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 14, 2014

 

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 March 14, 2014, Citi Trends, Inc. (the “Company”) issued a press release reporting its financial results for the fourth quarter and fiscal year ended February 1, 2014 (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 March 14, 2014

 

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: March 14, 2014

 

 

 

 

 

By:

/s/ Bruce D. Smith

 

 

Name:

Bruce D. Smith

 

 

Title:

Chief Financial Officer

 

3



 

Exhibit Index

 

Exhibit No.

 

Description

 

 

 

99.1

 

Earnings Release dated March 14, 2014

 

4


Exhibit 99.1

 

CITI TRENDS ANNOUNCES FOURTH QUARTER AND FISCAL 2013 RESULTS

 

SAVANNAH, GA (March 14, 2014) — Citi Trends, Inc. (NASDAQ: CTRN) today reported results for the fourth quarter and fiscal year ended February 1, 2014.

 

The Company’s 2013 fiscal year contained 52 weeks, while the 2012 fiscal year contained 53 weeks.  Accordingly, comparisons of results for the fourth quarter and full year of fiscal 2013 to the same periods in 2012 are affected by an extra week in 2012.

 

Financial Highlights — 13-week fourth quarter ended February 1, 2014

 

Total sales in the 13 weeks ended February 1, 2014 decreased 10.5% to $157.2 million compared with $175.7 million in the 14 weeks ended February 2, 2013, with the extra week at the beginning of fiscal 2012’s fourth quarter contributing approximately $12 million to total sales.  For comparable store sales, the Company is reporting on a comparable weeks basis (i.e. the 13 weeks ended February 1, 2014 compared to the 13 weeks ended February 2, 2013).  Comparable store sales on a comparable weeks basis decreased 3.5% for the quarter.

 

The Company had net income of $1.5 million, or $0.10 per diluted share, in the fourth quarter of 2013 compared with a net loss of $0.7 million, or $0.05 per diluted share, in last year’s fourth quarter.

 

Financial Highlights — 52-week fiscal year ended February 1, 2014

 

Total sales in the 52 weeks ended February 1, 2014 decreased 5.0% to $622.2 million compared with $654.7 million in the 53 weeks ended February 2, 2013, with the extra week at the beginning of last year contributing approximately $21 million.  For comparable store sales, the Company is reporting on a comparable weeks basis (i.e. the 52 weeks ended February 1, 2014 compared to the 52 weeks ended February 2, 2013).  Comparable store sales on a comparable weeks basis decreased 1.6% for the year.

 

The Company had net income of $0.5 million, or $0.03 per diluted share, in fiscal 2013 compared with a net loss of $2.2 million, or $0.15 per diluted share, in fiscal 2012.

 

The Company opened one store, relocated or expanded six others, and closed nine stores in 2013.

 

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) 231-2908.  A replay of the conference call will be available until March 21, 2014, by dialing (402) 977-9140 and entering the passcode, 21705725.

 

 



 

The live broadcast of Citi Trends’ 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 will be available for replay for one year.

 

During the conference call, the Company may discuss and answer questions concerning business and financial developments and trends that have occurred after year-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 operates 505 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 year-end 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

Chief Financial Officer

(912) 443-2075

Ed Anderson

Chairman & Chief Executive Officer

(912) 443-3705

 

2



 

CITI TRENDS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)

(in thousands, except per share data)

 

 

 

Thirteen Weeks Ended

 

Fourteen Weeks Ended

 

 

 

February 1, 2014

 

February 2, 2013

 

 

 

(unaudited)

 

(unaudited)

 

Net sales

 

$

157,193

 

$

175,656

 

 

 

 

 

 

 

Cost of sales (exclusive of depreciation shown separately below)

 

(99,567

)

(118,165

)

Selling, general and administrative expenses

 

(50,170

)

(52,678

)

Depreciation

 

(5,258

)

(5,797

)

Asset impairment

 

(305

)

(517

)

Income (loss) from operations

 

1,893

 

(1,501

)

Interest income

 

68

 

66

 

Interest expense

 

(49

)

(49

)

Income (loss) before income taxes

 

1,912

 

(1,484

)

Income tax expense (benefit)

 

447

 

(780

)

Net income (loss)

 

$

1,465

 

$

(704

)

 

 

 

 

 

 

Basic net income (loss) per common share

 

$

0.10

 

$

(0.05

)

Diluted net income (loss) per common share

 

$

0.10

 

$

(0.05

)

 

 

 

 

 

 

Weighted average shares used to compute basic net income (loss) per share

 

14,825

 

14,699

 

Weighted average shares used to compute diluted net income (loss) per share

 

14,882

 

14,699

 

 

 

 

Fifty-Two Weeks Ended

 

Fifty-Three Weeks Ended

 

 

 

February 1, 2014

 

February 2, 2013

 

 

 

(unaudited)

 

(unaudited)

 

Net sales

 

$

622,204

 

$

654,653

 

 

 

 

 

 

 

Cost of sales (exclusive of depreciation shown separately below)

 

(394,445

)

(426,904

)

Selling, general and administrative expenses

 

(206,146

)

(207,411

)

Depreciation

 

(21,974

)

(23,950

)

Asset impairment

 

(1,542

)

(1,177

)

Gain on sale of former distribution center

 

1,526

 

 

Loss from operations

 

(377

)

(4,789

)

Interest income

 

281

 

260

 

Interest expense

 

(194

)

(212

)

Loss before income taxes

 

(290

)

(4,741

)

Income tax benefit

 

(754

)

(2,516

)

Net income (loss)

 

$

464

 

$

(2,225

)

 

 

 

 

 

 

Basic net income (loss) per common share

 

$

0.03

 

$

(0.15

)

Diluted net income (loss) per common share

 

$

0.03

 

$

(0.15

)

 

 

 

 

 

 

Weighted average shares used to compute basic net income (loss) per share

 

14,798

 

14,672

 

Weighted average shares used to compute diluted net income (loss) per share

 

14,813

 

14,672

 

 

3



 

CITI TRENDS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited)

(in thousands)

 

 

 

February 1, 2014

 

February 2, 2013

 

 

 

(unaudited)

 

(unaudited)

 

Assets:

 

 

 

 

 

Cash and cash equivalents

 

$

58,928

 

$

37,263

 

Short-term investment securities

 

6,004

 

12,771

 

Inventory

 

126,501

 

141,473

 

Other current assets

 

16,326

 

19,285

 

Property and equipment, net

 

56,154

 

70,995

 

Long-term investment securities

 

19,777

 

5,754

 

Other noncurrent assets

 

7,618

 

4,604

 

Total assets

 

$

291,308

 

$

292,145

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity:

 

 

 

 

 

Accounts payable

 

$

60,037

 

$

62,690

 

Accrued liabilities

 

24,199

 

22,564

 

Other current liabilities

 

515

 

660

 

Noncurrent liabilities

 

7,686

 

10,260

 

Total liabilities

 

92,437

 

96,174

 

 

 

 

 

 

 

Total stockholders’ equity

 

198,871

 

195,971

 

Total liabilities and stockholders’ equity

 

$

291,308

 

$

292,145

 

 

4