-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, IXdM63R6QZIrlRUf9dk+MTXvDcBKP0Kd0kHGC/vCOMmiGsoj7jvKExwohea9IaPo 2dVQ7K7GbrulJW5/Bb/qew== 0000891092-04-005792.txt : 20041202 0000891092-04-005792.hdr.sgml : 20041202 20041202085021 ACCESSION NUMBER: 0000891092-04-005792 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20041202 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20041202 DATE AS OF CHANGE: 20041202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PAYLESS SHOESOURCE INC /DE/ CENTRAL INDEX KEY: 0001060232 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-SHOE STORES [5661] IRS NUMBER: 431813160 STATE OF INCORPORATION: DE FISCAL YEAR END: 0130 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14770 FILM NUMBER: 041178911 BUSINESS ADDRESS: STREET 1: 3231 SOUTH EAST SIXTH STREET CITY: TOPEKA STATE: KS ZIP: 66607-2207 BUSINESS PHONE: 9132335171 MAIL ADDRESS: STREET 1: 3231 S E 6TH ST CITY: TOPEKA STATE: KS ZIP: 66607-2207 FORMER COMPANY: FORMER CONFORMED NAME: PAYLESS SHOESOURCE HOLDINGS INC DATE OF NAME CHANGE: 19980421 8-K 1 e19864_8k.txt FORM 8-K 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 December 2, 2004 Date of Report (Date of earliest event reported) PAYLESS SHOESOURCE, INC. (Exact Name of Registrant as Specified in its Charter) DELAWARE (State or Other Jurisdiction of Incorporation) 1-14770 43-1813160 (Commission File Number) (IRS Employer Identification No.) 3231 Southeast Sixth Avenue Topeka, Kansas 66607-2207 (Address of Principal Executive Office) (Zip Code) (785) 233-5171 (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: |_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |_| Soliciting material pursuant to Rule 14a12 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 7.01 Regulation FD Disclosure On December 2, 2004, Payless ShoeSource, Inc., a Delaware corporation, issued a press release announcing its sales for the fiscal month of November, which ended November 27, 2004. The full text of the press release and the transcript of the monthly sales message are attached hereto as Exhibits 99.1 and 99.2 respectively, and incorporated by reference herein. Exhibits: 99.1 Press Release, dated December 2, 2004. 99.2 Transcript of November monthly sales message. 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. PAYLESS SHOESOURCE, INC. Date: December 2, 2004 By: /s/ Ullrich E. Porzig --------------------------- Ullrich E. Porzig Senior Vice President, Chief Financial Officer and Treasurer EXHIBIT INDEX Exhibit No. Exhibit ----------- ------- 99.1 Press Release, dated December 2, 2004. 99.2 Transcript of November monthly sales message. EX-99.1 2 e19864ex99_1.txt PRESS RELEASE Exhibit 99.1 Payless ShoeSource Reports November Same-Store Sales Results TOPEKA, Kan., Dec. 2 /PRNewswire-FirstCall/ -- Payless ShoeSource, Inc. (NYSE: PSS) today reported that same-store sales decreased 2.3 percent during the November reporting period, the four weeks ended November 27, 2004. Company sales totaled $206.4 million, a 1.0 percent decrease from $208.5 million during fiscal November of last year. Total sales for the first ten months of fiscal 2004 were $2.34 billion, compared with $2.35 billion during the similar period in fiscal 2003. Same- store sales decreased 0.6 percent during the first ten months of the fiscal year. Sales were as follows (unaudited): NOVEMBER SALES (DOLLARS IN MILLIONS) Percent Same-Store Sales** Fiscal Fiscal Increase/ Percent 2004* 2003 (Decrease) Increase/(Decrease) $206.4 $208.5 (1.0)% (2.3)% YEAR-TO-DATE SALES (DOLLARS IN BILLIONS) Percent Same-Store Sales** Fiscal Fiscal Increase/ Percent 2004* 2003 (Decrease) Increase/(Decrease) $2.34 $2.35 (0.2)% (0.6)% * Effective with the end of 2003, the fiscal year for operations in the company's Latin American region is based on a December 31 year-end. Operations in the company's Latin American region (197 stores) and Japan are included in total company results on a one-month lag relative to results from other regions. ** Same-store sales represent sales of those stores in the United States, Canada, Puerto Rico, Guam and Saipan that were open during both periods. Same-store-sales exclude stores in the company's Latin American region. In addition, beginning in October, all Parade stores and the North American Payless ShoeSource stores that are part of the company's previously announced strategic initiatives are excluded from same-store sales results. Revenues from these stores are included in the company's total sales until the stores close. Third-party liquidation sales are recognized at the time the sale is made to the customer, are calculated based upon contractually guaranteed amounts pursuant to our agreements with liquidators and are net of associated fees. Progress on Strategic Initiatives In August the company announced a series of strategic initiatives as part of a plan designed to sharpen the company's focus on its core business strategy, reduce expenses, accelerate decision-making, increase profitability, improve operating margin, and build value for shareowners over the long-term. The initiatives include exiting Parade, Peru and Chile; the closing of approximately 260 additional Payless ShoeSource stores; the reduction of wholesale businesses that provide no significant growth opportunity; and a reduction of the company's expense structure. The company estimates that the total costs relating to the strategic initiatives could be in the range of $77 million to $90 million, consistent with previous disclosures. During November, the company closed 85 stores in North America. In addition, on October 27th, 2004, the company entered into an agreement to transfer ownership of its Peruvian business entity, including all related operations and liabilities, to