NDN / 99 Cents Only Stores - SEC-arkivering, Årsberetning, Fuldmagtserklæring

99 Cents Only Stores
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LEI 549300I645G0USPS4266
CIK 1011290
SEC Filings
All companies that sell securities in the United States must register with the Securities and Exchange Commission (SEC) and file reports on a regular basis. These reports include company annual reports (10K, 10Q), news updates (8K), investor presentations (found in 8Ks), insider trades (form 4), ownership reports (13D, and 13G), and reports related to the specific securities sold, such as registration statements and prospectus. This page shows recent SEC filings related to 99 Cents Only Stores
SEC Filings (Chronological Order)
Denne side giver en komplet, kronologisk liste over SEC-arkiveringer, eksklusive ejerskabsregistreringer, som vi leverer andre steder.
July 18, 2018 15-12B

NDN / 99 Cents Only Stores 15-12B

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 15 CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. Commission File Number 1-11735 99 Cents Only Stores LLC (Exact name of registrant as specified in i

December 14, 2017 EX-4.2

New Notes Indenture, dated as of December 14, 2017, among the Company, the guarantors party thereto, and Wilmington Trust, National Association, as trustee

Exhibit 4.2 99 CENTS ONLY STORES LLC, as Issuer $140,110,000 13% CASH/PIK SECURED NOTES DUE 2022 INDENTURE Dated as of December 14, 2017 WILMINGTON TRUST, NATIONAL ASSOCIATION, as Trustee and Collateral Trustee TABLE OF CONTENTS Page ARTICLE 1 DEFINITIONS AND INCORPORATION BY REFERENCE Section 1.01 Definitions 1 Section 1.02 Other Definitions 35 Section 1.03 No Incorporation by Reference of Trust

December 14, 2017 EX-99.1

99 CENTS ONLY STORES LLC ANNOUNCES SETTLEMENT OF OFFER TO EXCHANGE AND CONSENT SOLICITATION

Exhibit 99.1 PRESS RELEASE For Immediate Release 99 CENTS ONLY STORES LLC ANNOUNCES SETTLEMENT OF OFFER TO EXCHANGE AND CONSENT SOLICITATION Los Angeles, California, December 14, 2017 ? 99 Cents Only Stores LLC (the ?Company?) today announced the final settlement of its previously announced exchange offer and consent solicitation (the ?Exchange Offer?) to eligible holders of its outstanding 11% Se

December 14, 2017 EX-10.1

Contribution and Exchange Agreement, dated as of December 14, 2017, among the Company, Number Holdings, Inc., AF III Holdings A S.a.r.l. and CPP Investment Board (USRE II) Inc.

EX-10.1 4 a17-283781ex10d1.htm EX-10.1 Exhibit 10.1 CONTRIBUTION AND EXCHANGE AGREEMENT BY AND AMONG NUMBER HOLDINGS, INC. 99 CENTS ONLY STORES LLC AND THE OTHER PARTIES HERETO DATED DECEMBER 14, 2017 TABLE OF CONTENTS ARTICLE I. DEFINED TERMS; INTERPRETATION 1 Section 1.01 Certain Definitions 1 Section 1.02 Interpretation 3 ARTICLE II. CLOSING; THE EXCHANGE 4 Section 2.01 Certificate of Designati

December 14, 2017 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): December 14, 2017 99 CENTS ONLY S

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): December 14, 2017 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commiss

December 14, 2017 EX-4.1

Second Supplemental Indenture, dated as of December 14, 2017, among the Company, the Guarantors, and Wilmington Trust, National Association, as trustee

EX-4.1 2 a17-283781ex4d1.htm EX-4.1 Exhibit 4.1 SECOND SUPPLEMENTAL INDENTURE THIS SECOND SUPPLEMENTAL INDENTURE (the “Supplemental Indenture”) dated as of December 14, 2017, by and among 99 Cents Only Stores LLC, a California limited liability company (the “Issuer”), 99 Cents Only Stores Texas, Inc., a Delaware corporation (the “Guarantor”), and Wilmington Trust, National Association, as trustee

December 8, 2017 EX-99.1

99 CENTS ONLY STORES LLC ANNOUNCES THE EXPIRATION AND FINAL RESULTS OF OFFERS TO EXCHANGE AND CONSENT SOLICITATIONS

Exhibit 99.1 PRESS RELEASE For Immediate Release 99 CENTS ONLY STORES LLC ANNOUNCES THE EXPIRATION AND FINAL RESULTS OF OFFERS TO EXCHANGE AND CONSENT SOLICITATIONS Los Angeles, California, December 8, 2017 ? 99 Cents Only Stores LLC (the ?Company?) today announced the expiration and final results of the exchange offer and consent solicitation (the ?Exchange Offer?) relating to the Company?s outst

December 8, 2017 8-K

Financial Statements and Exhibits, Other Events

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): December 8, 2017 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commissi

December 8, 2017 10-Q

NDN / 99 Cents Only Stores 10-Q (Quarterly Report)

10-Q 1 a17-20565110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 27, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11

December 7, 2017 EX-99.1

Q3 FY18 Conference Call Supplemental Operating & Financial Data December 7, 2017 DRAFT 7

Exhibit 99.1 Q3 FY18 Conference Call Supplemental Operating & Financial Data December 7, 2017 DRAFT 7 Forward Looking Statements This presentation contains forward looking statements under the Private Securities Litigation Reform Act of 1995. The words expect, estimate, anticipate, plan, predict, believe, intend, and similar expressions and variations thereof are intended to identify forward looki

December 7, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): December 7, 2017 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commissi

December 7, 2017 EX-99.1

99 CENTS ONLY STORES REPORTS STRONG THIRD QUARTER FISCAL 2018 RESULTS

Exhibit 99.1 99 CENTS ONLY STORES REPORTS STRONG THIRD QUARTER FISCAL 2018 RESULTS Third Quarter Fiscal 2018 Highlights: ? Net sales increased to $553.6 million, up 10.7% compared to the prior year ? Same-store sales increased by 11.3% compared to the prior year ? Gross margin, as a percentage of net sales, increased to 29.4%, up from 29.0% in the prior year ? Net loss was $27.1 million compared t

December 7, 2017 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): December 7, 2017 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commissi

December 6, 2017 8-K

Financial Statements and Exhibits, Other Events

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): December 6, 2017 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commissi

December 6, 2017 EX-99.1

99 CENTS ONLY STORES LLC ANNOUNCES EARLY TENDER RESULTS FOR EXCHANGE OFFER AND CONSENT SOLICITATION RELATING TO ITS 11% SENIOR NOTES DUE 2019

EX-99.1 2 a17-280791ex99d1.htm EX-99.1 Exhibit 99.1 PRESS RELEASE For Immediate Release 99 CENTS ONLY STORES LLC ANNOUNCES EARLY TENDER RESULTS FOR EXCHANGE OFFER AND CONSENT SOLICITATION RELATING TO ITS 11% SENIOR NOTES DUE 2019 Los Angeles, California, December 6, 2017 — 99 Cents Only Stores LLC (the “Company”) today announced the early tender results for its previously announced exchange offer

November 22, 2017 EX-99.2

99 CENTS ONLY STORES LLC ANNOUNCES EXTENSION OF EARLY TENDER DATE, INCREASE IN CONSIDERATION AND ADDITION OF MINIMUM TENDER CONDITION FOR EXCHANGE OFFER AND CONSENT SOLICITATION RELATING TO ITS 11% SENIOR NOTES DUE 2019

Exhibit 99.2 PRESS RELEASE For Immediate Release 99 CENTS ONLY STORES LLC ANNOUNCES EXTENSION OF EARLY TENDER DATE, INCREASE IN CONSIDERATION AND ADDITION OF MINIMUM TENDER CONDITION FOR EXCHANGE OFFER AND CONSENT SOLICITATION RELATING TO ITS 11% SENIOR NOTES DUE 2019 Los Angeles, California, November 22, 2017 ? 99 Cents Only Stores LLC (the ?Company?) today announced that, with respect to its pre

November 22, 2017 8-K

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

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): November 22, 2017 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction (Commission (IRS Employer

November 22, 2017 EX-10.1

Transaction Support Agreement, effective as of November 22, 2017. (3)

EX-10.1 2 a17-275001ex10d1.htm EX-10.1 Exhibit 10.1 TRANSACTION SUPPORT AGREEMENT November 22, 2017 This TRANSACTION SUPPORT AGREEMENT (this “Agreement”) is entered into by and among (i) 99 Cents Only Stores LLC (the “Company”) and (ii) the undersigned holders (including beneficial owners or investment managers of beneficial owners) of Existing Notes (together with their successors and assigns, ea

November 22, 2017 EX-99.1

SOURCES AND USES

Exhibit 99.1 SOURCES AND USES We will not receive any cash proceeds in the exchange offer. The Existing Notes exchanged by holders in the exchange offer will be retired and cancelled and will not be reissued. The following table summarizes the estimated sources and uses in connection with the exchange offer and related transactions, assuming all outstanding Existing Notes are exchanged in the exch

November 7, 2017 EX-10.5

Second Lien Guaranty, dated November 7, 2017, among Number Holdings, Inc., the other guarantors party thereto from time to time and, Wilmington Trust, National Association, as administrative agent and collateral agent. (2)

Exhibit 10.5 SECOND LIEN GUARANTY dated as of November 7, 2017 among NUMBER HOLDINGS, INC., as Holdings, THE OTHER GUARANTORS PARTY HERETO FROM TIME TO TIME, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Administrative Agent and Collateral Agent TABLE OF CONTENTS Page ARTICLE I Definitions 1 Section 1.01 Credit Agreement Definitions 1 Section 1.02 Other Defined Terms 1 ARTICLE II Guarantee 2 Sect

November 7, 2017 EX-10.6

Term Intercreditor Agreement, dated November 7, 2017, among 99 Cents Only Stores LLC, Number Holdings, Inc., the other grantors party thereto, Royal Bank of Canada, as Senior Representative and Wilmington Trust, National Association, as Junior Representatives, and each additional Senior Representative and Junior Representative that from time to time becomes a party thereto. (2)

Exhibit 10.6 EXECUTION VERSION TERM LOAN INTERCREDITOR AGREEMENT TERM LOAN INTERCREDITOR AGREEMENT, dated as of November 7, 2017 (this ?Agreement?), among NUMBER HOLDINGS, INC. (?Holdings?), 99 CENTS ONLY STORES LLC (the ?Borrower?), the other Grantors (as defined below) party hereto, ROYAL BANK OF CANADA (?Royal Bank?), as Representative for the Credit Agreement Secured Parties (in such capacity,

November 7, 2017 EX-99.2

99 CENTS ONLY STORES LLC COMPLETES AMENDMENT AND EXTENSION OF TERM LOAN CREDIT FACILITY

EX-99.2 10 a17-261481ex99d2.htm EX-99.2 Exhibit 99.2 PRESS RELEASE For Immediate Release 99 CENTS ONLY STORES LLC COMPLETES AMENDMENT AND EXTENSION OF TERM LOAN CREDIT FACILITY Los Angeles, California, November 7, 2017 — 99 Cents Only Stores LLC (the “Company”) today announced the amendment of the Company’s existing term loan facility, which, among other things, extends the maturity date by three

November 7, 2017 EX-10.2

Amendment No. 3 to the Term Credit Agreement, dated November 7, 2017, among 99 Cents Only Stores LLC, Number Holdings, Inc., the subsidiaries of 99 Cents Only Stores LLC party thereto, Royal Bank of Canada, as administrative agent, and the other lenders party thereto. (2)

