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
Date
of Report (Date of earliest event reported): October 12 2010 (October
12, 2010)
Retail Ventures, Inc.
(Exact name of registrant as specified in its charter)
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Ohio
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1-10767
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20-0090238 |
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(State or other jurisdiction
of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.) |
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4150 E. Fifth Avenue,
Columbus, Ohio
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43219 |
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(Address of principal executive offices)
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(Zip Code) |
Registrants telephone number, including area code: (614) 238-4148
(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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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) 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)) |
ITEM 4.02 NON-RELIANCE ON PREVIOUSLY ISSUED FINANCIAL STATEMENTS OR A RELATED AUDIT REPORT OR COMPLETED INTERIM REVIEW.
On October 12, 2010, the Audit Committee of the Board of Directors of Retail Ventures, Inc. (the
Company), following discussion with management concluded that the previously issued consolidated
financial statements with respect to the Companys quarter ended October 31, 2009 and fiscal year
ended January 30, 2010 should no longer be relied upon in view of the error in such financial
statements in the disclosure of diluted earnings per share from continuing operations attributable
to Retail Ventures, Inc. common shareholders and diluted earnings per share attributable to Retail
Ventures, Inc. common shareholders and because the restated financial statements for this fiscal
year would be included in the amendments to the Companys Form 10-Q/A for the quarter ended October
31, 2009 and Form 10-K/A for the fiscal year ended January 30, 2010, which are being filed today
with the Securities and Exchange Commission.
The Audit Committee of the Board of Directors of the Company also discussed this matter with the
Companys independent registered public accountants, Deloitte & Touche LLP.
The following is a summary of the effects of this change on the periods presented in the 10-Q/A:
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Nine months ended |
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(unaudited) |
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November 1, |
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2008 |
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Diluted earnings per share from continuing operations
attributable to Retail Ventures, Inc. common
shareholders: |
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As restated |
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$ |
1.58 |
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As originally reported |
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$ |
0.82 |
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Diluted earnings (loss) per share attributable to Retail
Ventures, Inc. common shareholders: |
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As restated |
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$ |
1.14 |
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As originally reported |
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$ |
0.38 |
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The following is a summary of the effects of this change on the periods presented in the 10-K/A:
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Fiscal year ended |
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January 31, |
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February 2, |
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2009 |
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2008 |
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Diluted earnings per share from
continuing operations attributable
to Retail Ventures, Inc. common
shareholders: |
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As restated |
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$ |
1.28 |
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$ |
1.54 |
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As originally reported |
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$ |
2.00 |
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$ |
4.26 |
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Diluted earnings (loss) per share
attributable to Retail Ventures,
Inc. common shareholders: |
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As restated |
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$ |
0.30 |
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$ |
(1.82 |
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As originally reported |
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$ |
1.03 |
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$ |
0.91 |
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Thirteen weeks ended |
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(unaudited) |
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May 3, |
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August 2, |
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Year ended January 31, 2009 |
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2008 |
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2008 |
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Diluted earnings per share from continuing
operations attributable to Retail Ventures,
Inc. common shareholders: |
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As restated |
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$ |
0.46 |
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$ |
0.27 |
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As originally reported |
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$ |
0.82 |
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$ |
0.45 |
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Diluted earnings (loss) per share attributable
to Retail Ventures, Inc. common shareholders: |
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As restated |
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$ |
0.21 |
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$ |
0.18 |
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As originally reported |
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$ |
0.56 |
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$ |
0.36 |
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The dollar amount of revenues, expenses, net (loss) income attributable to Retail Ventures, Inc.,
the consolidated balance sheets, the consolidated statements of cash flows, and the consolidated
statements of shareholders equity for all periods reported in the original Form 10-K filed April
14, 2010 is unchanged. Additionally there is no impact on the Companys subsidiary, DSW Inc.
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.
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Retail Ventures, Inc.
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Date: October 12, 2010 |
By: |
/s/ James A. McGrady
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James A. McGrady |
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Chief Executive Officer,
President, Chief Financial
Officer and Treasurer |
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