8-KRegulation FD

ROSS STORES, INC. 8-K Report, Regulation FD Disclosure (Oct 18, 2013)

Filed October 18, 2013For Securities:ROST

Summary

Ross Stores, Inc. (ROST) filed an 8-K on October 18, 2013, disclosing a significant real estate transaction related to its New York buying office. On October 15, 2013, a subsidiary entered into a Sale-Purchase Agreement to acquire the office building at 1372 Broadway, New York, NY, for $222 million. This transaction is subject to customary closing conditions and is expected to be completed by September 20, 2014. The company has paid a 10% deposit, which would be forfeited if the purchase is not completed, but with no further liability. Investors should note that the company is currently exploring financing options for this substantial capital expenditure, which has implications for its future cash flow and balance sheet.

Key Highlights

  • 1Ross Stores subsidiary entered into a Sale-Purchase Agreement to buy its New York buying office building.
  • 2The purchase price for the 1372 Broadway, New York, NY building is $222 million.
  • 3The transaction is expected to close on or before September 20, 2014.
  • 4The building is subject to a 99-year ground lease through June 2111.
  • 5Ross Stores has provided a 10% deposit ($22.2 million) as part of the agreement.
  • 6The company has the option to forfeit the deposit with no further liability if the purchase is not completed.
  • 7Ross Stores is currently evaluating financing alternatives for the acquisition.

Frequently Asked Questions

This 8-K filing is primarily to disclose a significant real estate transaction where Ross Stores' subsidiary has entered into an agreement to purchase its New York buying office building for $222 million.

The company has committed to a $222 million purchase price and has paid a $22.2 million deposit. While they can forfeit the deposit with no further liability, it represents a potential significant use of capital. The company is actively reviewing financing options, which could impact its debt levels or cash reserves.

The Sale-Purchase Agreement contemplates the completion of the sale and purchase of the building on or before September 20, 2014, subject to the satisfaction of various closing conditions.

If Ross Stores is unable or chooses not to complete the purchase, the company would forfeit its 10% deposit ($22.2 million), but it would have no further liability to the seller or obligation to complete the purchase.