EX-10.2 3 a17-261481ex10d2.htm EX-10.2 Exhibit 10.2 EXECUTION VERSION AMENDMENT NO. 3 TO THE TERM CREDIT AGREEMENT AMENDMENT NO. 3 (this “Amendment”), dated as of November 7, 2017, among 99 CENTS ONLY STORES LLC (the “Borrower”), NUMBER HOLDINGS, INC. (“Holdings”), each other Loan Party party hereto, each Lender party or consenting in writing hereto and ROYAL BANK OF CANADA (“Royal Bank”), as Admi

November 7, 2017 EX-10.7

First Amendment to Intercreditor Agreement, dated November 7, 2017, among Royal Bank of Canada, as representative for the ABL Secured Parties and First Lien Term Secured Parties, and WilmingtonTrust, National Association, as representative for the Second Lien Term Secured Parties. (2)

EX-10.7 8 a17-261481ex10d7.htm EX-10.7 Exhibit 10.7 EXECUTION VERSION FIRST AMENDMENT TO INTERCREDITOR AGREEMENT FIRST AMENDMENT TO INTERCREDITOR AGREEMENT (this “Amendment”) is entered into as of November 7, 2017 by and among (a) ROYAL BANK OF CANADA (“Royal Bank”), in its capacities as administrative agent and collateral agent (together with its successors and assigns in such capacities, the “AB

November 7, 2017 EX-99.3

99 CENTS ONLY STORES LLC ANNOUNCES EXCHANGE OFFER AND CONSENT SOLICITATION RELATING TO 11% SENIOR NOTES DUE 2019

Exhibit 99.3 PRESS RELEASE For Immediate Release 99 CENTS ONLY STORES LLC ANNOUNCES EXCHANGE OFFER AND CONSENT SOLICITATION RELATING TO 11% SENIOR NOTES DUE 2019 Los Angeles, California, November 7, 2017 ? 99 Cents Only Stores LLC (the ?Company?) today announced the launch of an exchange offer and consent solicitation (the ?Exchange Offer?) to (i) exchange its existing 11% senior notes due 2019, o

November 7, 2017 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): November 7, 2017 99 CENTS ONLY ST

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): November 7, 2017 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commissi

November 7, 2017 EX-99.1

THE COMPANY

Exhibit 99.1 THE COMPANY Overview Business With over 30 years of operating experience, we believe, based on our industry experience, that we are a leading operator of extreme value retail stores in the southwestern United States. As of July 28, 2017, we operated 390 stores located in the states of California (283 stores), Texas (48 stores), Arizona (38 stores) and Nevada (21 stores). Our stores of

November 7, 2017 EX-10.3

Second Lien Credit Agreement, dated November 7, 2017, among 99 Cents Only Stores LLC, Number Holdings, Inc., the subsidiaries of 99 Cents Only Stores LLC party thereto, Wilmington Trust, National Association, as administrative agent, and the lenders from time to time party thereto. (2)

Exhibit 10.3 EXECUTION VERSION CREDIT AGREEMENT Dated as of November 7, 2017 among 99 CENTS ONLY STORES LLC, as the Borrower, NUMBER HOLDINGS, INC., as Holdings, WILMINGTON TRUST, NATIONAL ASSOCIATION as Administrative Agent, and THE OTHER LENDERS PARTY HERETO TABLE OF CONTENTS Page ARTICLE I Definitions, Interpretation and Accounting Terms 2 SECTION 1.1 Defined Terms 2 SECTION 1.2 Other Interpret

November 7, 2017 EX-10.4

Second Lien Security Agreement, dated November 7, 2017, among 99 Cents Only Stores LLC, Number Holdings, Inc., the subsidiary guarantors party thereto from time to time and, Wilmington Trust, National Association, as collateral agent. (2)

Exhibit 10.4 Execution Version SECOND LIEN SECURITY AGREEMENT dated as of November 7, 2017 among 99 CENTS ONLY STORES LLC, as the Borrower, NUMBER HOLDINGS, INC. as Holdings, THE SUBSIDIARY GUARANTORS PARTY HERETO FROM TIME TO TIME, and WILMINGTON TRUST, NATIONAL ASSOCIATION, as Collateral Agent TABLE OF CONTENTS Page Article I Definitions 1 Section 1.01 Credit Agreement 1 Section 1.02 Other Defin

November 7, 2017 EX-10.1

Amendment No. 6 to the ABL Credit Agreement, dated November 7, 2017, among 99 Cents Only Stores LLC, Number Holdings, Inc., the subsidiaries of 99 Cents Only Stores LLC party thereto, Royal Bank of Canada, as administrative agent, and the other lenders party thereto. (2)

EX-10.1 2 a17-261481ex10d1.htm EX-10.1 Exhibit 10.1 EXECUTION VERSION AMENDMENT NO. 6 TO THE ABL CREDIT AGREEMENT AMENDMENT NO. 6 (this “Amendment”), dated as of November 7, 2017, among 99 CENTS ONLY STORES LLC (the “Borrower”), NUMBER HOLDINGS, INC. (“Holdings”), each other Loan Party party hereto, the Lenders party hereto, ROYAL BANK OF CANADA (“Royal Bank”), as Administrative Agent (in such cap

October 10, 2017 8-K

Regulation FD Disclosure

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 10, 2017 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction (Commission (IRS Employer o

September 29, 2017 EX-99.1

99 CENTS ONLY STORES ISSUES STATEMENT ON COMPANY’S CREDIT RATING AND CONTINUED PROGRESS IN AMENDMENT AND EXTENSION OF TERM LOAN PROCESS

Exhibit 99.1 PRESS RELEASE For Immediate Release 99 CENTS ONLY STORES ISSUES STATEMENT ON COMPANY?S CREDIT RATING AND CONTINUED PROGRESS IN AMENDMENT AND EXTENSION OF TERM LOAN PROCESS Los Angeles, California, September 29, 2017 ? 99 Cents Only Stores LLC (the ?Company?) today issued the following statement from its President and Chief Executive Officer, Geoffrey Covert, regarding Standard & Poor?

September 29, 2017 8-K

Financial Statements and Exhibits, Other Events

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): September 29, 2017 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commis

September 19, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): September 19, 2017 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commis

September 19, 2017 EX-99.1

99 CENTS ONLY STORES LLC ANNOUNCES LAUNCH OF CREDIT FACILITY AMENDMENT AND EXTENSION TRANSACTION

Exhibit 99.1 PRESS RELEASE For Immediate Release 99 CENTS ONLY STORES LLC ANNOUNCES LAUNCH OF CREDIT FACILITY AMENDMENT AND EXTENSION TRANSACTION Los Angeles, California, September 19, 2017 ? 99 Cents Only Stores LLC (the ?Company?) today announced the launch of a proposed amendment to its existing term loan facility, which would, among other things, extend the maturity date of the Company?s term

September 8, 2017 10-Q

NDN / 99 Cents Only Stores 10-Q (Quarterly Report)

10-Q 1 a17-18220110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 28, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11735

September 8, 2017 EX-10.1

Amendment No. 5 to the ABL Credit Agreement, dated September 6, 2017, among the Company, Number Holdings, Inc., each other Loan Party party thereto, each Lender party thereto and Royal Bank of Canada, as administrative agent.*

Exhibit 10.1 EXECUTION VERSION AMENDMENT NO. 5 TO THE ABL CREDIT AGREEMENT AMENDMENT NO. 5 (this “Amendment”), dated as of September 6, 2017, among 99 CENTS ONLY STORES LLC (the “Borrower”), NUMBER HOLDINGS, INC. (“Holdings”), each other Loan Party party hereto, the lenders identified as a FILO Lender on the signature pages hereto (collectively, the “FILO Lenders”), the other Lenders party hereto,

September 7, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): September 7, 2017 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commiss

September 7, 2017 EX-99.1

Q2 FY18 Conference Call Supplemental Operating & Financial Data September 7, 2017

EX-99.1 2 a17-214472ex99d1.htm EX-99.1 Exhibit 99.1 Q2 FY18 Conference Call Supplemental Operating & Financial Data September 7, 2017 Forward Looking Statements This presentation contains forward looking statements under the Private Securities Litigation Reform Act of 1995. The words expect, estimate, anticipate, plan, predict, believe, intend, and similar expressions and variations thereof are in

September 7, 2017 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): September 7, 2017 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commiss

September 7, 2017 EX-99.1

99 CENTS ONLY STORES REPORTS STRONG SECOND QUARTER FISCAL 2018 RESULTS

Exhibit 99.1 99 CENTS ONLY STORES REPORTS STRONG SECOND QUARTER FISCAL 2018 RESULTS Second Quarter Fiscal 2018 Highlights: ? Net sales increased to $540.5 million, up 8.9% compared to the prior year ? Same-store sales increased by 9.0% compared to the prior year ? Gross margin, as a percentage of net sales, increased to 28.8%, up from 28.4% in the prior year ? Net loss was $33.6 million compared t

June 9, 2017 10-Q

NDN / 99 Cents Only Stores 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 28, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11735 99 CENTS ONLY STORES LLC (Ex

June 8, 2017 EX-99.1

Q1 FY18 Conference Call Supplemental Operating & Financial Data June 8, 2017

Exhibit 99.1 Q1 FY18 Conference Call Supplemental Operating & Financial Data June 8, 2017 Forward Looking Statements This presentation contains forward looking statements under the Private Securities Litigation Reform Act of 1995. The words expect, estimate, anticipate, plan, predict, believe, intend, and similar expressions and variations thereof are intended to identify forward looking statement

June 8, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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 8, 2017 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission F

June 8, 2017 EX-99.1

99 CENTS ONLY STORES REPORTS STRONG FIRST QUARTER FISCAL 2018 RESULTS

Exhibit 99.1 99 CENTS ONLY STORES REPORTS STRONG FIRST QUARTER FISCAL 2018 RESULTS First Quarter Fiscal 2018 Overview: ? Net sales increased 6.7% to $547.5 million compared to the prior year ? Same-store sales increased by 6.9% compared to the prior year ? Gross margin, as a percentage of net sales, increased to 29.7%, up from 29.0% in the prior year ? Net loss was $8.8 million compared to net los

June 8, 2017 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a17-1494328k.htm 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): June 8, 2017 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of i

April 26, 2017 10-K

99 Cents Only Stores 10-K (Annual Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended January 27, 2017 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11735 99 CENTS ONLY STORES LLC (Exact name of regis

April 26, 2017 EX-32.(A)

Certification of Chief Executive Officer Of 99 Cents Only Stores LLC

Exhibit 32(a) Certification of Chief Executive Officer Of 99 Cents Only Stores LLC This certification is provided pursuant to 18 U.

April 26, 2017 EX-21

Subsidiaries of the Company

EXHIBIT 21 SUBSIDIARIES Subsidiaries of the Company State or Other Jurisdiction of Name of Entity Incorporation or Organization 99 Cents Only Stores Texas, Inc. Delaware Bargain Wholesale LLC Delaware BW Global Logistics (Hong Kong) Limited Hong Kong 99 Cents Only Stores Global Sourcing (Shenzhen) Co., Ltd. People’s Republic of China All subsidiaries are 100% owned unless otherwise noted. 1

April 26, 2017 EX-31.(A)

Certification of Chief Executive Officer Of 99 Cents Only Stores LLC

Exhibit 31(a) Certification of Chief Executive Officer Of 99 Cents Only Stores LLC I, Geoffrey J.

