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 15, 2012

 

Citi Trends, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

 

000-51315

 

52-2150697

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

104 Coleman Boulevard, Savannah, Georgia

 

31408

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code: (912) 236-1561

 

Former name or former address, if changed since last report: Not applicable

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (See General Instruction A.2 below):

 

o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o    Pre- commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 2.02. Results of Operations and Financial Condition.

 

On August 15, 2012, Citi Trends, Inc. (the “Company”) issued a press release reporting its financial results for its second quarter ended July 28, 2012 (the “Earnings Release”). A copy of the Earnings Release is attached to this Current Report on Form 8-K (“Current Report”) as Exhibit 99.1 and the contents of which are incorporated herein solely for purposes of this Item 2.02 disclosure.

 

The information in this Item 2.02, including the Earnings Release attached to this Current Report, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section. The information in this Item 2.02, including the Earnings Release, shall not be incorporated by reference into any filings under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in any such filing.

 

Item 9.01. Financial Statements and Exhibits.

 

(d) Exhibits

 

Exhibit No.

 

Description

 

 

 

99.1

 

Earnings Release dated August 15, 2012

 

2



 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

 

 

 

CITI TRENDS, INC.

 

 

 

 

Date:  August 15, 2012

 

 

 

By:

/s/ Bruce D. Smith

 

 

Name:

Bruce D. Smith

 

 

Title:

Chief Financial Officer

 

3



 

Exhibit Index

 

Exhibit No.

 

Description

 

 

 

99.1

 

Earnings Release dated August 15, 2012

 

4


Exhibit 99.1

 

CITI TRENDS ANNOUNCES SECOND QUARTER 2012 RESULTS

 

Second quarter sales increased 1.6%; comparable store sales decreased 4.0%

 

Second quarter 2012 loss per share of $0.54 compared with $0.69 loss last year

 

SAVANNAH, GA (August 15, 2012) — Citi Trends, Inc. (NASDAQ: CTRN) today reported results for the second quarter of fiscal 2012.

 

Financial Highlights — Second quarter ended July 28, 2012

 

Total sales in the second quarter ended July 28, 2012 increased 1.6% to $132.3 million compared with $130.2 million in the second quarter ended July 30, 2011.  Comparable store sales decreased 4.0% in the second quarter.  Net loss was $7.9 million, or $0.54 per diluted share, in the second quarter of 2012, compared with a net loss of $10.0 million, or $0.69 per diluted share, in the second quarter of 2011.  Last year’s second quarter included $1.6 million of non-cash impairment expense related to the property and equipment at 21 underperforming stores, resulting in an adverse impact on loss per diluted share of $0.07.

 

The Company opened one store in the second quarter of 2012, resulting in a total store count of 512 at the end of the quarter.

 

Financial Highlights — First half ended July 28, 2012

 

Total sales in the first half of fiscal 2012 increased 3.3% to $330.0 million compared with $319.4 million in the first half of fiscal 2011.  Comparable store sales decreased 4.6% in the first half of this year.  Net income increased to $2.2 million compared with $2.1 million in last year’s first half.  Earnings per diluted share were $0.15 in the first half of 2012 compared with $0.14 in 2011’s first half.

 

Investor Conference Call and Webcast

 

Citi Trends will host a conference call today at 9:00 a.m. ET.  The number to call for the live interactive teleconference is (212) 231-2906.  A replay of the conference call will be available until August 22, 2012, by dialing (402) 977-9140 and entering the passcode, 21575849.  The live broadcast of Citi Trends’ conference call will be available online at the Company’s website, www.cititrends.com, as well as http://ir.cititrends.com/events.cfm, beginning today at 9:00 a.m. ET.  The online replay will follow shortly after the call and continue through August 22, 2012.

 

During the conference call, the Company may discuss and answer questions concerning business and financial developments and trends after quarter-end.  The Company’s

 



 

responses to questions, as well as other matters discussed during the conference call, may contain or constitute information that has not been disclosed previously.

 

About Citi Trends

 

Citi Trends, Inc. is a value-priced retailer of urban fashion apparel and accessories for the entire family.  The Company operated 512 stores located in 29 states as of the end of the second quarter of 2012.  Citi Trends’ website address is www.cititrends.com.  CTRN-E

 

Forward-Looking Statements

 

