================================================================================ 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) November 11, 2004 ---------------------------- 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) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Securities Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) 12 under the Securities Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) 12 under the Securities Act (17 CFR 240.13e-2(c)) ================================================================================Item 2.02 Results of Operations and Financial Condition. On November 11, 2004, the Company issued a press release announcing its net sales for the quarter and nine months ended October 31, 2004. The press release also provided updated earnings per share guidance for the quarter ended October 31, 2004 and the year ended January 31, 2005. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference. Item 9.01(c) Exhibits. Exhibit 99.1 Press Release, dated November 11, 2004 All of the information contained in Item 2.02 and Item 9.01(c) in this Form 8-K and the accompanying exhibit shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference in any filing under the Securities Act of 1933, as amended. 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: November 12, 2004 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 November 11, 2004 4
EXHIBIT 99.1 Conn's, Inc. Reports Record Sales Results for the Quarter Ended Oct. 31, 2004 BEAUMONT, Texas--(BUSINESS WIRE)--Nov. 11, 2004--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 its net sales results for the quarter and nine months ended Oct. 31, 2004. Net sales for the quarter ended Oct. 31, 2004 increased $12.1 million, or 11.8%, from $103.0 million for the third quarter of fiscal 2004 to $115.1 million for the third quarter of fiscal 2005. Same store sales (sales recorded in stores operated for the entirety of both periods) were up 1.5% for the third quarter. Net sales represent net product sales, delivery charges, service revenues and commissions from service maintenance agreement sales. Revenues from finance charges and other will be reported in the Company's quarterly conference call on Dec. 2, 2004. Net sales for the nine months ended Oct. 31, 2004 increased $40.1 million, or 12.8%, from $312.4 million for the nine months ended Oct. 31, 2003 to $352.5 million for the nine months ended Oct. 31, 2004. Same store sales (sales recorded in stores operated for the entirety of both periods) were up 4.0% for the same period. Net sales represent net product sales, delivery charges, service revenues and commissions from service maintenance agreement sales. Revenues from finance charges and other will be reported in the Company's quarterly conference call on Dec. 2, 2004. Thomas J. Frank, chairman and chief executive officer, stated, "While our overall same store sales increase dropped to the lower single digit range, we continued to experience solid double digit increases at our total sales line. Our track, bedding and lawn and garden product categories continued to be significant contributors to our total product sales growth." The Company defines the track sales as sales of smaller electronic and appliance items and other "carry out" products that are sold inside a track located within the interior of each store. The Company updated its EPS guidance for earnings per diluted share for the quarter ended Oct. 31, 2004 from a range of $0.27 to $0.29 to a range of $0.26 to $0.27 per share. For the year ended Jan. 31, 2005, the Company left its EPS guidance for earnings per diluted share at a range of $1.23 to $1.26 per share. About Conn's, Inc. The Company is a specialty retailer currently operating 49 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, LCD and DLP 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 ability to introduce additional product categories; the Company's cash flow from operations, 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; 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 Form 10-K filed on April 16, 2004. 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