April 26, 2017 EX-32.(B)

Certification of Chief Financial Officer Of 99 Cents Only Stores LLC

Exhibit 32(b) Certification of Chief Financial Officer Of 99 Cents Only Stores LLC This certification is provided pursuant to 18 U.

April 26, 2017 EX-31.(B)

Certification of Chief Financial Officer Of 99 Cents Only Stores LLC

Exhibit 31(b) Certification of Chief Financial Officer Of 99 Cents Only Stores LLC I, Felicia Thornton, certify that: 1.

April 20, 2017 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 a17-1160928k.htm 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): April 20, 2017 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of

April 20, 2017 EX-99.1

Q4FY17CONFERENCECALL SUPPLEMENTAL OPERATING & FINANCIAL DATA April 20, 2017

Exhibit 99.1 Q4FY17CONFERENCECALL SUPPLEMENTAL OPERATING & FINANCIAL DATA April 20, 2017 FORWARD LOOKING STATEMENTS This presentation contains forward looking statements under the Private Securities Litigation Reform Act of 1995. The words expect, estimate, anticipate, plan, predict, believe, intend, and similar expressions and variations thereof are intended to identify forward looking statements

April 20, 2017 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 20, 2017 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission

April 20, 2017 EX-99.1

99 CENTS ONLY STORES REPORTS STRONG FOURTH QUARTER AND FULL YEAR FISCAL 2017 RESULTS

Exhibit 99.1 99 CENTS ONLY STORES REPORTS STRONG FOURTH QUARTER AND FULL YEAR FISCAL 2017 RESULTS Fourth Quarter Fiscal 2017 Overview: ? Net sales increased 6.7% to $552.5 million compared to the prior year ? Same-store sales increased by 6.4% compared to the prior year ? Gross margin, as a percentage of net sales, increased to 30.1%, up from 26.7% in the prior year ? Net loss was $20.9 million co

December 9, 2016 10-Q

99 Cents Only Stores 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 28, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11735 99 CENTS ONLY STORES LLC (

December 9, 2016 EX-99.1

Q3FY17 CONFERENCECALL SUPPLEMENTAL OPERATING & FINANCIAL DATA December 9, 2016

Exhibit 99.1 Q3FY17 CONFERENCECALL SUPPLEMENTAL OPERATING & FINANCIAL DATA December 9, 2016 FORWARD LOOKING STATEMENTS This presentation contains forward looking statements under the Private Securities Litigation Reform Act of 1995. The words expect, estimate, anticipate, plan, predict, believe, intend, and similar expressions and variations thereof are intended to identify forward looking stateme

December 9, 2016 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): December 9, 2016 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commissi

December 9, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): December 9, 2016 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commissi

December 9, 2016 EX-99.1

99 CENTS ONLY STORES REPORTS THIRD QUARTER FISCAL 2017 RESULTS

EX-99.1 2 a16-188793ex99d1.htm EX-99.1 Exhibit 99.1 99 CENTS ONLY STORES REPORTS THIRD QUARTER FISCAL 2017 RESULTS Third Quarter Fiscal 2017 Overview: · Net sales increased 1.8% to $500.1 million compared to the prior year · Same-store sales increased by 0.8% · Gross margin, as a percentage of net sales, increased to 29.0%, up from 26.8% in the prior year · Net loss was $37.0 million compared to n

September 9, 2016 10-Q

99 Cents Only Stores 10-Q (Quarterly Report)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 29, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11735 99 CENTS ONLY STORES LLC (Exa

September 9, 2016 EX-10.4

2

Exhibit 10.4 July , 2016 [NAME] [ADDRESS] 2016 Mid-Term Cash Incentive Plan Dear [ ]: Reference is made to the 99 Cents Only Stores LLC (the “Company”) 2016 Mid-Term Cash Incentive Plan (“Plan”) and to your Employment Agreement with the Company dated [•] (“Employment Agreement”). With respect to your Award of a Mid-Term Bonus under the Plan (and all references to “the Participant” below shall refe

September 9, 2016 EX-10.1

SECOND AMENDMENT TO NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN

Exhibit 10.1 EXECUTION VERSION SECOND AMENDMENT TO NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN WHEREAS, Number Holdings, Inc. (the “Company”) maintains the Number Holdings, Inc. 2012 Stock Incentive Plan (as amended, the “Plan”); WHEREAS, pursuant to Article XI of the Plan, the Compensation Committee (the “Committee”) of the Board of Directors (the “Board”) of the Company may at any time amend

September 9, 2016 EX-10.8

NUMBER HOLDINGS, INC. AMENDED AND RESTATED NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN

Exhibit 10.8 Award Number: 15-006 NUMBER HOLDINGS, INC. AMENDED AND RESTATED NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN AMENDED AND RESTATED AGREEMENT (“Agreement”), dated as of the Grant Date, between Number Holdings, Inc., a Delaware corporation (the “Company”), and Felicia Thornton (the “Participant”). Preliminary Statement The Committee

September 9, 2016 EX-10.9

NUMBER HOLDINGS, INC. AMENDED AND RESTATED NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN

EX-10.9 10 a16-154681ex10d9.htm EX-10.9 Exhibit10.9 Award Number: 15-007 NUMBER HOLDINGS, INC. AMENDED AND RESTATED NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN AMENDED AND RESTATED AGREEMENT (“Agreement”), dated as of the Grant Date, between Number Holdings, Inc., a Delaware corporation (the “Company”), and Jack Sinclair (the “Participant”).

September 9, 2016 EX-10.2

99 CENTS ONLY STORES LLC 2016 MID-TERM CASH INCENTIVE PLAN

EX-10.2 3 a16-154681ex10d2.htm EX-10.2 Exhibit 10.2 99 CENTS ONLY STORES LLC 2016 MID-TERM CASH INCENTIVE PLAN 1. The Plan. 1.1 Purposes. The purpose of this Plan is to promote the success of the Company by rewarding the Participants for their dedicated service to the Company and its Subsidiaries and to provide incentives for Participants to remain in the employ or other service of the Company or

September 9, 2016 EX-10.5

NUMBER HOLDINGS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN

Exhibit 10.5 Award Number: [·] NUMBER HOLDINGS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN AGREEMENT (“Agreement”), dated as of the Grant Date, between Number Holdings, Inc., a Delaware corporation (the “Company”), and [·] (the “Participant”). Preliminary Statement The Committee hereby grants this non-qualified stock option (the “Optio

September 9, 2016 EX-10.6

NUMBER HOLDINGS, INC. AMENDED AND RESTATED NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN

Exhibit 10.6 Award Number: 15-004 NUMBER HOLDINGS, INC. AMENDED AND RESTATED NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN AMENDED AND RESTATED AGREEMENT (“Agreement”), dated as of the Grant Date, between Number Holdings, Inc., a Delaware corporation (the “Company”), and Geoffrey J. Covert (the “Participant”). Preliminary Statement The Committ

September 9, 2016 EX-10.3

[COMPANY LETTERHEAD]

Exhibit 10.3 [COMPANY LETTERHEAD] Private & Confidential , 2016 Dear [·]: 99 Cents Only Stores LLC (the “Company”) wishes to award you a refinancing bonus, subject to the terms and conditions of this letter agreement (the “Letter Agreement”). 1. Bonus. Subject to your execution of this Letter Agreement, you will be eligible to receive a refinancing bonus in the amount of $[·] (the “Refinancing Bon

September 9, 2016 EX-10.7

NUMBER HOLDINGS, INC. AMENDED AND RESTATED NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN

Exhibit 10.7 Award Number: 15-005 NUMBER HOLDINGS, INC. AMENDED AND RESTATED NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN AMENDED AND RESTATED AGREEMENT (“Agreement”), dated as of the Grant Date, between Number Holdings, Inc., a Delaware corporation (the “Company”), and Geoffrey J. Covert (the “Participant”). Preliminary Statement The Committ

September 8, 2016 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

8-K 1 a16-1810328k.htm 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): September 8, 2016 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction

September 8, 2016 EX-99.1

Q2FY17CONFERENCECALL SUPPLEMENTAL OPERATING & FINANCIAL DATA September 8, 2016

Exhibit 99.1 Q2FY17CONFERENCECALL SUPPLEMENTAL OPERATING & FINANCIAL DATA September 8, 2016 FORWARD LOOKING STATEMENTS This presentation contains forward looking statements under the Private Securities Litigation Reform Act of 1995. The words expect, estimate, anticipate, plan, predict, believe, intend, and similar expressions and variations thereof are intended to identify forward looking stateme

September 8, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): September 8, 2016 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commiss

September 8, 2016 EX-99.1

99 CENTS ONLY STORES REPORTS SECOND QUARTER FISCAL 2017 RESULTS

Exhibit 99.1 99 CENTS ONLY STORES REPORTS SECOND QUARTER FISCAL 2017 RESULTS Second Quarter Fiscal 2017 Overview: ? Net sales increased 1.6% to $496.4 million compared to the prior year ? Same-store sales increased by 1.1% ? Net loss was $35.1 million compared to net loss of $78.1 million in prior year ? Adjusted EBITDA(1) was $5.2 million compared to $6.9 million in prior year CITY OF COMMERCE, C

September 1, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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 23, 2016 99 CENTS ONLY STORES LLC (Exact Name of Registrant as Specified in Charter) California 1-11735 95-2411605 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.

August 29, 2016 EX-10.1

EMPLOYMENT AGREEMENT

Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the ?Agreement?), effective as of August 24, 2016, is entered into by and among 99 Cents Only Stores LLC, a California limited liability company (the ?Company?) and Jack Sinclair (?Executive?). NOW, THEREFORE, the Company and Executive agree as follows: 1. Employment. (a) Term. The term of this Agreement shall commence on August 21, 2015

August 29, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

8-K 1 a16-1761318k.htm 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): August 24, 2016 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction o

August 1, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): July 26, 2016 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission

July 14, 2016 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): July 12, 2016 99 CENTS ONLY STORES LLC (Exact Name of Registrant as Specified in Charter) California 1-11735 95-2411605 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.

June 10, 2016 10-Q

NDN / 99 Cents Only Stores 10-Q - Quarterly Report - 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended April 29, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11735 99 CENTS ONLY STORES LLC (Ex

June 9, 2016 EX-99.1

99 CENTS ONLY STORES REPORTS FIRST QUARTER FISCAL 2017 RESULTS

Exhibit 99.1 99 CENTS ONLY STORES REPORTS FIRST QUARTER FISCAL 2017 RESULTS First Quarter Fiscal 2017 Overview: ? Inventory balance decreased by $29.7 million, or 15.1% compared to the prior quarter ? Net sales increased 1.3% to $512.9 million compared to the prior year ? Same-store sales growth improved significantly ? Net loss was $25.2 million compared to net income of $1.2 million in prior yea

June 9, 2016 EX-99.1

Q1 FY17 Conference Call Supplemental Operating & Financial Data June 9, 2016

Exhibit 99.1 Q1 FY17 Conference Call Supplemental Operating & Financial Data June 9, 2016 Forward Looking Statements Please note that this presentation will refer to a management analysis of the Company?s financial results that can be found at the end of the earnings release issued earlier today, June 9, 2016, on a non-GAAP basis. The Company cautions that these financial measures should be viewed

June 9, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

8-K 1 a16-1313118k.htm 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): June 9, 2016 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of i

June 9, 2016 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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 9, 2016 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission F

May 10, 2016 CORRESP

99 Cents Only Stores ESP

4000 Union Pacific Avenue City of Commerce, CA 90023 Phone: (323) 980-8145 www.99only.com May 10, 2016 VIA EDGAR AND HAND DELIVERY U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3628 Attention: Jennifer Thompson Re: 99 Cents Only Stores LLC Form 10-Q for the Quarterly Period Ended October 30, 2015 Response Dated April 18, 2016 File

April 28, 2016 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): April 28, 2016 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission

April 28, 2016 EX-32.(A)

Certification of Chief Executive Officer Of 99 Cents Only Stores LLC

Exhibit 32(a) Certification of Chief Executive Officer Of 99 Cents Only Stores LLC This certification is provided pursuant to 18 U.