All statements other than historical facts contained in this news release, including statements regarding our future financial results and position, business policy and plans and objectives of management for future operations, are forward-looking statements that are subject to material risks and uncertainties.  The words “believe,” “may,” “could,” “plans,” “estimate,” “continue,” “anticipate,” “intend,” “expect” and similar expressions, as they relate to Citi Trends, are intended to identify forward-looking statements.  Statements with respect to earnings guidance are forward-looking statements.  Investors are cautioned that any such forward-looking statements are subject to the finalization of the Company’s quarterly financial and accounting procedures, are not guarantees of future performance or results and are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified.  Actual results or developments may differ materially from those included in the forward-looking statements, as a result of various factors which are discussed in Citi Trends, Inc. filings with the Securities and Exchange Commission.  These risks and uncertainties include, but are not limited to, uncertainties relating to economic conditions, growth risks, consumer spending patterns, competition within the industry, competition in our markets and the ability to anticipate and respond to fashion trends.  Any forward-looking statements by the Company, with respect to earnings guidance or otherwise, are intended to speak only as of the date such statements are made.  Except as required by applicable law, including the securities laws of the United States and the rules and regulations of the Securities and Exchange Commission, Citi Trends does not undertake to publicly update any forward-looking statements in this news release or with respect to matters described herein, whether as a result of any new information, future events or otherwise.

 

Contact:

Bruce Smith

Ed Anderson

 

Chief Financial Officer

Chief Executive Officer

 

(912) 443-2075

(912) 443-3705

 



 

CITI TRENDS, INC.

CONDENSED STATEMENTS OF OPERATIONS (unaudited)

(in thousands, except per share data)

 

 

 

Thirteen Weeks Ended

 

Thirteen Weeks Ended

 

 

 

July 28, 2012

 

July 30, 2011

 

 

 

(unaudited)

 

(unaudited)

 

Net sales

 

$

132,318

 

$

130,233

 

Cost of sales

 

87,903

 

86,781

 

Gross profit

 

44,415

 

43,452

 

Selling, general and administrative expenses

 

50,932

 

50,688

 

Depreciation and amortization

 

6,038

 

6,351

 

Asset impairment

 

 

1,609

 

Loss from operations

 

(12,555

)

(15,196

)

Interest income

 

66

 

65

 

Interest expense

 

(64

)

(6

)

Loss before income tax benefit

 

(12,553

)

(15,137

)

Income tax benefit

 

(4,628

)

(5,106

)

Net loss

 

$

(7,925

)

$

(10,031

)

 

 

 

 

 

 

Basic net loss per common share

 

$

(0.54

)

$

(0.69

)

Diluted net loss per common share

 

$

(0.54

)

$

(0.69

)

 

 

 

 

 

 

Weighted average shares used to compute basic net loss per share

 

14,673

 

14,596

 

Weighted average shares used to compute diluted net loss per share

 

14,673

 

14,596

 

 

 

 

Twenty-Six Weeks Ended

 

Twenty-Six Weeks Ended

 

 

 

July 28, 2012

 

July 30, 2011

 

 

 

(unaudited)

 

(unaudited)

 

Net sales

 

$

330,012

 

$

319,401

 

Cost of sales

 

210,931

 

200,880

 

Gross profit

 

119,081

 

118,521

 

Selling, general and administrative expenses

 

103,601

 

101,760

 

Depreciation and amortization

 

12,183

 

11,935

 

Asset impairment

 

 

1,609

 

Income from operations

 

3,297

 

3,217

 

Interest income

 

128

 

119

 

Interest expense

 

(113

)

(10

)

Income before income tax expense

 

3,312

 

3,326

 

Income tax expense

 

1,133

 

1,264

 

Net income

 

$

2,179

 

$

2,062

 

 

 

 

 

 

 

Basic net income per common share

 

$

0.15

 

$

0.14

 

Diluted net income per common share

 

$

0.15

 

$

0.14

 

 

 

 

 

 

 

Weighted average shares used to compute basic net income per share

 

14,654

 

14,575

 

Weighted average shares used to compute diluted net income per share

 

14,656

 

14,585

 

 

3



 

CITI TRENDS, INC.

CONDENSED BALANCE SHEETS (unaudited)

(in thousands)

 

 

 

July 28, 2012

 

July 30, 2011

 

 

 

(unaudited)

 

(unaudited)

 

Assets:

 

 

 

 

 

Cash and cash equivalents

 

$

51,730

 

$

49,496

 

Short-term investment securities

 

3,311

 

 

Inventory

 

133,773

 

122,313

 

Prepaid and other current assets

 

22,430

 

17,846

 

Assets held for sale

 

1,415

 

1,415

 

Property and equipment, net

 

80,990

 

94,132

 

Long-term investment securities

 

16,397

 

19,968

 

Other noncurrent assets

 

2,688

 

4,671

 

Total assets

 

$

312,734

 

$

309,841

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity:

 

 

 

 

 

Accounts payable

 

$

71,959

 

$

61,555

 

Accrued liabilities

 

27,943

 

27,179

 

Other current liabilities

 

1,995

 

1,669

 

Noncurrent liabilities

 

11,815

 

10,750

 

Total liabilities

 

113,712

 

101,153

 

 

 

 

 

 

 

Total stockholders’ equity

 

199,022

 

208,688

 

Total liabilities and stockholders’ equity

 

$

312,734

 

$

309,841

 

 

4