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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): November 24, 1998
SAKS INCORPORATED
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(Exact Name of Registrant as Specified in Charter)
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Tennessee 1-13113 62-0331040
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(State or Other (Commission (IRS Employer
Jurisdiction of File Number) Identification No.)
Incorporation)
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750 Lakeshore Parkway, Birmingham, Alabama 35211
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(Addresses of Principal Executive Offices, Including Zip Code)
(205) 940-4000
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(Registrant's Telephone Number, including Area Code)
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ITEM 5. OTHER EVENTS.
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On November 24, 1998, Saks Incorporated, a Tennessee corporation, issued a
press release, a copy of which is attached hereto and filed herewith as Exhibit
99.1.
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ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION, AND EXHIBITS.
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(c) Exhibits.
The following exhibits are filed herewith:
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EXHIBIT NO. DESCRIPTION
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99.1 Press Release, dated November 24, 1998.
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SIGNATURE
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.
SAKS INCORPORATED
/s/ Charles J. Hansen
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Charles J. Hansen
Senior Vice President
Date: November 24, 1998
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INDEX TO EXHIBITS
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EXHIBIT NO. DESCRIPTION
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99.1 Press Release, dated November 24, 1998.
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[LETTERHEAD OF SAKS INCORPORATED]
SAKS INCORPORATED ANNOUNCES $600 MILLION
NOTE OFFERINGS IN TWO TRANCHES
Contact: Jim Scully
205-940-4732
BIRMINGHAM, ALABAMA (NOVEMBER 24, 1998)--Department store retailer Saks
Incorporated (NYSE:SKS) (the "Company") (formerly Proffitts, Inc.) announced
today it has agreed to issue and sell $350 million of its 7 1/4% Notes due 2004
(the "7 1/4% Notes") and $250 million of its 7 1/2% Notes due 2010 (the "7 1/2%
Notes"). The 7 1/4% Notes have been priced at 99.624% and the 7 1/2% Notes have
been priced at 99.222%. The Company will close the sale of the 7 1/4% Notes on
November 25, 1998 and the sale of the 7 1/2% Notes on December 2, 1998. The
Company will use the proceeds of these offerings to repay outstanding amounts
under the Company's unsecured credit facilities. The 7 1/4% Notes and the 7 1/2%
Notes were registered on the Company's $2.5 billion shelf registration statement
filed with the U.S. Securities and Exchange Commission. Senior debt securities
to be issued under the shelf registration statement have been assigned
preliminary ratings of Baa3 by Moody's, BB+ by Standard and Poor's, and BBB- by
Duff & Phelps.
Lehman Brothers is the lead manager for the sale of the 7 1/4% Notes, and
Goldman, Sachs & Co., Merrill Lynch & Co., J.P. Morgan & Co., and Salomon Smith
Barney are the co-managers. Salomon Smith Barney and Merrill Lynch & Co. are the
co-lead managers for the sale of the 7 1/2% Notes and Chase Securities Inc.,
Goldman, Sachs & Co., Lehman Brothers, J.P. Morgan & Co., and NationsBanc
Montgomery Securities LLC are the co-managers.
Douglas E. Coltharp, Saks Incorporated Executive Vice President and Chief
Financial Officer, stated:
These Note Offerings, together with our issuance of $500 million principal
amount 8 1/4% Notes earlier this month, will fulfill our original objective to
access the debt capital markets to refinance (1) several obligations we assumed
as part of our acquisition of Saks Holdings, Inc. and (2) debt we incurred to
finance the purchase of fifteen department stores from Dillard's, Inc. Viewed
together, these offerings are consistent with our established capital structure
strategy to diversify funding sources, stagger maturity dates, and maintain
adequate liquidity.
Saks Incorporated operates over 340 department stores and four free-standing
furniture stores under the names Saks Fifth Avenue, Proffitt's, McRae's,
Younkers, Parisian, Herberger's, Carson Pirie Scott, Bergner's, Boston Store and
Off 5th. The Company also operates two direct mail businesses, Folio and Bullock
& Jones. The Company's annual revenues exceed $6 billion.
This news release is neither an offer to sell, nor the solicitation of an offer
to buy, the 7 1/4% Notes or the 7 1/2% Notes.