April 28, 2016 EX-99.1

99 CENTS ONLY STORES REPORTS FOURTH QUARTER AND FULL YEAR FISCAL 2016 RESULTS

Exhibit 99.1 99 CENTS ONLY STORES REPORTS FOURTH QUARTER AND FULL YEAR FISCAL 2016 RESULTS Fourth Quarter Fiscal 2016 Overview: ? Inventory balance decreased by $69.6 million, or 26% compared to the prior quarter ? Net sales increased by 1.0% to $517.8 million compared to the prior year ? Same-store sales decreased by 3.2% ? Adjusted EBITDA1 was $2.4 million compared to $34.6 million in the prior

April 28, 2016 EX-32.(B)

Certification of Chief Financial Officer Of 99 Cents Only Stores LLC

Exhibit 32(b) Certification of Chief Financial Officer Of 99 Cents Only Stores LLC This certification is provided pursuant to 18 U.

April 28, 2016 EX-31.(B)

Certification of Chief Financial Officer Of 99 Cents Only Stores LLC

Exhibit 31(b) Certification of Chief Financial Officer Of 99 Cents Only Stores LLC I, Felicia Thornton, certify that: 1.

April 28, 2016 EX-10.34

NUMBER HOLDINGS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN

Exhibit 10.34 Award Number: 15-007 NUMBER HOLDINGS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN AGREEMENT (“Agreement”), dated as of the Grant Date, between Number Holdings, Inc., a Delaware corporation (the “Company”), and Jack Sinclair (the “Participant”). Preliminary Statement The Committee hereby grants this non-qualified stock opti

April 28, 2016 EX-31.(A)

Certification of Chief Executive Officer Of 99 Cents Only Stores LLC

Exhibit 31(a) Certification of Chief Executive Officer Of 99 Cents Only Stores LLC I, Geoffrey J.

April 28, 2016 EX-99.1

Q4 & FY16 Conference Call Supplemental Operating & Financial Data April 28, 2016

Exhibit 99.1 Q4 & FY16 Conference Call Supplemental Operating & Financial Data April 28, 2016 Forward Looking Statements Please note that this presentation will refer to a management analysis of company financial results that can be found at the end of the earnings release issued earlier today, April 28, 2016. This analysis summarizes certain information regarding results of operations presented o

April 28, 2016 EX-21

Subsidiaries of the Company

EXHIBIT 21 SUBSIDIARIES Subsidiaries of the Company State or Other Jurisdiction of Name of Entity Incorporation or Organization 99 Cents Only Stores Texas, Inc. Delaware Bargain Wholesale LLC Delaware BW Global Logistics (Hong Kong) Limited Hong Kong 99 Cents Only Stores Global Sourcing (Shenzhen) Co., Ltd. People’s Republic of China All subsidiaries are 100% owned unless otherwise noted.

April 28, 2016 10-K

NDN / 99 Cents Only Stores 10-K - Annual Report - 10-K

10-K 1 a15-25201110k.htm 10-K Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended January 29, 2016 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11735 99 CENTS ONLY S

April 28, 2016 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 28, 2016 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission

April 26, 2016 8-K

Financial Statements and Exhibits, Other Events

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): April 26, 2016 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission

April 26, 2016 EX-99.1

99 CENTS ONLY STORES TO ANNOUNCE FOURTH QUARTER FISCAL 2016 FINANCIAL RESULTS ON THURSDAY, APRIL 28, 2016

Exhibit 99.1 99 CENTS ONLY STORES TO ANNOUNCE FOURTH QUARTER FISCAL 2016 FINANCIAL RESULTS ON THURSDAY, APRIL 28, 2016 COMMERCE, Calif. (April 26, 2016) ? 99 Cents Only Stores LLC (the ?Company?), today announced that it will report its financial results for the fourth quarter ended January 29, 2016, before the market opens on Thursday, April 28, 2016. Geoffrey Covert, President and Chief Executiv

April 18, 2016 CORRESP

99 Cents Only Stores ESP

CORRESP 1 filename1.htm 4000 Union Pacific Avenue City of Commerce, CA 90023 Phone: (323) 980-8145 www.99only.com FOIA CONFIDENTIAL TREATMENT REQUESTED CERTAIN PORTIONS OF THIS LETTER AS FILED VIA EDGAR HAVE BEEN OMITTED AND FILED SEPARATELY WITH THE COMMISSION. CONFIDENTIAL TREATMENT HAS BEEN REQUESTED FOR THE OMITTED PORTIONS, WHICH HAVE BEEN REPLACED WITH THE FOLLOWING PLACEHOLDER “[***]” April

April 11, 2016 EX-10.1

AMENDMENT NO. 4 TO THE ABL CREDIT AGREEMENT

Exhibit 10.1 Execution Version AMENDMENT NO. 4 TO THE ABL CREDIT AGREEMENT AMENDMENT NO. 4 (this “Amendment”), dated as of April 8, 2016, among 99 CENTS ONLY STORES LLC (the “Borrower”), NUMBER HOLDINGS, INC. (“Holdings”), each other Loan Party party hereto, each Lender party hereto, each Person holding any Revolving Credit Commitments under the Credit Agreement (immediately after giving effect to

April 11, 2016 EX-99.1

99 CENTS ONLY STORES COMPLETES AMENDMENT AND EXTENSION OF ITS ASSET-BASED REVOLVING CREDIT FACILITY UNTIL 2021

Exhibit 99.1 99 CENTS ONLY STORES COMPLETES AMENDMENT AND EXTENSION OF ITS ASSET-BASED REVOLVING CREDIT FACILITY UNTIL 2021 CITY OF COMMERCE, California ? April 11, 2016 ? 99 Cents Only Stores LLC (the ?Company?) today announced it has successfully completed an amendment and extension of its asset-based revolving credit facility (the ?ABL Facility?). Under the amendment, the ABL Facility provides

April 11, 2016 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): April 8, 2016 99 CENTS ONLY STORE

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): April 8, 2016 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission

March 11, 2016 CORRESP

99 Cents Only Stores ESP

4000 Union Pacific Avenue City of Commerce, CA 90023 Phone: (323) 980-8145 www.99only.com March 11, 2016 VIA EDGAR AND FEDERAL EXPRESS U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3628 Attention: Jennifer Thompson Re: 99 Cents Only Stores LLC Form 10-K for the Fiscal Year Ended January 30, 2015 Filed April 22, 2015 Form 10-Q for

February 23, 2016 CORRESP

99 Cents Only Stores ESP

4000 Union Pacific Avenue City of Commerce, CA 90023 Phone: (323) 980-8145 www.99only.com February 23, 2016 VIA EDGAR AND FEDERAL EXPRESS U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3628 Attention: Jennifer Thompson, Accounting Branch Chief Robert Babula, Staff Accountant Re: 99 Cents Only Stores LLC Form 10-K for the Fiscal Yea

February 2, 2016 CORRESP

99 Cents Only Stores ESP

4000 Union Pacific Avenue City of Commerce, CA 90023 Phone: (323) 980-8145 www.99only.com February 2, 2016 VIA EDGAR AND FEDERAL EXPRESS U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3628 Attention: Jennifer Thompson, Accounting Branch Chief Robert Babula, Staff Accountant Re: 99 Cents Only Stores LLC Form 10-K for the Fiscal Year

December 14, 2015 EX-10.3

EMPLOYMENT AGREEMENT

Exhibit 10.3 EXECUTION DRAFT EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the ?Agreement?), dated and effective as of September 11, 2015 (the ?Effective Date?), is entered into by and among 99 Cents Only Stores LLC, a California limited liability company (the ?Company?) and Geoffrey J. Covert (?Executive?). NOW, THEREFORE, the Company and Executive agree as follows: 1. Employment. (a) Term. The

December 14, 2015 EX-10.5

NUMBER HOLDINGS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN

EX-10.5 4 a15-220981ex10d5.htm EX-10.5 Exhibit 10.5 Execution Version Award Number: 15-005 NUMBER HOLDINGS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN AGREEMENT (“Agreement”), dated as of the Grant Date, between Number Holdings, Inc., a Delaware corporation (the “Company”), and Geoffrey J. Covert (the “Participant”). Preliminary Statem

December 14, 2015 EX-99.1

99 CENTS ONLY STORES REPORTS THIRD QUARTER FISCAL 2016 RESULTS

EX-99.1 2 a15-249501ex99d1.htm EX-99.1 Exhibit 99.1 99 CENTS ONLY STORES REPORTS THIRD QUARTER FISCAL 2016 RESULTS Third Quarter Fiscal 2016 Overview: · Net sales increased 2.8% to $491.5 million in prior year · Same-store sales decreased by 3.9% · Adjusted EBITDA(1) was $5.1 million compared to $27.1 million in prior year · Net loss was $152.6 million compared to $3.8 million in prior year · Feli

December 14, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): December 14, 2015 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commiss

December 14, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 30, 2015 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11735 99 CENTS ONLY STORES LLC (

December 14, 2015 EX-99.2

Q3 FY16 Conference Call Supplemental Operating & Financial Data December 14, 2015

Exhibit 99.2 Q3 FY16 Conference Call Supplemental Operating & Financial Data December 14, 2015 Forward Looking Statements Please note that this presentation will refer to a management analysis of company financial results that can be found at the end of the earnings release issued earlier today, December 14, 2015. This analysis summarizes certain information regarding results of operations present

December 14, 2015 EX-10.4

NUMBER HOLDINGS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN

EX-10.4 3 a15-220981ex10d4.htm EX-10.4 Exhibit 10.4 Award Number: 15-004 Execution Version NUMBER HOLDINGS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN AGREEMENT (“Agreement”), dated as of the Grant Date, between Number Holdings, Inc., a Delaware corporation (the “Company”), and Geoffrey J. Covert (the “Participant”). Preliminary Statem

December 14, 2015 EX-10.7

NUMBER HOLDINGS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN

EX-10.7 5 a15-220981ex10d7.htm EX-10.7 Exhibit 10.7 Award Number: 15-006 NUMBER HOLDINGS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN AGREEMENT (“Agreement”), dated as of the Grant Date, between Number Holdings, Inc., a Delaware corporation (the “Company”), and Felicia Thornton (the “Participant”). Preliminary Statement The Committee he

December 10, 2015 EX-99.1

99 CENTS ONLY STORES TO ANNOUNCE THIRD QUARTER FISCAL 2016 FINANCIAL RESULTS ON MONDAY, DECEMBER 14TH

EX-99.1 2 a15-248481ex99d1.htm EX-99.1 Exhibit 99.1 99 CENTS ONLY STORES TO ANNOUNCE THIRD QUARTER FISCAL 2016 FINANCIAL RESULTS ON MONDAY, DECEMBER 14TH COMMERCE, Calif. (December 10, 2015) — 99 Cents Only Stores LLC (the “Company”), today announced that it will report its financial results for the third quarter ended October 30, 2015, before market open on Monday, December 14, 2015. Geoffrey Cov