Orion Investment Capital Inc., an organization comprised of some owners of the company's South American joint-venture partner, in consideration of Orion assuming the liabilities of the entity. The transaction was completed on November 15th, 2004. The company expects to complete all of the strategic initiatives by the end of fiscal 2004, and to end the year with its inventory assortment appropriately positioned for Spring 2005. On November 19th, the company opened its first store in Japan. The company has curtailed any other expansion into new international markets to focus on its core business. Payless ShoeSource, Inc. is the largest specialty family footwear retailer in the Western Hemisphere. As of the end of November 2004, the Company operated a total of 4,951 stores offering quality family footwear and accessories at affordable prices. In addition, customers can buy shoes over the Internet through Payless.com(R), at http://www.payless.com . This release contains forward-looking statements relating to anticipated financial performance, strategic alternatives, and the impacts of such alternatives on anticipated financial performance. A variety of known and unknown risks and uncertainties and other factors could cause actual results to differ materially from the anticipated results or expectations. Please refer to the company's Annual Report on Form 10-K for the fiscal year ended January 31, 2004, and the Form 10-Q for the quarter ending July 31, 2004, for more information on risk factors that could cause actual results to differ. The company does not undertake any obligation to release publicly any revisions to such forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. For additional information regarding November 2004 sales performance, please call the Payless ShoeSource Investor Relations phone line at 1-800-626-3204. Select submenu 1, option 2. Or, visit our Investor Relations website at http://www.paylessinfo.com . SOURCE Payless ShoeSource, Inc. -0- 12/02/2004 /CONTACT: Timothy J. Reid of Payless ShoeSource, +1-785-295-6695/ /Company News On-Call: http://www.prnewswire.com/comp/136152.html/ /Web site: http://www.paylessinfo.com / (PSS) CO: Payless ShoeSource, Inc. ST: Kansas IN: REA FAS SU: SLS EX-99.2 3 e19864ex99_2.txt PRESS RELEASE Exhibit 99.2 Script for November Sales Comments -- Thursday, December 2nd, 2004 The following are comments expanding on same-store sales results for Payless ShoeSource, Inc. during the November reporting period for fiscal year 2004, the four weeks ended November 27th, 2004. Payless ShoeSource reported that corporate same-store sales decreased 2.3 percent during November 2004 versus the same four weeks of November 2003. Total company sales in November 2004 were $206.4 million dollars, a 1.0 percent decrease from total sales of $208.5 million in November 2003. Our strongest categories included women's boots, boy's and girl's shoes, men's synthetic shoes, and men's athletic shoes. Weaker categories included women's dress shoes and men's boots. By region, our business was strongest in the Northeast, followed by the Northcentral, the South and the West. In August the company announced a series of strategic initiatives as part of a plan designed to sharpen the company's focus on its core business strategy, reduce expenses, accelerate decision-making, increase profitability, improve operating margin, and build value for shareowners over the long-term. The initiatives include exiting Parade, Peru and Chile; the closing of approximately 260 additional Payless ShoeSource stores; the reduction of wholesale businesses that provide no significant growth opportunity; and a reduction of the company's expense structure. The company estimates that the total costs relating to the strategic initiatives could be in the range of $77 million to $90 million, consistent with previous disclosures. Relating to these initiatives, during November, the company closed 85 stores in North America. In addition, on October 27th, 2004, the company entered into an agreement to transfer ownership of its Peruvian business entity, including all related operations and liabilities, to Orion Investment Capital Inc., an organization comprised of some owners of the company's South American joint-venture partner, in consideration of Orion assuming the liabilities of the entity. The transaction was completed on November 15th, 2004. The company expects to complete all of the strategic initiatives by the end of fiscal 2004, and to end the year with its inventory assortment appropriately positioned for Spring 2005. On November 19th, the company opened its first store in Japan, at Tokyo-Bay Lalaport, a major shopping mall in Japan. The company has curtailed any other expansion into new international markets to focus on its core business. At the end of November, we were operating 4,951 total stores, including 148 stores in the Central American region, 49 stores in South America and 308 stores in Canada. This recording contains forward-looking statements relating to anticipated financial performance. A variety of known and unknown risks and uncertainties and other factors could cause actual results to differ materially from the anticipated results or expectations. Please refer to the company's Annual Report on Form 10-K for the fiscal year ended January 31, 2004, and the Form 10-Q for the quarter ending July 31, 2004, for more information on risk factors that could cause actual results to differ. The company does not undertake any obligation to release publicly any revisions to such forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. Thank you for your interest in Payless. To hear this recording again, press 1. To return to the main menu, press 2. -----END PRIVACY-ENHANCED MESSAGE-----