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) June 11, 2007 (June 6, 2007)
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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| 3241 Westerville Road, Columbus, Ohio
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43224 |
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| (Address of principal executive offices)
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(Zip Code) |
(614) 471-4722
(Registrant’s telephone number, including area code)
(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 (see General
Instruction A.2. below):
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 3.02 UNREGISTERED SALES OF EQUITY SECURITIES.
On June 6, 2007, Retail Ventures, Inc. (the “Company”) issued 1,333,333 of its common
shares, without par value, to Cerberus Partners, L.P. (“Cerberus”) in connection with Cerberus’
exercise of its remaining outstanding convertible warrants that were originally issued by the
Company on July 5, 2005. The common shares were issued at an exercise price of $4.50 per share,
for an aggregate cash purchase price of $5,999,998.50. In connection with this issuance, no
underwriters were utilized and no commissions were paid.
The issuance and sale of the Company’s common shares discussed above were exempt from the
registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), under
Section 4(2) of the Securities Act and the safe harbor private offering exemption provided by Rule
506 promulgated under the Securities Act as transactions which did not involve a public offering.
ITEM 8.01 OTHER EVENTS.
In connection with Cerberus’ exercise of its remaining outstanding convertible warrants, as
discussed under Item 3.02 above, the Third Amended and Restated Senior Loan Agreement, dated as of
August 16, 2006, between Cerberus and Value City Department Stores LLC, an Ohio limited liability
company and a wholly-owned subsidiary of the Company (“Value City”), immediately matured in
accordance with its terms. On June 11, 2007, Value City repaid the $250,000 principal amount of the
loan, together with all accrued and unpaid interest thereon.