December 10, 2015 8-K

Financial Statements and Exhibits, Other Events

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): December 10, 2015 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commiss

November 3, 2015 EX-99.1

99 CENTS ONLY STORES APPOINTS FELICIA THORNTON AS CHIEF FINANCIAL OFFICER

EX-99.1 4 a15-221191ex99d1.htm EX-99.1 Exhibit 99.1 99 CENTS ONLY STORES APPOINTS FELICIA THORNTON AS CHIEF FINANCIAL OFFICER CITY OF COMMERCE, Calif.—November 2, 2015—99 Cents Only Stores LLC announced that effective today Felicia Thornton has been appointed as its Chief Financial Officer and Treasurer, where she will be responsible for overseeing finance, accounting, treasury, risk management, l

November 3, 2015 EX-10.2

NUMBER HOLDINGS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN

Exhibit 10.2 Award Number: NUMBER HOLDINGS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN AGREEMENT (?Agreement?), dated as of the Grant Date, between Number Holdings, Inc., a Delaware corporation (the ?Company?), and Felicia Thornton (the ?Participant?). Preliminary Statement The Committee hereby grants this non-qualified stock option (t

November 3, 2015 EX-10.1

EMPLOYMENT AGREEMENT

Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the ?Agreement?), is entered into by and among 99 Cents Only Stores LLC, a California limited liability company (the ?Company?) and Felicia Thornton (?Executive?) this October 31, 2015. NOW, THEREFORE, the Company and Executive agree as follows: 1. Employment. (a) Term. The term of Executive?s employment under this Agreement shall commen

November 3, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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 31, 2015 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commissi

September 21, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 15, 2015 99 CENTS ONLY STORES LLC (Exact Name of Registrant as Specified in Charter) California 1-11735 95-2411605 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.

September 11, 2015 EX-99.2

99 CENTS ONLY STORES ANNOUNCES GEOFFREY COVERT TO BECOME PERMANENT PRESIDENT AND CHIEF EXECUTIVE OFFICER Interim President and CEO Andrew Giancamilli to Remain as Chairman of the Board of Directors

Exhibit 99.2 99 CENTS ONLY STORES ANNOUNCES GEOFFREY COVERT TO BECOME PERMANENT PRESIDENT AND CHIEF EXECUTIVE OFFICER Interim President and CEO Andrew Giancamilli to Remain as Chairman of the Board of Directors CITY OF COMMERCE, California?September 11, 2015?99 Cents Only Stores LLC announced today that Geoffrey Covert will join the Company as President and Chief Executive Officer, effective later

September 11, 2015 EX-10.3

CONSULTING AGREEMENT

Exhibit 10.3 EXECUTION VERSION CONSULTING AGREEMENT This Consulting Agreement (the ?Agreement?) is made as of May 26, 2015 (the ?Effective Date?), by and among Andrew A. Giancamilli (?Consultant?), 99 Cents Only Stores LLC (the ?Company?) and Number Holdings, Inc. (?Parent?). RECITALS WHEREAS, based upon the reputation and successful experience of Consultant, the Company and Parent desire to engag

September 11, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended July 31, 2015 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11735 99 CENTS ONLY STORES LLC (Exa

September 11, 2015 EX-10.2

CONSULTING AGREEMENT

Exhibit 10.2 EXECUTION VERSION CONSULTING AGREEMENT This Consulting Agreement (the ?Agreement?) is made as of May 26, 2015 (the ?Effective Date?), by and among St?phane Gonthier (?Consultant?) and 99 Cents Only Stores LLC (the ?Company?). RECITALS WHEREAS, Consultant was formerly the President and Chief Executive Officer of the Company. WHEREAS, based upon the past relationship with the Company an

September 11, 2015 EX-99.1

99 CENTS ONLY STORES REPORTS SECOND QUARTER FISCAL 2016 RESULTS Geoffrey Covert Named Permanent President and Chief Executive Officer, Effective Later Today

Exhibit 99.1 99 CENTS ONLY STORES REPORTS SECOND QUARTER FISCAL 2016 RESULTS Geoffrey Covert Named Permanent President and Chief Executive Officer, Effective Later Today Second Quarter Fiscal 2016 Overview: ? Net sales increased by 6.6% to $488.5 million ? Opened three new stores ? Same-store sales decreased by 1.9% ? Adjusted EBITDA(1) was $6.9 million versus $36.3 million in prior year ? Net los

September 11, 2015 8-K

99 Cents Only Stores 8-K (Current Report/Significant Event)

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): September 11, 2015 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commis

September 2, 2015 8-K

99 Cents Only Stores 8-K (Current Report/Significant Event)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 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): September 1, 2015 99 CENTS ONLY STORES LLC (Exact Name of Registrant as Specified in Charter) California 1-11735 95-2411605 (State or Other Jurisdiction of Incorporation) (Commission File Number) (IRS Employer Identification No.

August 25, 2015 8-K

99 Cents Only Stores 8-K (Current Report/Significant Event)

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 24, 2015 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commissio

August 25, 2015 EX-10.2

CONSULTING AGREEMENT

Exhibit 10.2 EXECUTION VERSION CONSULTING AGREEMENT This Consulting Agreement (the ?Agreement?) is dated as of August 24, 2015 and effective as of June 23, 2015 (the ?Effective Date?), by and among Michael Fung (?Consultant?), 99 Cents Only Stores LLC (the ?Company?) and Number Holdings, Inc. (?Parent?). RECITALS WHEREAS, based upon the reputation and successful experience of Consultant, the Compa

August 25, 2015 EX-10.1

AMENDMENT NO. 3 TO THE ABL CREDIT AGREEMENT

Exhibit 10.1 AMENDMENT NO. 3 TO THE ABL CREDIT AGREEMENT AMENDMENT NO. 3 (this ?Amendment?), dated as of August 24, 2015, among 99 CENTS ONLY STORES (the ?Borrower?), NUMBER HOLDINGS, INC. (?Holdings?), each other Loan Party party hereto, each Lender party hereto, ROYAL BANK OF CANADA (?Royal Bank?), as Administrative Agent (in such capacity, the ?Administrative Agent?), to the Credit Agreement (a

July 9, 2015 EX-10.1

CONSULTING AGREEMENT

Exhibit 10.1 CONSULTING AGREEMENT This Consulting Agreement (the ?Agreement?) is made as of July 6, 2015 (the ?Effective Date?), by and among Bradley Lukow (?Consultant?) and 99 Cents Only Stores LLC (the ?Company?). RECITALS WHEREAS, Consultant was formerly the Chief Financial Officer, Secretary and Treasurer of the Company. WHEREAS, the Company desires to engage Consultant as an independent cont

July 9, 2015 8-K

99 Cents Only Stores 8-K (Current Report/Significant Event)

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): July 6, 2015 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission F

June 25, 2015 8-K

99 Cents Only Stores 8-K (Current Report/Significant Event)

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 21, 2015 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission

June 25, 2015 EX-99.1

MICHAEL FUNG APPOINTED INTERIM CHIEF FINANCIAL OFFICER OF 99 CENTS ONLY STORES Conference Call Scheduled for Monday, June 29, 2015 at 1:30 PM Pacific Time

Exhibit 99.1 MICHAEL FUNG APPOINTED INTERIM CHIEF FINANCIAL OFFICER OF 99 CENTS ONLY STORES Conference Call Scheduled for Monday, June 29, 2015 at 1:30 PM Pacific Time CITY OF COMMERCE, Calif.?June 24, 2015?99 Cents Only Stores LLC announced today that Michael Fung has been appointed as Interim Chief Financial Officer and Treasurer, effective today. Mr. Fung replaces Bradley Lukow, who has resigne

June 12, 2015 EX-99.1

99 CENTS ONLY STORES REPORTS FIRST QUARTER FISCAL 2016 RESULTS

Exhibit 99.1 99 CENTS ONLY STORES REPORTS FIRST QUARTER FISCAL 2016 RESULTS First Quarter Fiscal 2016 Highlights: · Net sales increased by 5.9% to $506.2 million · Opened three net new stores · Same-store sales decreased by 1.7% · Adjusted EBITDA(1) was $25.0 million versus $45.7 million in prior year · Net income was $1.2 million versus net income of $9.6 million in prior year CITY OF COMMERCE, C

June 12, 2015 8-K

99 Cents Only Stores 8-K (Current Report/Significant Event)

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 12, 2015 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission

June 12, 2015 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 1, 2015 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11735 99 CENTS ONLY STORES LLC (Exact

May 26, 2015 EX-99.1

99 CENTS ONLY STORES ANNOUNCES CHAIRMAN OF BOARD OF DIRECTORS ANDREW GIANCAMILLI AS NEW INTERIM PRESIDENT & CEO

Exhibit 99.1 99 CENTS ONLY STORES ANNOUNCES CHAIRMAN OF BOARD OF DIRECTORS ANDREW GIANCAMILLI AS NEW INTERIM PRESIDENT & CEO City of Commerce, CA?May 26, 2015 ? 99 Cents Only Stores announced today that Andrew Giancamilli, the Chairman of the company?s Board of Directors, is assuming the role of Interim President and CEO, replacing St?phane Gonthier, who has resigned. A Board Member since 2012, Mr

May 26, 2015 8-K

99 Cents Only Stores 8-K (Current Report/Significant Event)

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): May 25, 2015 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission F

April 22, 2015 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended January 30, 2015 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11735 99 CENTS ONLY STORES LLC (Exact name of regis

April 22, 2015 EX-10.25

SEVERANCE AGREEMENT

Exhibit 10.25 SEVERANCE AGREEMENT THIS SEVERANCE AGREEMENT (this ?Agreement?) is entered into as of the 17th day of April, 2013, by and between 99? ONLY STORES, a California corporation (the ?Company?), and Michael Kvitko, (the ?Executive?). W I T N E S S E T H WHEREAS, the Executive currently serves as a key employee of the Company and the Executive?s services and knowledge are valuable to the Co

April 22, 2015 EX-21

SUBSIDIARIES Subsidiaries of the Company

EX-21 4 a15-13871ex21.htm EX-21 EXHIBIT 21 SUBSIDIARIES Subsidiaries of the Company State or Other Jurisdiction of Name of Entity Incorporation or Organization 99 Cents Only Stores Texas, Inc. Delaware Bargain Wholesale LLC Delaware BW Global Logistics (Hong Kong) Limited Hong Kong 99 Cents Only Stores Global Sourcing (Shenzhen) Co., Ltd. People’s Republic of China All subsidiaries are 100% owned

April 22, 2015 EX-31.(A)

Certification of Chief Executive Officer Of 99 Cents Only Stores LLC

Exhibit 31(a) Certification of Chief Executive Officer Of 99 Cents Only Stores LLC I, Stéphane Gonthier, certify that: 1.

April 22, 2015 EX-10.26

NUMBER HOLDINGS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN

Exhibit 10.26 Award Number: 15-002 NUMBER HOLDINGS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN AGREEMENT (?Agreement?), dated as of the Grant Date, between Number Holdings, Inc., a Delaware corporation (the ?Company?), and Bradley Lukow (the ?Participant?). Preliminary Statement The Committee hereby grants this non-qualified stock opti

April 22, 2015 EX-32.(A)

Certification of Chief Executive Officer Of 99 Cents Only Stores LLC

Exhibit 32(a) Certification of Chief Executive Officer Of 99 Cents Only Stores LLC This certification is provided pursuant to 18 U.

