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 20, 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 November 20, 2012, Citi Trends, Inc. (the “Company”) issued a press release reporting its financial results for its third quarter ended October 27, 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 November 20, 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: November 20, 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 November 20, 2012

 

4


Exhibit 99.1

 

CITI TRENDS ANNOUNCES THIRD QUARTER 2012 RESULTS

 

Third quarter sales increased 4.1%; comparable store sales increased 0.5%

 

Third quarter 2012 loss per share of $0.25 compared with $0.46 loss last year

 

SAVANNAH, GA (November 20, 2012) — Citi Trends, Inc. (NASDAQ: CTRN) today reported results for the third quarter of fiscal 2012.

 

Financial Highlights — Third quarter ended October 27, 2012

 

Total sales in the third quarter ended October 27, 2012 increased 4.1% to $149.0 million compared with $143.1 million in the third quarter ended October 29, 2011.  Comparable store sales increased 0.5%.

 

Net loss was $3.7 million, or $0.25 per diluted share, in the third quarter of fiscal 2012, compared with a net loss of $6.8 million, or $0.46 per diluted share, in the third quarter of fiscal 2011.  Last year’s third quarter was affected by severance costs of $1.2 million, incurred primarily in connection with the elimination of 40 positions in the Company’s corporate offices, distribution centers and store organization.  The severance expense had an adverse impact on loss per diluted share of $0.05 in the third quarter of fiscal 2011.

 

The Company opened one store and relocated or expanded two others in the third quarter of 2012, reaching a total store count of 513 at the end of the quarter.

 

Financial Highlights — First three quarters ended October 27, 2012

 

Total sales in the first three quarters of fiscal 2012 increased 3.6% to $479.0 million compared with $462.5 million in the same period of fiscal 2011.  Comparable store sales decreased 3.1%.  Net loss was $1.5 million, or $0.10 per diluted share, in the first three quarters of this year, compared with a net loss of $4.7 million, or $0.32 per diluted share, in last year’s first three quarters.

 

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 November 27, 2012, by dialing (402) 977-9140 and entering the passcode, 21602893.  The live broadcast of the quarterly 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 November 27, 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.

 

The Company’s next scheduled press release is scheduled for February 13, 2013 and will consist of a report on fourth quarter sales results.

 

About Citi Trends

 

Citi Trends, Inc. is a value-priced retailer of urban fashion apparel and accessories for the entire family.  The Company operates 513 stores located in 29 states.  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

Chairman & 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

 

 

 

October 27, 2012

 

October 29, 2011

 

 

 

(unaudited)

 

(unaudited)

 

Net sales

 

$

148,985

 

$

143,067

 

Cost of sales

 

97,808

 

94,909

 

Gross profit

 

51,177

 

48,158

 

Selling, general and administrative expenses

 

51,132

 

53,059

 

Depreciation and amortization

 

5,970

 

6,454

 

Asset impairment

 

660

 

696

 

Loss from operations

 

(6,585

)

(12,051

)

Interest income

 

66

 

61

 

Interest expense

 

(50

)

(17

)

Loss before income tax benefit

 

(6,569

)

(12,007

)

Income tax benefit

 

(2,869

)

(5,246

)

Net loss

 

$

(3,700

)

$

(6,761

)

 

 

 

 

 

 

Basic net loss per common share

 

$

(0.25

)

$

(0.46

)

Diluted net loss per common share

 

$

(0.25

)

$

(0.46

)

 

 

 

 

 

 

Weighted average shares used to compute basic net loss per share

 

14,677

 

14,602

 

Weighted average shares used to compute diluted net loss per share

 

14,677

 

14,602

 

 

 

 

Thirty-Nine Weeks Ended

 

Thirty-Nine Weeks Ended

 

 

 

October 27, 2012

 

October 29, 2011

 

 

 

(unaudited)

 

(unaudited)

 

Net sales

 

$

478,997

 

$

462,468

 

Cost of sales

 

308,739

 

295,789

 

Gross profit

 

170,258

 

166,679

 

Selling, general and administrative expenses

 

154,733

 

154,819

 

Depreciation and amortization

 

18,153

 

18,389

 

Asset impairment

 

660

 

2,305

 

Loss from operations

 

(3,288

)

(8,834

)

Interest income

 

194

 

180

 

Interest expense

 

(163

)

(27

)

Loss before income tax benefit

 

(3,257

)

(8,681

)

Income tax benefit

 

(1,736

)

(3,982

)

Net loss

 

$

(1,521

)

$

(4,699

)

 

 

 

 

 

 

Basic net loss per common share

 

$

(0.10

)

$

(0.32

)

Diluted net loss per common share

 

$

(0.10

)

$

(0.32

)

 

 

 

 

 

 

Weighted average shares used to compute basic net loss per share

 

14,662

 

14,584

 

Weighted average shares used to compute diluted net loss per share

 

14,662

 

14,584

 

 

3



 

CITI TRENDS, INC.

CONDENSED BALANCE SHEETS (unaudited)

(in thousands)

 

 

 

 

October 27, 2012

 

October 29, 2011

 

 

 

(unaudited)

 

(unaudited)

 

Assets:

 

 

 

 

 

Cash and cash equivalents

 

$

36,195

 

$

33,225

 

Short-term investment securities

 

4,734

 

 

Inventory

 

146,700

 

127,156

 

Prepaid and other current assets

 

20,023

 

27,836

 

Assets held for sale

 

1,415

 

1,415

 

Property and equipment, net

 

76,197

 

95,369

 

Long-term investment securities

 

14,957

 

19,760

 

Other noncurrent assets

 

2,268

 

3,308

 

Total assets

 

$

302,489

 

$

308,069

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity:

 

 

 

 

 

Accounts payable

 

$

67,098

 

$

64,120

 

Accrued liabilities

 

25,691

 

25,126

 

Other current liabilities

 

2,544

 

3,363

 

Noncurrent liabilities

 

11,126

 

12,974

 

Total liabilities

 

106,459

 

105,583

 

 

 

 

 

 

 

Total stockholders’ equity

 

196,030

 

202,486

 

Total liabilities and stockholders’ equity

 

$

302,489

 

$

308,069

 

 

4