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

March 12, 2013

(Date of Report, Date of Earliest Event Reported)

Stage Stores, Inc.

(Exact Name of Registrant as Specified in Charter)

1-14035

(Commission File Number)

NEVADA (State or Other Jurisdiction of Incorporation)	91-1826900 (I.R.S. Employer Identification No.)
10201 Main Street, Houston, Texas (Address of Principal Executive Offices)	77025 (Zip Code)

(800) 579-2302

(Registrant's Telephone Number, Including Area Code)

Not Applicable

(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:

o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02             Results of Operations and Financial Condition

On March 12, 2013, Stage Stores, Inc. (the "Company") issued a News Release announcing its financial results for the fourth quarter and for the fiscal year 2012. Additionally, the Company provided full year 2013 sales and earnings guidance. A copy of the News Release is attached to this Form 8-K as Exhibit 99.

This information shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference to such filing.

 

Item 9.01             Financial Statements and Exhibits

  (d)            Exhibits

99 News Release issued by Stage Stores, Inc. on March 12, 2013, announcing its financial results for the fourth quarter and for the fiscal year 2012 and providing full year 2013 sales and earnings guidance.

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.

	STAGE STORES, INC.
March 12, 2013	/s/ Oded Shein
(Date)	Oded Shein
	Chief Financial Officer

EX-99

Exhibit 99

NEWS RELEASE

CONTACT:

Bob Aronson

Vice President, Investor Relations

800-579-2302

(baronson@stagestores.com)

FOR IMMEDIATE RELEASE

Stage Stores Reports Record Adjusted 2012 EPS of $1.33, 45% Higher Than 2011

HOUSTON, TX, March 12, 2013 -- Stage Stores, Inc. (NYSE: SSI) today reported financial results for the fourth quarter and fiscal year ended February 2, 2013.  For the 2012 fiscal year, the Company reported adjusted earnings, excluding one-time items, of $42.6 million, or $1.33 per diluted share.  This compares to earnings of $31.0 million, or $0.92 per diluted share, in fiscal 2011.

"2012 was a phenomenal year for Stage Stores and one that all of our shareholders and associates can be extremely proud of," stated Michael Glazer, President and Chief Executive Officer.  "We achieved strong gains in sales and earnings and made significant progress on our strategic initiatives.  Total sales exceeded $1.6 billion and we achieved a 5.7% increase in comparable store sales, the highest percentage increase in over 10 years.  Driven by our record sales, adjusted earnings per share increased by 45% to a record $1.33."

New store growth included 25 traditional stores and 31 Steele's stores during the year.  Direct-To-Consumer sales increased 65% over last year.  A new loyalty program with enhanced cardholder benefits was introduced and new cards were reissued to more than 2 million customers.  Consistent with the Company's intent to increase distributions to its shareholders, Stage Stores quarterly dividend rate was increased by 11%.

As the Company noted in its news release on February 11, 2013, it started the process of consolidating its department store operations into its Houston corporate headquarters.  The Company expects the consolidation to increase efficiency, create synergies and enhance purchasing power and sales growth.  The Company projects annual savings from the consolidation to be approximately $5 million.

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Stage Stores Reports Record

Adjusted 2012 EPS

Page – 2

One-time items, which total approximately $6.9 million for the year, were due to the consolidation of the Company's South Hill, Virginia operations and the resignation of the Company's former Chief Executive Officer in March 2012.  Including these items, the Company's net income for the fiscal year was $38.2 million, or $1.19 per diluted share.  For the fourth quarter, the Company reported earnings of $35.8 million, or $1.09 per diluted share, compared to earnings of $32.7 million, or $1.05 per diluted share, for the prior year's fourth quarter.

"From an operational standpoint, we strengthened our executive management team with the addition of Steve Lawrence, our Chief Merchandising Officer, and Bill Gentner, our Chief Marketing Officer, and with the promotion of Russ Lundy to EVP, Stores," stated Mr. Glazer.  "Through their guidance and leadership, and in collaboration with the other members of the executive management team, we continue to make improvements to our merchandise, marketing and stores.