April 22, 2015 EX-31.(B)

Certification of Chief Financial Officer Of 99 Cents Only Stores LLC

Exhibit 31(b) Certification of Chief Financial Officer Of 99 Cents Only Stores LLC I, Bradley Lukow, certify that: 1.

April 22, 2015 EX-32.(B)

Certification of Chief Financial Officer Of 99 Cents Only Stores LLC

Exhibit 32(b) Certification of Chief Financial Officer Of 99 Cents Only Stores LLC This certification is provided pursuant to 18 U.

April 16, 2015 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 16, 2015 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission

April 16, 2015 EX-99.1

99 CENTS ONLY STORES REPORTS FOURTH QUARTER AND FULL-YEAR FISCAL 2015 RESULTS

EX-99.1 2 a15-92981ex99d1.htm EX-99.1 Exhibit 99.1 99 CENTS ONLY STORES REPORTS FOURTH QUARTER AND FULL-YEAR FISCAL 2015 RESULTS Fourth Quarter Fiscal 2015 Highlights: · Net sales on a comparable 13-week basis increased by 8.1% to $512.6 million · Opened 21 net new stores · Same-store sales increased by 2.8% · Adjusted EBITDA(1) was $34.6 million versus $50.0 million in prior year · Net loss was $

January 27, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): January 26, 2015 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commissi

January 12, 2015 EX-99.1

99¢ ONLY STORES APPOINTS BRAD LUKOW AS CHIEF FINANCIAL OFFICER

Exhibit 99.1 99¢ ONLY STORES APPOINTS BRAD LUKOW AS CHIEF FINANCIAL OFFICER CITY OF COMMERCE, Calif.—January 12, 2015—99¢ Only Stores announced today that it has appointed Brad Lukow as Chief Financial Officer, effective today. With 24 years of financial experience in the retail industry, Mr. Lukow will be responsible for overseeing finance, accounting and treasury for 99¢ Only. Chris Laurence, wh

January 12, 2015 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): January 12, 2015 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commissi

December 12, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended October 31, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11735 99 CENTS ONLY STORES LLC (

December 11, 2014 EX-99.1

99 CENTS ONLY STORES REPORTS THIRD QUARTER AND THE FIRST THREE QUARTERS OF FISCAL 2015 RESULTS

Exhibit 99.1 99 CENTS ONLY STORES REPORTS THIRD QUARTER AND THE FIRST THREE QUARTERS OF FISCAL 2015 RESULTS Third Quarter Fiscal 2015 Highlights: · Net sales increased by 5.0% to $478.3 million · Opened 12 net new stores · Same-store sales decreased by 0.7% · Adjusted EBITDA(1) was $27.1 million versus $28.3 million in prior year · Net loss was $3.8 million versus net income of $1.0 million in pri

December 11, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): December 11, 2014 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commiss

September 12, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended August 1, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11735 99 CENTS ONLY STORES LLC (Ex

September 11, 2014 EX-99.1

99 CENTS ONLY STORES REPORTS SECOND QUARTER AND THE FIRST HALF OF FISCAL 2015 RESULTS

Exhibit 99.1 99 CENTS ONLY STORES REPORTS SECOND QUARTER AND THE FIRST HALF OF FISCAL 2015 RESULTS Second Quarter Fiscal 2015 Highlights: · Net sales increased by 5.8% to $458.2 million · Same-store sales increased by 0.1% · Adjusted EBITDA(1) increased by 9.7% to $36.3 million · Net income was $2.0 million versus $1.9 million in prior year CITY OF COMMERCE, California — September 11, 2014 — 99 Ce

September 11, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): September 11, 2014 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commis

August 28, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 25, 2014 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commissio

June 13, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended May 2, 2014 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11735 99 CENTS ONLY STORES LLC (Exact

June 13, 2014 EX-99.1

99 CENTS ONLY STORES REPORTS FIRST QUARTER FISCAL 2015 RESULTS

Exhibit 99.1 99 CENTS ONLY STORES REPORTS FIRST QUARTER FISCAL 2015 RESULTS First Quarter Fiscal 2015 Highlights: · Net sales increased by 7.3% to $477.9 million · Same-store sales decreased by 0.5% · Net income was $9.6 million versus $0.9 million in prior year · Adjusted EBITDA(1) increased by 4.6% to $45.7 million CITY OF COMMERCE, California — June 13, 2014 — 99 Cents Only Stores LLC (the “Com

June 13, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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 13, 2014 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission

June 2, 2014 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

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): May 30, 2014 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission F

June 2, 2014 EX-99.1

CHRIS LAURENCE APPOINTED INTERIM CHIEF FINANCIAL OFFICER OF 99 CENTS ONLY STORES

EX-99.1 2 a14-144251ex99d1.htm EX-99.1 Exhibit 99.1 CHRIS LAURENCE APPOINTED INTERIM CHIEF FINANCIAL OFFICER OF 99 CENTS ONLY STORES CITY OF COMMERCE, Calif.—May 30, 2014—99 Cents Only Stores LLC announced today that Christopher A. Laurence has been appointed as Interim Chief Financial Officer, Treasurer and Secretary, effective today. Mr. Laurence replaces Frank Schools, who has resigned to pursu

April 22, 2014 EX-31.(B)

Certification of Chief Financial Officer Of 99 Cents Only Stores LLC

Exhibit 31(b) Certification of Chief Financial Officer Of 99 Cents Only Stores LLC I, Frank Schools, certify that: 1.

April 22, 2014 EX-10.63

FIRST AMENDMENT TO STOCKHOLDERS AGREEMENT

EX-10.63 2 a14-71951ex10d63.htm EX-10.63 Exhibit 10.63 FIRST AMENDMENT TO STOCKHOLDERS AGREEMENT This FIRST AMENDMENT TO STOCKHOLDERS AGREEMENT (this “Amendment”), dated as of December 16, 2013, by and between Ares Corporate Opportunities Fund III, L.P., a Delaware limited partnership (“Ares”), and CPP Investment Board (USRE II) Inc., a Canadian corporation (“CPPIB”). WHEREAS, Ares and the Canada

April 22, 2014 EX-21

Subsidiaries of the Company

EXHIBIT 21 SUBSIDIARIES Subsidiaries of the Company State or Other Jurisdiction of Name of Entity Incorporation or Organization 99 Cents Only Stores Texas, Inc. Delaware All subsidiaries are 100% owned unless otherwise noted.

April 22, 2014 EX-32.(B)

Certification of Chief Financial Officer Of 99 Cents Only Stores LLC

Exhibit 32(b) Certification of Chief Financial Officer Of 99 Cents Only Stores LLC This certification is provided pursuant to 18 U.

April 22, 2014 10-KT

- 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K o ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR x TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from March 31, 2013 to January 31, 2014 Commission file number 1-11735 99 CENTS ONLY STORES L

April 22, 2014 EX-32.(A)

Certification of Chief Executive Officer Of 99 Cents Only Stores LLC

Exhibit 32(a) Certification of Chief Executive Officer Of 99 Cents Only Stores LLC This certification is provided pursuant to 18 U.

April 22, 2014 EX-31.(A)

Certification of Chief Executive Officer Of 99 Cents Only Stores LLC

Exhibit 31(a) Certification of Chief Executive Officer Of 99 Cents Only Stores LLC I, Stéphane Gonthier, certify that: 1.

April 15, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): April 15, 2014 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission

April 15, 2014 EX-99.1

99 CENTS ONLY STORES REPORTS TEN MONTH FISCAL 2014 RESULTS

Exhibit 99.1 99 CENTS ONLY STORES REPORTS TEN MONTH FISCAL 2014 RESULTS Fiscal 2014 Highlights: · Net sales were $1.53 billion · Same-store sales increased by 3.7% · Record average sales per store and sales per saleable square foot · 27 net new stores opened · Net loss was $12.5 million · Adjusted EBITDA(1) was $120.5 million and Adjusted EBITDA margin was 7.9% CITY OF COMMERCE, California — April

April 4, 2014 CORRESP

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4000 Union Pacific Avenue City of Commerce, CA 90023 Phone: (323) 980-8145 www.99only.com April 4, 2014 VIA EDGAR AND FEDERAL EXPRESS U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3628 Attention: William H. Thompson Re: 99 Cents Only Stores Form 10-K for the Fiscal Year Ended March 30, 2013 Filed July 12, 2013 Form 10-Q for the Qu

March 4, 2014 CORRESP

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4000 Union Pacific Avenue City of Commerce, CA 90023 Phone: (323) 980-8145 www.99only.com March 4, 2014 VIA EDGAR AND FEDERAL EXPRESS U.S. Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, D.C. 20549-3628 Attention: William H. Thompson Re: 99 Cents Only Stores LLC Form 10-K for the Fiscal Year Ended March 30, 2013 Filed July 12, 2013 Form 8-K Filed S

February 11, 2014 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): February 11, 2014 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commiss

February 11, 2014 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 a13-27328110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 28, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-1

February 11, 2014 EX-99.1

99 CENTS ONLY STORES REPORTS THIRD QUARTER AND THE FIRST THREE QUARTERS OF FISCAL 2014 RESULTS

Exhibit 99.1 99 CENTS ONLY STORES REPORTS THIRD QUARTER AND THE FIRST THREE QUARTERS OF FISCAL 2014 RESULTS Third Quarter Fiscal 2014 Highlights: · Net sales increased by 11% to $487.9 million · Same-store sales increased by 3.0% · 11 net new stores opened · Net loss was $19.3 million · Adjusted EBITDA(1) was $52.6 million and Adjusted EBITDA margin was 10.8% CITY OF COMMERCE, California — Februar

December 19, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

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): December 16, 2013 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commiss

November 13, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 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): November 7, 2013 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commissi

November 8, 2013 EX-10.5

AMENDMENT NO. 2 TO THE ABL CREDIT AGREEMENT

Exhibit 10.5 EXECUTION VERSION AMENDMENT NO. 2 TO THE ABL CREDIT AGREEMENT AMENDMENT NO. 2 (this ?Amendment?), dated as of October 8, 2013, among 99? ONLY STORES (the successor by merger with Number Merger Sub, Inc.) (the ?Borrower?), NUMBER HOLDINGS, INC. (?Holdings?), each other Loan Party party hereto, each Lender party hereto and ROYAL BANK OF CANADA (?Royal Bank?), as Administrative Agent (in

November 8, 2013 EX-10.6

AMENDMENT NO. 2 TO THE TERM CREDIT AGREEMENT

Exhibit 10.6 EXECUTION VERSION AMENDMENT NO. 2 TO THE TERM CREDIT AGREEMENT AMENDMENT NO. 2 (this ?Amendment?), dated as of October 8, 2013, among 99? ONLY STORES (the ?Borrower?), NUMBER HOLDINGS, INC. (?Holdings?), each other Loan Party party hereto, each Incremental Lender party hereto, each Lender party or consenting in writing hereto and ROYAL BANK OF CANADA (?Royal Bank?), as Administrative

November 8, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 28, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11735 99 CENTS ONLY STORES LLC

November 8, 2013 EX-3.1

Limited Liability Company Articles of Organization — Conversion of 99 Cents Only Stores LLC, dated as of October 18, 2013.

