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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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) August 10, 1994
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PSS, INC.
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(Exact name of registrant as specified in charter)
Delaware 0-14900 91-1335798
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(State or other jurisdiction (Commission (IRS employer
of incorporation) file number) identification number)
1511 Sixth Avenue, Seattle, WA 98101
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(Address of principal executive office) (Zip code)
Registrant's telephone number, including area code (206) 621-6938
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS.
On August 10 and August 12, 1994, PNS Inc. ("PNS"), a wholly-owned
subsidiary of the Registrant, acquired an aggregate of $14.32 million principal
amount of its outstanding 12-1/8% Senior Subordinated Notes (the "Senior
Notes") for an aggregate purchase price of approximately $7.7 million
(including on account of accrued and unpaid interest due July 15, 1994). In
order to finance such purchase, PSSC Inc., a wholly-owned subsidiary
of PNS, sold mortgage certificates (having a book value of approximately $72
million and which secured financing ("Mortgage Financing") of approximately
$69 million) receiving net proceeds of approximately $3 million, after
repayment of the Mortgage Financing secured by such mortgage certificates.
As a result of the foregoing transactions, and giving effect to the
payment on August 12, 1994 of interest due July 15, 1994 on the Senior Notes
and the Registrant's 7-1/8% Convertible Debentures (the "Debentures"), the
Registrant's principal assets will consist of approximately $41.5 million
comprised primarily of mortgage certificates and related receivables and its
principal obligations will consist of approximately $40 million of Mortgage
Financing borrowings, leaving an approximately $1.5 million net difference
available for holders of the remaining $5.26 million of Senior Notes and
$28.67 million of Debentures. Accordingly, it is not expected that the
Registrant will have sufficient capital resources to meet its debt service
requirements and working capital needs for the next 12 months.
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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.
PSS, INC.
Date: August 12, 1994 By: /s/Mark Brown
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Mark Brown, President
