================================================================================
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
Date of Report:
(Date of earliest event reported)
December 24, 2003
----------------------------
CONN'S, INC.
(Exact name of registrant as specified in charter)
Delaware
(State or other Jurisdiction of Incorporation or Organization)
000-50421 06-1672840
(Commission File Number) (IRS Employer Identification No.)
3295 College Street
Beaumont, Texas 77701
(Address of Principal Executive
Offices and zip code)
(409) 832-1696
(Registrant's telephone number, including area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
================================================================================
Item 5. Other Events and Required FD Disclosure.
On December 24, 2003, the Company issued a press release announcing the
underwriters' exercise of an over-allotment option to purchase an additional
622,500 shares of the Company's common stock at $14.00 per share. The full text
of the press release is set forth in Exhibit 99.1 attached hereto and is
incorporated in this report as if fully set forth herein.
Item 7. Exhibits.
Exhibit 99.1 Press Release, dated December 24, 2003.
2
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 hereunto duly authorized.
CONN'S, INC.
Date: December 24, 2003 By: /s/ C. William Frank
-----------------------------
C. William Frank
Executive Vice President and
Chief Financial Officer
3
EXHIBIT INDEX
-------------
Exhibit No. Description
- ----------- -----------
99.1 Press Release, dated December 24, 2003
4
Exhibit 99.1
Conn's, Inc. Reports Exercise of Over-Allotment Option
BEAUMONT, Texas--(BUSINESS WIRE)--Dec. 24, 2003--Conn's, Inc.
(NASDAQ/NM:CONN), a specialty retailer of home appliances, consumer
electronics, home office products, bedding and lawn and garden
products, today announced that Stephens Inc. had advised the Company
that Stephens and the other underwriters are exercising their option
to purchase an additional 622,500 shares of common stock of the
Company associated with the Company's recent initial public offering.
Stephens Inc. served as the managing underwriter and SunTrust Robinson
Humphrey served as co-manager.
The underwriters will purchase the over-allotment shares at the
initial public offering price of $14.00 per share, which will generate
net proceeds to the Company, after underwriters' discount, of an
additional $8,104,950. The transaction is expected to close on Dec.
29, 2003. Thomas J. Frank, chairman and chief executive officer,
stated, "The underwriters' exercise of their over-allotment option
will provide us with additional liquidity to retire the balance of our
term debt and still leave us funds available to continue our expansion
plans into the Dallas/Fort Worth market. This represents the final
component of our initial public offering and allows us more
flexibility than we originally anticipated when we began the process."
A registration statement relating to these securities was declared
effective by the Securities and Exchange Commission on Nov. 24, 2003.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of these
securities in any state or jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state or
jurisdiction. Copies of the final prospectus may be obtained by
contacting Stephens Inc., 111 Center Street, Little Rock, Arkansas,
72203, telephone 501-374-4361.
About Conn's, Inc.
The Company is a specialty retailer currently operating 45 retail
locations in Texas and Louisiana. It sells major home appliances,
including refrigerators, freezers, washers, dryers and ranges, and a
variety of consumer electronics, including projection, plasma and LCD
televisions, camcorders, VCRs, DVD players and home theater products.
The Company also sells home office equipment, lawn and garden products
and bedding, and continues to introduce additional product categories
for the home to help increase same store sales and to respond to our
customers' product needs.
Unlike many of its competitors, the Company provides in-house
credit options for its customers. Historically, it has financed over
56% of retail sales. Customer receivables are financed substantially
through an asset-backed securitization facility, from which the
Company derives servicing fee income and interest income from these
assets. The Company transfers receivables, consisting of retail
installment contracts and revolving accounts extended to its
customers, to a qualifying special purpose entity, or the issuer, in
exchange for cash and subordinated securities represented by
asset-backed and variable funding notes issued to third parties.
This press release contains forward-looking statements that
involve risks and uncertainties. Such forward-looking statements
generally can be identified by the use of forward-looking terminology
such as "may," "will," "expect," "intend," "could," "estimate,"
"should," "anticipate," or "believe," or the negative thereof or
variations thereon or similar terminology. Although the Company
believes that the expectations reflected in such forward-looking
statements will prove to be correct, the Company can give no assurance
that such expectations will prove to have been correct. The actual
future performance of the Company could differ materially from such
statements. Factors that could cause or contribute to such differences
include, but are not limited to: the Company's growth strategy and
plans regarding opening new stores and entering new markets; the
Company's intention to update or expand existing stores; the Company's
estimated capital expenditures and costs related to the opening of new
stores or the update or expansion of existing stores; the Company's
cash flow from operations, borrowings from its revolving line of
credit and proceeds from securitizations to fund operations, debt
repayment and expansion; growth trends and projected sales in the home
appliance and consumer electronics industry and the Company's ability
to capitalize on such growth; relationships with the Company's key
suppliers; the results of the Company's litigation; interest rates;
weather conditions in the Company's markets; changes in the Company's
stock price; and the actual number of shares of common stock
outstanding. Further information on these risk factors is included in
the Company's filings with the Securities and Exchange Commission,
including the Company's current report on Form 8-K filed on Dec. 11,
2003. You are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this
press release. Except as required by law, the Company is not obligated
to publicly release any revisions to these forward-looking statements
to reflect the events or circumstances after the date of this press
release or to reflect the occurrence of unanticipated events.
CONTACT: Conn's, Inc., Beaumont
Thomas J. Frank, 409-832-1696 Ext. 3218