"As we enter 2013, we have great momentum and our inventory is well positioned for growth.  We have strategically increased our inventory investment to take advantage of several opportunities.  We clearly expect to see meaningful sales and earnings growth in 2013 and beyond," Mr. Glazer concluded.    

Financial highlights for FY 2012:

· Total sales increased 8.9% to $1,646 million.  FY 2012 had 53 weeks while FY 2011 had 52 weeks.  The 53^rd week in FY 2012 added $16 million to total sales.  On a 52 week basis, comparable store sales increased 5.7%.

· Direct-To-Consumer sales increased 65% versus the prior year.  Direct-To-Consumer sales positively impacted the Company's same store sales by 0.5% in FY 2012.           

· Adjusted gross profit, as a percentage of net sales, improved by 90 basis points compared with FY 2011.  The adjusted merchandise margin rate improved 20 basis points due to lower markdowns, while buying, occupancy and distribution costs improved 70 basis points due to leverage from  higher sales.

· Adjusted selling, general and administrative expenses, as a percentage of net sales, increased by 20 basis points over FY 2011.  Leverage in store expenses and an improved benefit from the Company's private label credit card program were offset by an increase in incentive compensation costs.

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Stage Stores Reports Record

Adjusted 2012 EPS

Page – 3

· Adjusted earnings per diluted share increased 45% to $1.33 over last year.  Including the one-time items, EPS was $1.19.  Adjusted net income was $42.6 million, a 37% increase compared to $31.0 million for last year.  Including the one-time items, net income was $38.2 million.  Diluted average shares outstanding for FY 2012 were 31.6 million compared to 33.3 million for FY 2011.

Fiscal 2013 Outlook

The Company expects that comparable store sales for the year will increase 2% to 4% and that EPS, excluding one-time items, will be in a range of $1.45 to $1.55.  The one-time items are associated with the consolidation of the Company's South Hill operations into its Houston headquarters and are estimated to be approximately $16 million, or $0.30 per diluted share, for the year.

	FY 2013 OUTLOOK			FY 2012
Sales ($mm)	$1,689	-	$1,721	$1,646
Adjusted EPS	$1.45	-	$1.55	$1.33
Diluted Shares (m)	33,200			31,600

The Company added that it plans to open approximately 40 stores during the year, and expects net capital expenditures of approximately $57 million, compared to $45 million in FY 2012.   The increase in net capital expenditures is due to additional investments in existing stores for the upgrading of store fixtures and visual merchandising, the installation of additional cosmetics counters and IT initiatives.

Conference Call Information

The Company will hold a conference call today at 8:30 a.m. Eastern Time to discuss its fourth quarter and full year results.  Interested parties can participate in the Company's conference call by dialing 703-639-1123.  Alternatively, interested parties can listen to a live webcast of the conference call by logging on to the Company's web site at www.stagestoresinc.com and then clicking on Investor Relations, then Webcasts and then the webcast link.  A replay of the conference call will be available online until midnight on Friday, March 22, 2013.

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Stage Stores Reports Record

Adjusted 2012 EPS

Page – 4

About Stage Stores

Stage Stores, Inc. operates primarily in small and mid-sized towns and communities.  Its stores, which operate under the Bealls, Goody's, Palais Royal, Peebles, Stage and Steele's names, offer moderately priced, nationally recognized brand name apparel, accessories, cosmetics and footwear for the entire family. The Company operates 864 stores in 40 states.  The Company also has an eCommerce website.  For more information about Stage Stores, visit the Company's web site at www.stagestoresinc.com.