Exhibit 3.1 LLC-1A File # 201329510100 DI206027 State of California FILED Secretary of State Secretary of State 0496340 out State of California Limited Liability Company OCT 18 2013 Articles of Organization - Conversion IMPORTANT ? Read all instructions before completing this form. This Space For Filing Use Only Converted Entity Information 1. Name of Limited Liability Company (End the name with t

November 8, 2013 EX-10.1

EMPLOYMENT AGREEMENT

Exhibit 10.1 EMPLOYMENT AGREEMENT This EMPLOYMENT AGREEMENT (the ?Agreement?), dated as of September 3, 2013 (the ?Effective Date?), is entered into by and among 99? Only Stores, a California corporation (the ?Company?), and Stephane Gonthier (?Executive?). NOW, THEREFORE, the Company and Executive agree as follows: 1. Employment. (a) Term. The term of this Agreement shall commence on the Effectiv

November 8, 2013 EX-10.4

FIRST AMENDMENT TO NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN

Exhibit 10.4 FIRST AMENDMENT TO NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN WHEREAS, Number Holdings, Inc. (the ?Company?) maintains the Number Holdings, Inc. 2012 Stock Incentive Plan (as amended, the ?Plan?); WHEREAS, pursuant to Article XI of the Plan, the Board of Directors of the Company (the ?Board?), may at any time amend the Plan to increase the aggregate number of shares of common sto

November 8, 2013 EX-10.2

Stock Purchase Agreement

EX-10.2 5 a13-198641ex10d2.htm EX-10.2 Exhibit 10.2 EXECUTION VERSION Stock Purchase Agreement This STOCK PURCHASE AGREEMENT (this “Agreement”) is entered into as of September 30, 2013, by and between Number Holdings, Inc., a Delaware corporation (the “Company”) and Avenue of the Stars Investments LLC, a Delaware limited liability company (the “Purchaser”). WHEREAS, Stéphane Gonthier (“Gonthier”)

November 8, 2013 EX-3.2

Limited Liability Company Agreement of 99 Cents Only Stores LLC, dated as of October 18, 2013.

Exhibit 3.2 LIMITED LIABILITY COMPANY AGREEMENT OF 99 CENTS ONLY STORES LLC This Limited Liability Company Agreement of 99 Cents Only Stores LLC (the ?Company?), dated as of October 18, 2013 (this ?Agreement?), is entered into by Number Holdings, Inc., the sole member of the Company (the ?Member?). WHEREAS, the Articles of Organization ? Conversion of the Company (the ?Articles?) were filed with t

November 8, 2013 EX-10.3

NUMBER HOLDINGS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN

Exhibit 10.3 Award Number: 13-018 NUMBER HOLDINGS, INC. NON-QUALIFIED STOCK OPTION AGREEMENT PURSUANT TO THE NUMBER HOLDINGS, INC. 2012 STOCK INCENTIVE PLAN AGREEMENT (?Agreement?), dated as of the Grant Date between Number Holdings, Inc., a Delaware corporation (the ?Company?), and St?phane Gonthier (the ?Participant?). Preliminary Statement The Committee hereby grants this non-qualified stock op

November 7, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 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): November 6, 2013 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commissi

November 7, 2013 EX-99.1

CORPORATE HEADQUARTERS

Exhibit 99.1 CORPORATE HEADQUARTERS 4000 Union Pacific Avenue City of Commerce, CA 90023 Phone: (323) 980-8145 www.99only.com 99 CENTS ONLY STORES REPORTS SECOND QUARTER AND THE FIRST HALF OF FISCAL 2014 RESULTS CITY OF COMMERCE, California — November 6, 2013 — 99 Cents Only Stores LLC (the “Company”) announced its financial results for the second quarter and the first half ended September 28, 201

October 22, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Other Events

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 16, 2013 99 CENTS ONLY STORES LLC (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commissi

October 16, 2013 EX-10.1

PURCHASE AGREEMENT

EX-10.1 2 a13-222531ex10d1.htm EX-10.1 Exhibit 10.1 PURCHASE AGREEMENT This Purchase Agreement (“Agreement”) is entered into by and among Sherry Gold, individually and in her capacity as Trustee of The Gold Revocable Trust dated 10/26/2005, Jeff Gold, Howard Gold, Karen Schiffer and Eric Schiffer (collectively, the “Sellers”), Number Holdings, Inc. (together with its successors and assigns, the “C

October 16, 2013 8-K

Entry into a Material Definitive Agreement, Financial Statements and Exhibits - 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 15, 2013 99¢ ONLY STORES (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission File N

October 8, 2013 8-K

Entry into a Material Definitive Agreement - 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 8, 2013 99¢ ONLY STORES (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission File Nu

October 1, 2013 8-K

Entry into a Material Definitive Agreement

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): September 30, 2013 99¢ ONLY STORES (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission File

September 27, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 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): September 23, 2013 99¢ ONLY STORES (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission File

September 26, 2013 8-K

Regulation FD Disclosure, Financial Statements and Exhibits - 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): September 26, 2013 99¢ ONLY STORES (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission File

September 26, 2013 EX-99.1

Lender Presentation September 26, 2013

Exhibit 99.1 Lender Presentation September 26, 2013 1 Safe Harbor This presentation contains “forward-looking statements” that involve risks and uncertainties. As a general matter, forward-looking statements are those focused on future or anticipated events or trends, expectations and beliefs including, among other things, (a) execution of an agreement to effect the Purchase (defined herein) and a

September 18, 2013 8-K

Financial Statements and Exhibits, Other Events

8-K 1 a13-2093118k.htm 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): September 18, 2013 99¢ ONLY STORES (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of inco

September 18, 2013 EX-99.1

99¢ ONLY STORES® COMMENCES CONSENT SOLICITATION

Exhibit 99.1 CORPORATE HEADQUARTERS 4000 Union Pacific Avenue City of Commerce, CA 90023 Phone: (323) 980-8145 Fax: (323) 980-8160 www.99only.com 99¢ ONLY STORES® COMMENCES CONSENT SOLICITATION CITY OF COMMERCE, California — September 18, 2013 - 99¢ Only Stores® (the “Company”) announced that it commenced a consent solicitation (the “Solicitation”) with respect to proposed amendments (“Proposed Am

September 3, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 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): September 3, 2013 99¢ ONLY STORES (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission File

August 26, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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 23, 2013 99¢ ONLY STORES (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission File Nu

August 14, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - 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): August 9, 2013 99¢ ONLY STORES (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission File Num

August 12, 2013 EX-99.1

STÉPHANE GONTHIER TO BECOME PRESIDENT, CEO, AND MEMBER OF THE BOARD OF 99¢ ONLY STORES Interim CEO Richard Anicetti to Return to Role Solely as Member of the Board of Directors

Exhibit 99.1 STÉPHANE GONTHIER TO BECOME PRESIDENT, CEO, AND MEMBER OF THE BOARD OF 99¢ ONLY STORES Interim CEO Richard Anicetti to Return to Role Solely as Member of the Board of Directors CITY OF COMMERCE, Calif.—August 12, 2013—99¢ Only Stores announced today that Stéphane Gonthier has accepted an offer to join the Company as President, Chief Executive Officer and member of the Board. Following

August 12, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 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): August 8, 2013 99¢ ONLY STORES (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission File Num

August 9, 2013 EX-10.1

FIRST AMENDMENT TO LEASE

EX-10.1 2 a13-168741ex10d1.htm EX-10.1 Exhibit 10.1 FIRST AMENDMENT TO LEASE This FIRST AMENDMENT TO LEASE is dated as of June 12, 2013, by and between Au Zone Investment #2, L.P., a California limited partnership (“LANDLORD”) and 99¢ Only Stores, a California corporation (“TENANT”), with reference to the following facts: WHEREAS, the parties hereto, among others, entered into that certain letter

August 9, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

10-Q 1 a13-16874110q.htm 10-Q Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 29, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11735

August 8, 2013 EX-99.1

CORPORATE HEADQUARTERS 4000 Union Pacific Avenue City of Commerce, CA 90023 Phone: (323) 980-8145 www.99only.com

Exhibit 99.1 CORPORATE HEADQUARTERS 4000 Union Pacific Avenue City of Commerce, CA 90023 Phone: (323) 980-8145 www.99only.com 99¢ ONLY STORES® REPORTS FIRST QUARTER FISCAL 2014 RESULTS CITY OF COMMERCE, California — August 8, 2013 - 99¢ Only Stores® (the “Company”) announced its financial results for the first quarter ended June 29, 2013. The Company’s net sales increased $32.9 million, or 8.2%, t

August 8, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition - 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): August 8, 2013 99¢ ONLY STORES (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission File Num

July 17, 2013 EX-99.1

CORPORATE HEADQUARTERS 4000 Union Pacific Avenue City of Commerce, CA 90023 Phone: (323) 980-8145

Exhibit 99.1 CORPORATE HEADQUARTERS 4000 Union Pacific Avenue City of Commerce, CA 90023 Phone: (323) 980-8145 www.99only.com 99¢ ONLY STORES® REPORTS FOURTH QUARTER AND FULL-YEAR FISCAL 2013 RESULTS CITY OF COMMERCE, California — July 17, 2013 - 99¢ Only Stores® (the “Company”) announced its financial results for the fourth quarter and full-year fiscal 2013 ended March 30, 2013. The Company’s net

July 17, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): July 17, 2013 99¢ ONLY STORES (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission File Numb

July 12, 2013 EX-21

Subsidiaries of the Company

EXHIBIT 21 Subsidiaries of the Company State or Other Jurisdiction of Name of Entity Incorporation or Organization 99 Cents Only Stores Texas, Inc. Delaware All subsidiaries are 100% owned unless otherwise noted. 1

July 12, 2013 EX-31.(B)

Certification of Chief Financial Officer Of 99? Only Stores

Exhibit 31(b) Certification of Chief Financial Officer Of 99¢ Only Stores I, Frank Schools, certify that: 1.

July 12, 2013 EX-32.(B)

Certification of Chief Financial Officer Of 99? Only Stores

Exhibit 32(b) Certification of Chief Financial Officer Of 99¢ Only Stores This certification is provided pursuant to 18 U.

July 12, 2013 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended March 30, 2013 o TRANSITION REPORT PURSUANT TO SECTION

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K x ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Fiscal Year Ended March 30, 2013 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11735 99¢ Only Stores (Exact name of registrant as sp

July 12, 2013 EX-32.(A)

Certification of Chief Executive Officer Of 99? Only Stores

Exhibit 32(a) Certification of Chief Executive Officer Of 99¢ Only Stores This certification is provided pursuant to 18 U.

July 12, 2013 EX-31.(A)

Certification of Chief Executive Officer Of 99? Only Stores

Exhibit 31(a) Certification of Chief Executive Officer Of 99¢ Only Stores I, Richard Anicetti, certify that: 1.

