FORM 8-K
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
November 11, 1999
(Date of Report, date of earliest event reported)
Stage Stores, Inc.
(Exact name of registrant as specified in its charter)
Commission file number 001-14035
DELAWARE 76-0407711
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identifications No.)
10201 Main Street, Houston, 77025
Texas (Zip Code)
(Address of principal executive
offices)
(713) 667-5601
(Registrant's telephone number, including area code)
Not Applicable
(Former name or address, if changed since last report)
ITEM 5. Other Events.
A press release regarding the Company's completion of the
refinancing of its accounts receivable program and certain other
matters was issued by the Company on November 11, 1999 and is
attached hereto as Exhibit 99.1.
ITEM 7. Financial Statements and Exhibits.
(a) Financial statements of business acquired.
Not applicable.
(b) Pro forma financial information.
Not applicable.
(c) Exhibits.
99.1 Press release dated November 11, 1999 issued by the
Company.
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, thereunto duly authorized.
STAGE STORES, INC.
November 11, 1999 /s/ James A. Marcum
(Date) James A. Marcum
Vice Chairman and,
Chief Financial Officer
Exhibit 99.1
NEWS RELEASE
CONTACT:
Bob Aronson
Director of Investor Relations
(800) 579-2302
FOR IMMEDIATE RELEASE
STAGE STORES, INC. ANNOUNCES COMPLETION OF THE REFINANCING
OF ITS ACCOUNTS RECEIVABLE PROGRAM
HOUSTON, TX, November 11, 1999 -- Stage Stores, Inc. (NYSE: SGE)
announced today the completion of a comprehensive refinancing of
its accounts receivable program. The purpose of the accounts
receivable program, which was established in 1993, is to provide
for an efficient vehicle to monetize the accounts receivable
generated under the Company's private label credit card program,
thereby providing a key source of working capital. The net
impact of this transaction is to increase the availability under
the accounts receivable program by $8.0 million during peak
borrowing periods.
In connection with this transaction, the Company's special
purpose off-balance sheet trust (the "Trust") replaced the
previously existing term and revolving certificates with new term
and revolving certificates (the "New Certificates"). The New
Certificates provide the Company with a maximum availability of
$329.9 million, subject to the amount of receivables held in the
Trust. Based upon the amount of receivables in the Trust at the
time of closing, the Company received approximately $290.0
million of proceeds. Of this amount, approximately $260.0
million was used to retire the outstanding balances under the
previously existing Trust certificates, which would have
otherwise begun to amortize in December of 1999. The remainder
of the proceeds were used to redeem the previously existing $30.0
million aggregate principal amount of SRI Receivables Purchase
Co., Inc. ("SRPC") 12.5% Trust Certificate-Backed Notes (the
"SRPC Notes") which were included in long-term debt on the
Company's Consolidated Financial Statements. SRPC is an
indirect, wholly-owned subsidiary of the Company. Accordingly,
this transaction has enabled Stage to reduce its outstanding
consolidated long-term indebtedness by $30.0 million.
James A. Marcum, Vice Chairman and Chief Financial Officer,
commented, "We are pleased to have completed this transaction as
it continues to provide the Company with a long term source of
financing for the accounts receivable generated under our private
label credit card program. Our accounts receivable program has
been an important part of our capital structure since 1993, and
this transaction allows the program to continue to serve that
function. The New Certificates provide the Company with better
advance rates than the replaced certificates and, as a result,
the New Certificates, after the redemption of the SRPC Notes,
will provide the Company with an additional $8.0 million of
availability during peak borrowing periods. Furthermore, with
the redemption of the SRPC Notes, the long-term debt as reported
in the Consolidated Financial Statements of the Company will be
reduced by $30.0 million and our debt to capitalization ratio
will improve accordingly."
In connection with this transaction, the Company expects to
record a $1.3 million after-tax extraordinary charge in the
fourth quarter of 1999, the majority of which is non-cash.
The securities issued in the financing were not and will not be
registered with the Securities and Exchange Commission under the
Securities Act of 1933. The securities may not be offered or
sold in the United States absent registration under such Act or
an applicable exemption therefrom.
Stage Stores, Inc. brings nationally recognized brand name
apparel, accessories, cosmetics and footwear for the entire
family to small towns and communities throughout the United
States. The company operated 654 stores in 33 states at the end
of the third quarter, primarily under the Stage, Bealls and
Palais Royal trade names.
Any statements in this press release that may be considered
forward-looking statements are subject to risks and uncertainties
that could cause actual results to differ materially. These
risks and uncertainties are discussed in periodic reports filed
by the Company with the Securities and Exchange Commission that
the Company urges investors to consider.
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