form8k.htm
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): October
25,
2007
BIG
LOTS, INC.
(Exact
name of registrant as specified in its charter)
Ohio
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1-8897
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06-1119097
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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300
Phillipi Road, Columbus, Ohio 43228
(Address
of principal executive office) (Zip Code)
(614)
278-6800
(Registrant’s
telephone number, including area code)
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:
o
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Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
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Item
2.03
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Creation
of a Direct Financial Obligation or an Obligation under an Off-Balance
Sheet Arrangement of a
Registrant.
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As
previously disclosed, Big Lots, Inc. (“Company”) is a party to a $500.0 million
five-year unsecured credit facility dated October 29, 2004 (“2004 Credit
Agreement”) that provides the Company with access to revolving loans and
includes a $30.0 million swing loan sub-limit, a $50.0 million bid loan
sub-limit, and a $150.0 million letter of credit sub-limit. The 2004
Credit Agreement permits, at the Company’s option, borrowings at various
interest rate options based on the prime rate or London Interbank Offering
Rate
plus applicable margin. The 2004 Credit Agreement also permits, as
applicable, borrowings at various interest rate options mutually agreed upon
by
the Company and the lenders. The 2004 Credit Agreement contains
financial and other covenants, including, but not limited to, limitations on
indebtedness, liens and investments, as well as the maintenance of two financial
ratios – a leverage ratio and a fixed charge coverage ratio. A
violation of these covenants could result in a default under the 2004 Credit
Agreement which would permit the lenders to restrict the Company’s ability to
further access the 2004 Credit Agreement for loans and letters of credit, and
require the immediate repayment of any outstanding loans under the 2004 Credit
Agreement. The Company was in compliance with its financial covenants
under the 2004 Credit Agreement at October 30, 2007.
The
Company typically repays and/or borrows on a daily basis in accordance with
the
terms of the 2004 Credit Agreement. At October 30, 2007, total
indebtedness under the 2004 Credit Agreement was $128.4 million, which was
comprised of $40.6 million in revolving credit loans, $30.0 million in swing
loans or bid loans, and $57.8 million in letters of credit. Through
November 2007, the Company anticipates that total indebtedness will rise with
the peak during that period to be approximately $275.0 million. Given
the seasonality of the Company’s business, the amount of borrowings under the
2004 Credit Agreement may fluctuate materially depending on various factors,
including the time of year, the Company’s need to acquire merchandise inventory,
and potential activity under the $600.0 million share repurchase program
previously announced on March 9, 2007.
On
October 25, 2007, the Company issued a press release that announced its
participation at the Johnson Rice Consumer Conference on October 30, 2007,
and
updated comparable sales and earnings guidance for the third quarter of fiscal
year 2007. Attached to this Form 8-K as Exhibit 99.1 is a copy of the
Company’s October 25, 2007 press release, including information concerning
forward-looking statements and factors that may affect the Company’s future
results. By furnishing the information in this Form 8-K and the
attached exhibit, the Company is making no admission as to the materiality
of
any information in this Form 8-K or the exhibit.
Item
9.01
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Financial
Statements and Exhibits.
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Exhibit
No.
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Description
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Big
Lots, Inc. press release dated October 25,
2007.
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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.
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BIG
LOTS, INC.
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Dated: October
31, 2007
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By:
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/s/
Joe R. Cooper |
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Joe
R. Cooper
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|
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Senior
Vice President and Chief Financial
Officer
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