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): February 6, 2003
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CIRCUIT CITY STORES, INC.
(Exact name of registrant as specified in its charter)
Virginia
(State or other jurisdiction of
incorporation or organization)
001-05767 54-0493875
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(Commission (I.R.S. Employer
File No.) Identification No.)
9950 Mayland Drive, Richmond, Virginia 23233
(Address of principal executive offices) (Zip Code)
Registrant's telephone number,including area code:
(804) 527-4000
ITEM 9. REGULATION FD DISCLOSURE
As previously reported in the Circuit City Stores, Inc. (the Company)
Quarterly Reports on Form 10-Q for the quarters ended August 31, 2002, and
November 30, 2002, the Company's finance operation is conducted through First
North American National Bank (FNANB), a limited purpose credit card bank that is
chartered, regulated and supervised by the Office of the Comptroller of the
Currency (OCC). Following a structural change in the Company's credit card
receivables securitization programs that substantially reduced FNANB's capital
requirements, FNANB requested that the OCC approve an approximately $350 million
reduction in capital, in the form of a special dividend to the Company.
During the third quarter of fiscal year 2003, the Company received a
special dividend of approximately $130 million from FNANB in accordance with OCC
capital regulations. The OCC approved the remaining capital reduction on
February 6, 2003. As a result, the Company received a special dividend of
approximately $220 million on February 7, 2003 in accordance with OCC capital
regulations.
The OCC's approval was conditioned upon, among other things, the agreement
by the Company to provide FNANB with ongoing capital support to the extent
required for FNANB to be well capitalized under the OCC's capital adequacy
regulations and, under certain limited circumstances, to pledge to FNANB cash or
marketable securities to secure that obligation. As of February 7, 2003, after
giving effect to the approximately $220 million special dividend, FNANB would
have had capital substantially in excess of the amount required for FNANB to be
well capitalized under OCC regulations. Based on the OCC's current capital
adequacy regulations and the current accounting rules applicable to the
securitization of FNANB's credit card receivables, the Company does not expect
that it will be required to contribute additional capital to FNANB or to
collateralize that capital support obligation.
This report contains "forward-looking statements," which are subject to
risks and uncertainties. Additional discussion of factors that could cause
actual results to differ materially from management's projections, forecasts,
estimates and expectations is contained in the Company's Securities and Exchange
Commission filings, including the Company's Annual Report on Form 10-K/A for the
year ended February 28, 2002, and the Company's proxy statement included in the
registration statement on Form S-4 filed by CarMax, Inc. (File No. 333-85240)
related to the separation of CarMax, Inc. from the Company.
Signature
Pursuant to the requirements of the Securities and Exchange Act of 1934, as
amended, the registrant has duly caused this report to be signed on its behalf
by the undersigned hereunto duly authorized.
CIRCUIT CITY STORES, INC.
By:/s/Philip J. Dunn
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Philip J. Dunn
Senior Vice President, Treasurer,
Corporate Controller and
Chief Accounting Officer
Date: March 3, 2003