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)
January 31, 2005
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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))
Item 2.01 Completion of Acquisition or Disposition of Assets.
As of January 31, 2005, Conn's, Inc. no longer leases any properties from
Specialized Realty Development Services, LP ("SRDS"), a variable interest entity
that has been consolidated into the Company's financial statements pursuant to
the provisions of Interpretation No. 46, Consolidation of Variable Interest
Entities, an Interpretation of Accounting Research Bulletin No. 51 ("FIN 46").
On that date, SRDS completed the sale and disposition of its properties, subject
to the Company's leases, pursuant to previously announced definitive agreements
with GE Commercial Finance Business Property ("GE").
As required by FIN 46, the Company has previously consolidated the balance sheet
and operations of SRDS into the Company's financial statements contained in its
filings with the SEC. However, as a result of the completion of the sale by SRDS
to GE, the Company no longer leases any of its store locations from SRDS, and,
therefore, as of January 31, 2005, the date of the completion of the sales, the
Company no longer has any relationship, directly or indirectly, to SRDS, and the
provisions of FIN 46 relative to variable interest entities are no longer
applicable. Consequently, the consolidated balance sheet at and following
January 31, 2005 will not include accounts of SRDS. However, the consolidated
statements of operations and cash flows included in the Company's financial
statements as of January 31, 2005 will include SRDS operations, on a
consolidated basis, through the dates of the completion of the respective sales.
The completion of the transaction by SRDS will have no effect on the
operations of the Company, as the Company's existing leases remain in effect,
with the new owner becoming the Company's landlord. However, since FIN 46 will
no longer apply, the Company will classify lease payments made under these
leases as lease expense, as it does all other operating leases, rather than as
depreciation, interest and minority interest as previously required to be
reported under the provisions of FIN 46.
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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: February 4, 2005 By: /s/ David L. Rogers
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David L. Rogers
Chief Financial Officer
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