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): August 26, 2008
BIG
LOTS, INC.
(Exact
name of registrant as specified in its charter)
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Ohio
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1-8897
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06-1119097
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(State
or other jurisdiction of incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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300
Phillipi Road, Columbus, Ohio 43228
(Address
of principal executive offices) (Zip Code)
(614)
278-6800
(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 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))
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Item
2.02
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Results
of Operations and Financial
Condition.
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On August
26, 2008, Big Lots, Inc. (“we,” “us” or “our”) issued a press release and
conducted a conference call, both of which reported our second quarter and
year-to-date fiscal 2008 unaudited results, provided initial guidance for the
third and fourth quarters of fiscal 2008, and updated guidance for fiscal
2008.
The press
release and conference call both included non-GAAP earnings per diluted common
share from continuing operations for the fourth quarter of fiscal 2007 and full
year fiscal 2007 that we previously publicly disclosed. These
non-GAAP financial measures exclude from the most directly comparable financial
measures calculated and presented in accordance with accounting principles
generally accepted in the United States of America (“GAAP”): (i) $0.04 per
diluted common share related to settlement amounts from the KB Toys bankruptcy
trust recognized in the fourth quarter of fiscal 2007; and (ii) $0.06 per
diluted common share related to proceeds from insurance claims filed as a result
of hurricanes occurring in 2005 and settlement amounts from the KB Toys
bankruptcy trust recognized during fiscal 2007. A presentation of the
most directly comparable financial measures calculated and presented in
accordance with GAAP and a reconciliation of the differences between the
non-GAAP financial measures and the most directly comparable financial measures
calculated and presented in accordance with GAAP are included in the March 5,
2008 press release that was furnished with our Form 8-K filed on March 11,
2008.
Our
management believes that the disclosure of these non-GAAP financial measures
provides useful information to investors because the non-GAAP financial measures
present an alternative and more relevant method for measuring our operating
performance, excluding special items included in the most directly comparable
GAAP financial measures, that our management believes is more indicative of our
ongoing operating results and financial condition. Our management
uses these non-GAAP financial measures, along with the most directly comparable
GAAP financial measures, in evaluating our operating performance.
Non-GAAP
financial measures should not be considered in isolation from, or as a
substitute for, financial information presented in accordance with
GAAP. Non-GAAP financial measures as reported by us may not be
comparable to similarly titled items reported by other companies.
Attached
as exhibits to this Form 8-K are copies of our August 26, 2008 press release
(Exhibit 99.1) and the transcript of our August 26, 2008 conference call
(Exhibit 99.2), including information concerning forward-looking statements and
factors that may affect our future results. The information in
Exhibits 99.1 and 99.2 is being furnished, not filed, pursuant to Item 2.02 of
this Form 8-K. By furnishing the information in this Form 8-K and the
attached exhibits, we are making no admission as to the materiality of any
information in this Form 8-K or the exhibits.
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Item
9.01
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Financial
Statements and Exhibits.
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Exhibits
marked with an asterisk (*) are filed herewith.
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Exhibit
No.
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Description
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Big
Lots, Inc. press release dated August 26, 2008.
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Big
Lots, Inc. conference call transcript dated August 26,
2008.
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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.
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BIG
LOTS, INC.
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Dated: September
2, 2008
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By:
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/s/ Charles W. Haubiel
II
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Charles
W. Haubiel II
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Senior
Vice President, Legal and Real Estate,
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General
Counsel and Corporate Secretary
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