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
September
8, 2006
(Date of
Report, date of earliest event reported)
Stage
Stores, Inc.
(Exact
name of registrant as specified in its charter)
1-14035
(Commission
File Number)
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NEVADA |
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91-1826900 |
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(State
or other jurisdiction of incorporation) |
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(I.R.S.
Employer Identification No.) |
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10201
Main Street, Houston, Texas |
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77025 |
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(Address
of principal executive offices) |
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(Zip
Code) |
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(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:
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425) |
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o |
Soliciting
material pursuant to rule 14a-12 under the Exchange Act (17 CFR
240.14a-12) |
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o |
Pre-commencement
communications pursuant to Rule 14d-12 under the Exchange Act (17 CFR
240.14d-2(b)) |
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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
2.02. |
Results
of Operations and Financial
Condition. |
On
September 8, 2006, Stage Stores, Inc. (the "Company") filed a Form 12b-25
Notification of Late Filing with the Securities and Exchange Commission. The
Form 12b-25 included the following narrative:
"Stage
Stores, Inc. (the "Company') announced on August 16, 2006 that, in the course of
reviewing its preliminary financial results for its second fiscal quarter ended
July 29, 2006, it became apparent that its Peebles Division gross margins were
significantly higher than forecast. After evaluating the positive second quarter
business trends that could account for the large upside variance, the Company
determined that a review of its inventory valuation methodology used to
calculate its cost of goods sold might be appropriate. As a result, the Company
undertook an internal review of its methodology to determine the scope and
magnitude of the issue.
Because
its review is still continuing, the Company is unable to quantify with
certainty, at this time, the impact on the Company's historical financial
statements.
The Audit
Committee of the Company's Board of Directors is actively involved in reviewing
this matter along with the Company's management and has retained the services of
BDO Seidman, LLP to assist management in this matter.
Due to
its ongoing review, the Company is unable to file its Quarterly Report on Form
10-Q for its second fiscal quarter by the required filing date of September 7,
2006, and does not currently expect that it will be filed on or before September
12, 2006, which is the prescribed due date following the five calendar day
extension provided by Rule 12b-25.
The
Company is working as diligently and expeditiously as possible to complete its
review and will file its Form 10-Q for its second fiscal quarter as soon as is
practicable."
On
September 8, 2006, the Company issued a news release announcing that it has
filed a Form 12b-25 with the Securities and Exchange Commission indicating that
it must delay filing its Quarterly Report on Form 10-Q for the quarter ended
July 29, 2006.
A copy of
the news release is attached to this Form 8-K as Exhibit 99.
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Item
9.01. |
Financial
Statements and Exhibits. |
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99 |
News
release issued by Stage Stores, Inc. on September 8,
2006. |
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.
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STAGE
STORES, INC. |
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September
11, 2006 |
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/s/
Michael E. McCreery |
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(Date) |
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Michael
E. McCreery |
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Executive
Vice President and |
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Chief
Financial Officer |
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