Caution Concerning Forward-Looking Statements

This document contains "forward-looking statements". Forward-looking statements reflect our expectations regarding future events and operating performance and often contain words such as "believe", "expect", "may", "will", "should", "could", "anticipate", "plan" or similar words.  In this document, forward-looking statements include comments regarding the Company's expectations for sales, comparable store sales, EPS and diluted share count for the 2013 fiscal year.  Forward-looking statements also include comments regarding the Company's expectations for the number of traditional and Steele's stores that it plans to open in the 2013 fiscal year, as well as the amount of net capital expenditures.  Forward-looking statements are subject to a number of risks and uncertainties which could cause actual results to differ materially from those anticipated by the forward-looking statements.  These risks and uncertainties include, but are not limited to, those described in our Annual Report on Form 10-K as filed with the Securities and Exchange Commission (the "SEC") on March 28, 2012, and other factors as may periodically be described in our other filings with the SEC.  Forward-looking statements speak only as of the date of this document.  We do not undertake to update our forward-looking statements.

(Tables to Follow)

Stage Stores, Inc.
Consolidated Statements of Income
(in thousands, except per share data)
(Unaudited)
	Fourteen Weeks Ended					Thirteen Weeks Ended
	February 2, 2013					January 28, 2012
	Amount		% to Sales (1)			Amount		% to Sales (1)
Net sales	$	527,899		100.0	%	$	479,096		100.0	%
Cost of sales and related buying, occupancy and distribution expenses		357,001		67.6	%		328,736		68.6	%
Gross profit		170,898		32.4	%		150,360		31.4	%
Selling, general and administrative expenses		112,768		21.4	%		97,163		20.3	%
Store opening costs		500		0.1	%		452		0.1	%
Interest expense, net of income of $0 and $0, respectively		661		0.1	%		1,015		0.2	%
Income before income tax		56,969		10.8	%		51,730		10.8	%
Income tax expense		21,176		4.0	%		19,016		4.0	%
Net income	$	35,793		6.8	%	$	32,714		6.8	%
Basic and diluted earnings per share data:
Basic earnings per share	$	1.10				$	1.06
Basic weighted average shares outstanding		31,957					30,432
Diluted earnings per share	$	1.09				$	1.05
Diluted weighted average shares outstanding		32,376					30,603
(1) Percentages may not foot due to rounding.

Stage Stores, Inc.
Consolidated Statements of Income
(in thousands, except earnings per share)
(Unaudited)
	Fifty-Three Weeks Ended					Fifty-Two Weeks Ended
	February 2, 2013					January 28, 2012
	Amount		% to Sales (1)			Amount		% to Sales (1)
Net sales	$	1,645,800		100.0	%	$	1,511,919		100.0	%
Cost of sales and related buying, occupancy and distribution expenses		1,186,025		72.1	%		1,101,319		72.8	%
Gross profit		459,775		27.9	%		410,600		27.2	%
Selling, general and administrative expenses		392,727		23.9	%		353,834		23.4	%
Store opening costs		3,657		0.2	%		5,670		0.4	%
Interest expense, net of income of $0 and $24, respectively		3,011		0.2	%		3,821		0.3	%
Income before income tax		60,380		3.7	%		47,275		3.1	%
Income tax expense		22,201		1.3	%		16,315		1.1	%
Net income	$	38,179		2.3	%	$	30,960		2.0	%
Basic and diluted earnings per share data:
Basic earnings per share	$	1.20				$	0.93
Basic weighted average shares outstanding		31,278					33,021
Diluted earnings per share	$	1.19				$	0.92
Diluted weighted average shares outstanding		31,600					33,278
(1) Percentages may not foot due to rounding.

