UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D. C. 20549

 

FORM 10-Q

 

(Mark One)

 

 

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes  ý  No  o

 

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).

Yes  ý  No  o

 

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

 

 

 

Forward Looking Statements

 

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of the federal securities laws and Private Securities Litigation Reform Act of 1995.  These statements may be found throughout this Form 10-Q particularly under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” among others.  Forward-looking statements typically are identified by the use of terms such as “may, “will,” “should,” “expect,” “anticipate,” “believe,” “estimate,” “intend” and similar words, although some forward-looking statements are expressed differently.  You should consider statements that contain these words carefully because they describe our expectations, plans, strategies and goals and our beliefs concerning future business conditions, our results of operations, financial position, and our business outlook or state other “forward-looking” information based on currently available information.

 

Readers are referred to the caption “Risk Factors” appearing at the end of Item I of the Company’s Annual Report on Form 10-K for the year ended December 31, 2003 for additional factors that may affect our forward-looking statements.  In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this report might not occur.  We undertake no obligation to update or revise our forward-looking statements, whether as a result of new information, future events or otherwise.

 

The terms “Tuesday Morning,” “we,” “us” and “our” as used in this Quarterly Report on Form 10-Q refer to Tuesday Morning Corporation and its subsidiaries.

 

 

PART I - FINANCIAL INFORMATION

 

Item 1 – Financial Statements
Consolidated Balance Sheets as of June 30, 2004 and December 31, 2003
Consolidated Statements of Income for the Three Months and Six Months Ended June 30, 2004 and 2003
Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2004 and 2003
Notes to Consolidated Financial Statements
Item 2 – Management’s Discussion and Analysis of Financial Condition and Results of Operations
Item 3 – Quantitative and Qualitative Disclosures about Market Risk
Item 4 – Controls and Procedures
PART II – OTHER INFORMATION
Item 1 – Legal Proceedings
Item 4 – Submission of Matters to a Vote of Security Holders
Item 5 – Other Information
Item 6 – Exhibits and Reports on Form 8-K

 

 

Tuesday Morning Corporation

Consolidated Balance Sheets

(In thousands, except for share data)

 

		June 30, 2004			Dec. 31, 2003
ASSETS
Current assets:
Cash and cash equivalents		$	7,746		$	23,536
Inventories		204,532			143,023
Prepaid expenses and other current assets		4,767			4,948
Deferred income taxes		5,106			5,106
Total current assets		222,151			176,613
Property and equipment, net		81,304			74,875
Deferred financing costs		1,042			907
Other assets		2,146			999
Total Assets		$	306,643		$	253,394
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Revolving credit facility		$	24,500		$	—
Accounts payable		66,985			66,091
Accrued liabilities		33,492			36,321
Income taxes payable		5,477			13,247
Total current liabilities		130,454			115,659
Revolving credit facility, excluding current portion		20,000			—
Deferred income taxes		5,641			5,641
Total Liabilities		156,095			121,300
Commitments and contingencies
Shareholders’ equity:
Senior exchangeable preferred stock, par value $.01 per share, authorized 10,000,000 shares, none issued or outstanding		—			—
Common stock, par value $.01 per share, authorized 100,000,000 shares; 41,048,451 shares issued and outstanding at June 30, 2004 and 40,923,737 shares at December 31, 2003		410			409
Additional paid-in capital		186,824			186,455
Accumulated deficit		(36,674		)	(54,872		)
Accumulated other comprehensive income (loss)		(12		)	102
Total Shareholders’ Equity		150,548			132,094
Total Liabilities and Shareholders’ Equity		$	306,643		$	253,394

 

The accompanying notes are an integral part of these consolidated financial statements.

 

1

 

Tuesday Morning Corporation

Consolidated Statements of Income

(In thousands, except per share data)

 

		Three Months Ended June 30,						Six Months Ended June 30,
		2004			2003			2004			2003
Net sales		$	210,697		$	177,413		$	379,294		$	327,767
Cost of sales		134,307			115,436			236,892			208,538
Gross profit		76,390			61,977			142,402			119,229
Selling, general and administrative expenses		59,837			49,719			112,368			94,914
Operating income		16,553			12,258			30,034			24,315
Other income (expense):
Interest income		3			28