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UNITED STATES
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)
May 31, 2006
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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))
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Item 2.02 Results of Operations and Financial Condition.
On May 31, 2006, the Company issued a press release announcing its adoption
of Statement of Financial Accounting Standards No. 123R, Stock Based
Compensation and the resulting retrospective adjustment of its historical
statements of operations for the fiscal years ended January 31, 2005 and 2006,
and the four quarters of fiscal year 2006. 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 May 31, 2006
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: May 31, 2006 By: /s/ David L. Rogers
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David L. Rogers
Chief Financial Officer
3
EXHIBIT INDEX
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Exhibit No. Description
- ----------- -----------
99.1 Press Release, dated May 31, 2006
4
Exhibit 99.1
Conn's, Inc. Provides Information on Impact of
Stock-Based Compensation Expensing
BEAUMONT, Texas--(BUSINESS WIRE)--May 31, 2006--Conn's, Inc.
(NASDAQ/NM:CONN), a specialty retailer of home appliances, consumer
electronics, computers, lawn and garden products, furniture and
mattresses, adopted Statement of Financial Accounting Standards No.
123R, Stock-Based Compensation, which now requires the use of
fair-value-based methods of accounting for stock-based compensation.
In an effort to enhance comparability of current and prior year
financial data, the Company elected to use the modified retrospective
application transition, which results in the retrospective adjustment
of all prior period financial statements. Attached with this press
release are the statements of operations for the fiscal years ended
January 31, 2005 and 2006, and for the four quarters in fiscal year
2006 retrospectively adjusted for stock-based compensation expense.
Additionally, the effect on fiscal year 2007 earnings per diluted
share as a result of the adoption of FAS 123R is estimated to be
approximately $0.06.
About Conn's, Inc.
The Company is a specialty retailer currently operating 58 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, DVD players and home theater products.
The Company also sells computers, lawn and garden products, mattresses
and furniture, 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
57% 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 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 March 31, 2006. 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.
- -0-
*T
Conn's, Inc.
CONDENSED, CONSOLIDATED STATEMENTS OF OPERATIONS
as adjusted for FAS 123R
(unaudited)
(in thousands, except earnings per share)
Three Months Ended,
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April 30, July 31, Oct. 31, Jan. 31,
2005 2005 2005 2006
---------- ---------- ---------- ----------
Total Revenues $158,163 $164,375 $173,305 $206,579
Cost and expenses
Cost of goods sold,
including warehousing
and occupancy costs 100,917 103,579 110,024 133,544
Cost of parts sold,
including warehousing
and occupancy costs 1,225 1,236 1,334 1,515
Selling, general and
administrative expense 39,745 44,978 47,125 50,949
Provision for bad debts 1,152 443 929 1,245
---------- ---------- ---------- ----------
Total cost and
expenses 143,039 150,236 159,412 187,253
---------- ---------- ---------- ----------
Operating income 15,124 14,139 13,893 19,326
Interest expense (income),
net 355 59 74 (88)
---------- ---------- ---------- ----------
Income before minority
interest and income taxes 14,769 14,080 13,819 19,414
Minority interest in
limited partnership - - - -
---------- ---------- ---------- ----------
Income before income taxes 14,769 14,080 13,819 19,414
Total provision for income
taxes 5,187 4,983 4,887 6,806
---------- ---------- ---------- ----------
Net income $9,582 $9,097 $8,932 $12,608
========== ========== ========== ==========
Earnings per share
Basic $0.41 $0.39 $0.38 $0.54
Diluted $0.40 $0.38 $0.37 $0.51
Average common shares
outstanding
Basic 23,307 23,366 23,458 23,523
Diluted 23,775 24,013 24,265 24,532
Twelve Months Ended
January 31,
-----------------------
2006 2005
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Total Revenues $702,422 $567,092
Cost and expenses
Cost of goods sold, including warehousing
and occupancy costs 448,064 355,159
Cost of parts sold, including warehousing
and occupancy costs 5,310 4,551
Selling, general and administrative expense 182,797 153,652
Provision for bad debts 3,769 5,637
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Total cost and expenses 639,940 518,999
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Operating income 62,482 48,093
Interest expense (income), net 400 2,359
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Income before minority interest and income
taxes 62,082 45,734
Minority interest in limited partnership - 118
----------- -----------
Income before income taxes 62,082 45,616
Total provision for income taxes 21,863 16,100
----------- -----------
Net income $40,219 $29,516
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Earnings per share
Basic $1.72 $1.27
Diluted $1.67 $1.25
Average common shares outstanding
Basic 23,412 23,192
Diluted 24,088 23,646
CONTACT: Conn's, Inc.
Thomas J. Frank, 409-832-1696 Ext. 3218