Stage Stores, Inc.
Consolidated Balance Sheets
(in thousands, except par value)
(Unaudited)
	February 2, 2013			January 28, 2012
ASSETS
Cash and cash equivalents	$	17,937		$	18,621
Merchandise inventories, net		413,928			347,944
Prepaid expenses and other current assets		35,467			33,434
Total current assets		467,332			399,999
Property, equipment and leasehold improvements, net		292,801			300,717
Intangible asset		14,910			14,910
Other non-current assets, net		21,928			19,713
Total assets	$	796,971		$	735,339
LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable	$	110,826		$	106,022
Income taxes payable		14,929			6,187
Current portion of debt obligations		744			13,782
Accrued expenses and other current liabilities		83,673			60,308
Total current liabilities		210,172			186,299
Long-term debt obligations		11,585			35,721
Deferred taxes		19,461			17,830
Other long-term liabilities		90,883			82,783
Total liabilities		332,101			322,633
Commitments and contingencies
Common stock, par value $0.01, 100,000 shares authorized,
32,014 and 30,444 shares issued, respectively		320			304
Additional paid-in capital		376,615			349,366
Less treasury stock - at cost, 0 and 0 shares, respectively		(701	)		(835	)
Accumulated other comprehensive loss		(6,135	)		(4,748	)
Retained earnings		94,771			68,619
Total stockholders' equity		464,870			412,706
Total liabilities and stockholders' equity	$	796,971		$	735,339

Stage Stores, Inc.
Consolidated Statements of Cash Flows
(in thousands)
(Unaudited)
	Fifty-Three			Fifty-Two
	Weeks Ended			Weeks Ended
	February 2, 2013			January 28, 2012
Cash flows from operating activities:
Net income	$	38,179		$	30,960
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, amortization, and impairment of long-lived assets		60,426			61,680
Loss (gain) on retirements of property and equipment		454			(101	)
Deferred income taxes		1,107			6,768
Tax (deficiency) benefit from stock-based compensation		(1,311	)		738
Stock-based compensation expense		7,803			7,690
Amortization of debt issuance costs		417			347
Excess tax benefits from stock-based compensation		(1,024	)		(1,339	)
Deferred compensation obligation		(134	)		134
Amortization of employee benefit related costs		414			592
Construction allowances from landlords		4,193			4,499
Changes in operating assets and liabilities:
Increase in merchandise inventories		(65,984	)		(22,443	)
Increase in other assets		(4,801	)		(4,369	)
Increase (decrease) in accounts payable and other liabilities		36,242			(7,101	)
Total adjustments		37,802			47,095
Net cash provided by operating activities		75,981			78,055
Cash flows from investing activities:
Additions to property, equipment and leasehold improvements		(49,489	)		(45,731	)
Proceeds from insurance and retirements of property and equipment		50			413
Net cash used in investing activities		(49,439	)		(45,318	)
Cash flows from financing activities:
Proceeds from revolving credit facility borrowings		357,910			238,800
Payments of revolving credit facility borrowings		(376,410	)		(214,300	)
Payments of long-term debt obligations		(18,674	)		(13,489	)
Payments of debt issuance costs		-			(1,149	)
Repurchases of common stock		(387	)		(110,919	)
Proceeds from exercise of stock awards		21,306			7,286
Excess tax benefits from stock-based compensation		1,024			1,339
Cash dividends paid		(11,995	)		(11,033	)
Net cash used in financing activities		(27,226	)		(103,465	)
Net decrease in cash and cash equivalents		(684	)		(70,728	)
Cash and cash equivalents:
Beginning of period		18,621			89,349
End of period	$	17,937		$	18,621

Stage Stores, Inc.
Reconciliation of Non-GAAP Financial Measures
(in millions, except earnings per share)
(Unaudited)
	Fifty-Three Weeks Ended		Fifty-Two Weeks Ended
	February 2, 2013		January 28, 2012
Net income
On a U.S. GAAP basis	$	38.2	$	31.0
South Hill consolidation related charges, net of tax of $1.4		2.3		-
Former Chief Executive Officer resignation related charges, net of tax of $1.2		2.1		-
On a non-U.S. GAAP basis	$	42.6	$	31.0
Diluted earnings per share:
On a U.S. GAAP basis	$	1.19	$	0.92
South Hill consolidation related charges		0.07		-
Former Chief Executive Officer resignation related charges		0.07		-
On a non-U.S. GAAP basis	$	1.33	$	0.92