July 12, 2013 EX-10.53

SEVERANCE AGREEMENT

Exhibit 10.53 SEVERANCE AGREEMENT THIS SEVERANCE AGREEMENT (this “Agreement”) is entered into as of the 17 day of April 2013, by and between 99¢ ONLY STORES, a California corporation (the “Company”), and Frank Schools, (the “Executive”). W I T N E S S E T H WHEREAS, the Executive currently serves as a key employee of the Company and the Executive’s services and knowledge are valuable to the Compan

July 8, 2013 EX-99.1

Update July 8, 2013

Exhibit 99.1 Update July 8, 2013 Safe Harbor Statement 1 The Company has included statements in this presentation that constitute “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act, as amended, and Section 27A of the Securities Act of 1933, as amended. As a general matter, forward-looking statements are those focused on future or anticipated events or tre

July 8, 2013 8-K

Regulation FD Disclosure, Financial Statements and Exhibits

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): July 8, 2013 99¢ ONLY STORES (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission File Numbe

July 1, 2013 NT 10-K

- NT 10-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): x Form 10-K o Form 20-F o Form 11-K o Form 10-Q o Form 10-D o Form N-SAR o Form N-CSR For Period Ended: March 30, 2013 o Transition Report on Form 10-K o Transition Report on Form 20-F o Transition Report on Form 11-K o Transition Report on Form 10-Q o Transition Report on F

June 28, 2013 EX-99.1

99¢ ONLY STORES® PROVIDES UPDATE ON FISCAL 2013 FINANCIAL RESULTS

Exhibit 99.1 CORPORATE HEADQUARTERS 4000 Union Pacific Avenue City of Commerce, CA 90023 Phone: (323) 980-8145 Fax: (323) 980-8160 www.99only.com 99¢ ONLY STORES® PROVIDES UPDATE ON FISCAL 2013 FINANCIAL RESULTS · ADDRESSES DELAY IN FILING ANNUAL REPORT ON FORM 10-K · ANNOUNCES CERTAIN PRELIMINARY RESULTS FOR FISCAL 2013 AND BONDHOLDER CONFERENCE CALL CITY OF COMMERCE, California — June 28, 2013 -

June 28, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

8-K 1 a13-1589518k.htm 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): June 28, 2013 99¢ ONLY STORES (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorpora

March 19, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

8-K 1 a13-787418k.htm 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): March 18, 2013 99¢ ONLY STORES (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorpora

February 20, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

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): February 20, 2013 99¢ ONLY STORES (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission File

February 12, 2013 EX-10.46

FIRST AMENDMENT TO LEASE

EX-10.46 8 a13-19301ex10d46.htm EX-10.46 Exhibit 10.46 FIRST AMENDMENT TO LEASE This FIRST AMENDMENT TO LEASE is dated as of December 21, 2012, by and between Howard Gold, an individual, Jeff Gold, an individual, Eric J. Schiffer, an individual, and Karen R. Schiffer, an individual (collectively, “LANDLORD”) and 99¢ Only Stores, a California corporation (“TENANT”), with reference to the following

February 12, 2013 EX-10.48

FIRST AMENDMENT TO LEASE

Exhibit 10.48 FIRST AMENDMENT TO LEASE This FIRST AMENDMENT TO LEASE is dated as of December 21, 2012, by and between Au Zone Investment #2, L.P., a California limited partnership (?LANDLORD?) and 99? Only Stores, a California corporation (?TENANT?), with reference to the following facts: WHEREAS, the parties hereto, among others, entered into that certain letter agreement (the ?LETTER AGREEMENT?)

February 12, 2013 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 29, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11735 99¢ ONLY STORES (Exact Na

February 12, 2013 EX-10.41

FIRST AMENDMENT TO LEASE

Exhibit 10.41 FIRST AMENDMENT TO LEASE This FIRST AMENDMENT TO LEASE is dated as of December 21, 2012, by and between 6135-6161 Atlantic Boulevard Partnership, a California partnership (?LANDLORD?) and 99? Only Stores, a California corporation (?TENANT?), with reference to the following facts: WHEREAS, the parties hereto, among others, entered into that certain letter agreement (the ?LETTER AGREEM

February 12, 2013 10-Q/A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 29, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11735 99¢ ONLY STORES (Exact

February 12, 2013 EX-10.52

FIRST AMENDMENT TO LEASE

Exhibit 10.52 FIRST AMENDMENT TO LEASE This FIRST AMENDMENT TO LEASE is dated as of December 21, 2012, by and between HKJ Gold, Inc., a California corporation (?LANDLORD?) and 99? Only Stores, a California corporation (?TENANT?), with reference to the following facts: WHEREAS, the parties hereto, among others, entered into that certain letter agreement (the ?LETTER AGREEMENT?) dated October 11, 20

February 12, 2013 EX-10.51

FIRST AMENDMENT TO LEASE

EX-10.51 13 a13-19301ex10d51.htm EX-10.51 Exhibit 10.51 FIRST AMENDMENT TO LEASE This FIRST AMENDMENT TO LEASE is dated as of December 21, 2012, by and between Au Zone Investment #2, L.P., a California limited partnership (“LANDLORD”) and 99¢ Only Stores, a California corporation (“TENANT”), with reference to the following facts: WHEREAS, the parties hereto, among others, entered into that certain

February 12, 2013 EX-10.44

FIRST AMENDMENT TO LEASE

EX-10.44 6 a13-19301ex10d44.htm EX-10.44 Exhibit 10.44 FIRST AMENDMENT TO LEASE This FIRST AMENDMENT TO LEASE is dated as of December 21, 2012, by and between Au Zone Investment #2, L.P., a California limited partnership (“LANDLORD”) and 99¢ Only Stores, a California corporation (“TENANT”), with reference to the following facts: WHEREAS, the parties hereto, among others, entered into that certain

February 12, 2013 EX-10.43

FIRST AMENDMENT TO LEASE

EX-10.43 5 a13-19301ex10d43.htm EX-10.43 Exhibit 10.43 FIRST AMENDMENT TO LEASE This FIRST AMENDMENT TO LEASE is dated as of December 21, 2012, by and between Au Zone Investment #2, L.P., a California limited partnership (“LANDLORD”) and 99¢ Only Stores, a California corporation (“TENANT”), with reference to the following facts: WHEREAS, the parties hereto, among others, entered into that certain

February 12, 2013 EX-10.45

FIRST AMENDMENT TO LEASE

EX-10.45 7 a13-19301ex10d45.htm EX-10.45 Exhibit 10.45 FIRST AMENDMENT TO LEASE This FIRST AMENDMENT TO LEASE is dated as of December 21, 2012, by and between HKJ Gold, Inc., a California corporation (“LANDLORD”) and 99¢ Only Stores, a California corporation (“TENANT”), with reference to the following facts: WHEREAS, the parties hereto, among others, entered into that certain letter agreement (the

February 12, 2013 EX-10.49

FIRST AMENDMENT TO LEASE

Exhibit 10.49 FIRST AMENDMENT TO LEASE This FIRST AMENDMENT TO LEASE is dated as of December 21, 2012, by and between HKJ Gold, Inc., a California corporation (?LANDLORD?) and 99? Only Stores, a California corporation (?TENANT?), with reference to the following facts: WHEREAS, the parties hereto, among others, entered into that certain letter agreement (the ?LETTER AGREEMENT?) dated October 11, 20

February 12, 2013 EX-10.50

FIRST AMENDMENT TO LEASE

Exhibit 10.50 FIRST AMENDMENT TO LEASE This FIRST AMENDMENT TO LEASE is dated as of December 21, 2012, by and between HKJ Gold, Inc., a California corporation (?LANDLORD?) and 99? Only Stores, a California corporation (?TENANT?), with reference to the following facts: WHEREAS, the parties hereto, among others, entered into that certain letter agreement (the ?LETTER AGREEMENT?) dated October 11, 20

February 12, 2013 EX-10.47

FIRST AMENDMENT TO LEASE

EX-10.47 9 a13-19301ex10d47.htm EX-10.47 Exhibit 10.47 FIRST AMENDMENT TO LEASE This FIRST AMENDMENT TO LEASE is dated as of December 21, 2012, by and between HKJ Gold, Inc., a California corporation (“LANDLORD”) and 99¢ Only Stores, a California corporation (“TENANT”), with reference to the following facts: WHEREAS, the parties hereto, among others, entered into that certain letter agreement (the

February 12, 2013 EX-10.42

FIRST AMENDMENT TO LEASE

EX-10.42 4 a13-19301ex10d42.htm EX-10.42 Exhibit 10.42 FIRST AMENDMENT TO LEASE This FIRST AMENDMENT TO LEASE is dated as of December 21, 2012, by and between David Gold and Sherry Gold, Trustees of the Gold Revocable Trust Dated 10/26/2005 (“LANDLORD”) and 99¢ Only Stores, a California corporation (“TENANT”), with reference to the following facts: WHEREAS, the parties hereto, among others, entere

February 12, 2013 EX-10.40

FIRST AMENDMENT TO LEASE

Exhibit 10.40 FIRST AMENDMENT TO LEASE This FIRST AMENDMENT TO LEASE is dated as of December 21, 2012, by and between HKJ Gold, Inc., a California corporation (?LANDLORD?) and 99? Only Stores, a California corporation (?TENANT?), with reference to the following facts: WHEREAS, the parties hereto, among others, entered into that certain letter agreement (the ?LETTER AGREEMENT?) dated October 11, 20

February 7, 2013 EX-99.1

CORPORATE HEADQUARTERS 4000 Union Pacific Avenue City of Commerce, CA 90023 Phone: (323) 980-8145

Exhibit 99.1 CORPORATE HEADQUARTERS 4000 Union Pacific Avenue City of Commerce, CA 90023 Phone: (323) 980-8145 www.99only.com 99¢ ONLY STORES® REPORTS THIRD QUARTER AND THE FIRST THREE QUARTERS OF FISCAL 2013 RESULTS CITY OF COMMERCE, California — February 6, 2013 - 99¢ Only Stores® (the “Company”) announced its financial results for the third quarter and the first three quarters of fiscal 2013 en

February 7, 2013 8-K

Financial Statements and Exhibits, Results of Operations and Financial Condition

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): February 6, 2013 99¢ ONLY STORES (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction (Commission (IRS Employer of incorpo

February 6, 2013 8-K

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review - 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): February 5, 2013 99¢ ONLY STORES (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission File N

January 24, 2013 EX-99.1

99¢ ONLY STORES ANNOUNCES SENIOR MANAGEMENT CHANGES Richard Anicetti Assumes Interim CEO Position & Michael Fung Becomes Interim Chief Administrative Officer 99¢ Only Reports Preliminary Third Quarter Same Store Sales Results

EX-99.1 2 a13-35281ex99d1.htm EX-99.1 Exhibit 99.1 99¢ ONLY STORES ANNOUNCES SENIOR MANAGEMENT CHANGES Richard Anicetti Assumes Interim CEO Position & Michael Fung Becomes Interim Chief Administrative Officer 99¢ Only Reports Preliminary Third Quarter Same Store Sales Results City of Commerce, CA—January 23, 2013—99¢ Only Stores announced today that in order to build on recent successes and to exe

January 24, 2013 8-K

Financial Statements and Exhibits, Other Events - 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): January 23, 2013 99¢ ONLY STORES (Exact Name of Registrant as Specified in its Charter) California 1-11735 95-2411605 (State or Other Jurisdiction of Incorporation) (Commission File N

January 24, 2013 EX-99.1

CORPORATE HEADQUARTERS 4000 Union Pacific Avenue City of Commerce, CA 90023 Phone: (323) 980-8145

Exhibit 99.1 CORPORATE HEADQUARTERS 4000 Union Pacific Avenue City of Commerce, CA 90023 Phone: (323) 980-8145 www.99only.com 99¢ ONLY STORES® ANNOUNCES DATES FOR ITS THIRD QUARTER OF FISCAL 2013 EARNINGS RELEASE AND CONFERENCE CALL COMMERCE, California — January 23, 2013 — 99¢ Only Stores® (the “Company”) announced it will release its financial results for the third quarter of fiscal 2013 ended D

January 24, 2013 8-K

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits - 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): January 23, 2013 99¢ ONLY STORES (Exact name of registrant as specified in its charter) California 1-11735 95-2411605 (State or other jurisdiction of incorporation) (Commission File N

November 13, 2012 10-Q

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 29, 2012 OR o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission file number 1-11735 99¢ ONLY STORES (Exact N

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