursuant to the Merger Agreement described in response to Items 3 and 4 (which
responses are specifically incorporated by reference herein), no transactions in
Rent-Way Common Stock were affected during the past 60 days by any of the
entities or natural persons listed in this Item 5.
(d) No other person is known to have the right to receive or the power to
direct the receipt of dividends from, or the proceeds from the sale of, the
securities described above.
(e) Not applicable.
Page 4 of 7 Pages
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Item 6. Contracts, Arrangements, Understandings or Relationships
with Respect to Securities of the Issuer.
Other than the Merger Agreement described in response to Items 3 and 4
(which responses are specifically incorporated by reference herein) and any
ancillary documents executed pursuant to the Merger Agreement, there are no
contracts, arrangements, understandings or relationships with respect to the
shares of Rent-Way Common Stock owned by Mr. Walts.
Item 7. Material to be filed as Exhibits.
The following Exhibits are filed as part of this Schedule 13D Statement:
Exhibit A -- Agreement and Plan of Merger, dated as of September
1,1998, by and between Rent-Way and Home Choice
(incorporated by reference to Exhibit 2.1 to Rent-Way's
Registration Statement on Form S-4 filed with the
Commission on November 6, 1998).
Page 5 of 7 Pages
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SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: December 21, 1998.
/s/ Michael D. Walts
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Michael D. Walts
Page 6 of 7 Pages
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INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Exhibit Description
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<S> <C>
A Agreement and Plan of Merger, dated as of September 1, 1998, by
and between Rent-Way and Home Choice (incorporated by reference
to Exhibit 2.1 to Rent-Way's Registration Statement on Form S-4
filed with the Commission on November 9, 1998).
</TABLE>
Page 7 of 7 Pages
