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) March 10, 2005
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Retail Ventures, Inc.
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(Exact name of registrant as specified in its charter)
Ohio 1-10767 20-0090238
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
3241 Westerville Road, Columbus, Ohio 43224
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(Address of principal executive offices) (Zip Code)
(614) 471-4722
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(Registrant's telephone number, including area code)
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(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 (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT.
On March 10, 2005, Value City Department Stores LLC, a subsidiary of
Retail Ventures, Inc. (the "Company"), on behalf of itself and certain other
subsidiaries of the Company (collectively, the "Borrowers"), entered into a
Fourth Amendment to Loan and Security Agreement (the "Fourth Amendment") with
National City Business Credit, Inc., as Administrative Agent and Collateral
Agent, Fleet Retail Finance Inc., as Collateral Agent, National City Bank, as
Letter of Credit Issuer, and certain other Revolving Credit Lenders listed in
the Fourth Amendment. The Fourth Amendment (i) increases the Excess
Availability Reserve to $40,000,000 from $35,000,000; (ii) increases the
Revolving Credit Ceiling to $425,000,000 from $350,000,000; and (iii) increases
the SwingLine Loan Ceiling to $35,000,000 from $25,000,000. The above
description is qualified in its entirety by reference to the complete Fourth
Amendment, a copy of which is attached hereto as Exhibit 10.1 and incorporated
herein by reference.
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
On March 15, 2005, the Company issued a press release regarding its
preliminary consolidated financial results for the fourth quarter and year ended
January 29, 2005. A copy of the press release announcing the preliminary
financial results for the quarter and year ended January 29, 2005 is attached as
Exhibit 99.1 hereto and incorporated by reference herein.
Pursuant to General Instruction B.2 of Current Report on Form 8-K, the
information in this Item 2.02 is being furnished and shall not be deemed to be
"filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as
amended, or otherwise subject to the liability of that section. Furthermore, the
information in this Item 2.02 shall not be deemed to be incorporated by
reference into the filings of the Company under the Securities Act of 1933, as
amended.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
Exhibit Number Description
10.1 Fourth Amendment to Loan and Security Agreement
dated as of March 10, 2005
99.1 Press Release dated March 15, 2005
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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.
RETAIL VENTURES, INC.
By: /s/ James A. McGrady
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James A. McGrady
Executive Vice President,
Chief Financial Officer, Treasurer
and Secretary
Date: March 15, 2005
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