UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
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Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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For the quarterly period ended April 30, 2005 |
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or |
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Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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For the transition period from ____________________ to ____________________ |
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Commission File Number: 0-21360 |
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Shoe Carnival, Inc. |
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(Exact name of registrant as specified in its charter) |
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Indiana |
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35-1736614 |
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(State or other jurisdiction of incorporation or organization) |
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(IRS Employer Identification Number) |
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8233 Baumgart Road |
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47725 |
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(Address of principal executive offices) |
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(Zip code) |
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(812) 867-6471 |
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(Registrant’s telephone number, including area code) |
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NOT APPLICABLE |
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(Former name, former address and former fiscal year, if changed since last report) |
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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.
x Yes o No
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act).
x Yes o No
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
Common Stock, $.01 par value, 13,064,777 shares outstanding as of May 28, 2005
SHOE CARNIVAL, INC.
INDEX TO FORM 10-Q
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Page |
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Part I |
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3 |
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4 |
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5 |
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6 |
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7 - 10 |
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations |
11 - 14 |
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Item 3. Quantitative and Qualitative Disclosures About Market Risk |
15 |
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15 |
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Part II |
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16 - 17 |
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18 |
2
SHOE CARNIVAL, INC.
PART I - FINANCIAL INFORMATION
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FINANCIAL STATEMENTS |
SHOE CARNIVAL, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
Unaudited
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(In thousands, except per share data) |
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April 30, |
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January 29, |
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May 1, |
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ASSETS |
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Current Assets: |
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Cash and cash equivalents |
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$ |
4,317 |
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$ |
4,889 |
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$ |
4,872 |
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Accounts receivable |
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714 |
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992 |
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1,647 |
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Merchandise inventories |
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176,265 |
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180,590 |
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167,099 |
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Other |
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2,842 |
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1,982 |
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4,306 |
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Total Current Assets |
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184,138 |
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188,453 |
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177,924 |
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Property and equipment-net |
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67,356 |
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68,452 |
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70,166 |
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Total Assets |
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$ |
251,494 |
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$ |
256,905 |
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$ |
248,090 |
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LIABILITIES AND SHAREHOLDERS’ EQUITY |
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Current Liabilities: |
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Accounts payable |
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$ |
42,387 |
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$ |
62,291 |
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$ |
44,702 |
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Accrued and other liabilities |
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12,316 |
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10,198 |
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8,612 |
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Deferred income taxes |
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48 |
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413 |
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220 |
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Current portion of long-term debt |
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27 |
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56 |
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182 |
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Total Current Liabilities |
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54,778 |
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72,958 |
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53,716 |
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Long-term debt |
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13,500 |
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7,300 |
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26,077 |
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Deferred lease incentives |
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6,627 |
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6,613 |
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7,072 |
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Accrued rent |
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6,955 |
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6,977 |
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6,645 |
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Deferred income taxes |
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3,893 |
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4,487 |
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4,838 |
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Other |
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1,735 |
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1,651 |
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1,289 |
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Total Liabilities |
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87,488 |
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99,986 |
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99,637 |
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Shareholders’ Equity: |
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Common stock, $.01 par value, 50,000 shares authorized, 13,363 shares issued |
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134 |
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134 |
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134 |
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Additional paid-in capital |
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68,427 |
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67,009 |
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66,896 |
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Retained earnings |
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99,221 |
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93,300 |
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85,283 |
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Treasury stock, at cost, 340, 509 and 558 shares at April 30, 2005, January 29, 2005 and May 1, 2004 |
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(2,353 |
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(3,524 |
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(3,860 |
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Deferred compensation |
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(1,423 |
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0 |
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0 |
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Total Shareholders’ Equity |
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164,006 |
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156,919 |
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148,453 |
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Total Liabilities and Shareholders’ Equity |
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$ |
251,494 |
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$ |
256,905 |
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$ |
248,090 |
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See notes to condensed consolidated financial statements.
3
SHOE CARNIVAL, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
Unaudited
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(In thousands, except per share data) |
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Thirteen |
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Thirteen |
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Net sales |
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$ |
160,713 |
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$ |
145,462 |
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Cost of sales (including buying, distribution and occupancy costs) |
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113,074 |
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103,107 |
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Gross profit |
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47,639 |
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42,355 |
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Selling, general and administrative expenses |
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37,864 |
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34,765 |
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Operating income |
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9,775 |
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7,590 |
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Interest expense |
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133 |
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194 |
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Income before income taxes |
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9,642 |
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7,396 |
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Income tax expense |
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3,721 |
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2,884 |
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Net income |
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$ |
5,921 |
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$ |
4,512 |
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Net income per share: |
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Basic |
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$ |
.46 |
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$ |
.35 |
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Diluted |
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$ |
.45 |
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$ |
.34 |
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Average shares outstanding: |
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Basic |
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12,923 |
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12,788 |
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Diluted |
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13,255 |
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13,098 |
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See notes to condensed consolidated financial statements.
4
SHOE CARNIVAL, INC.
CONDENSED CONSOLIDATED STATEMENT OF SHAREHOLDERS’ EQUITY
Unaudited
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(In thousands) |
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Common Stock |
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Additional |
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Retained |
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Treasury |
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Deferred |
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Total |
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Issued |
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Treasury |
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Amount |
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Balance at January 29, 2005 |
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13,363 |
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(509 |
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$ |
134 |
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$ |
67,009 |
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$ |
93,300 |
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$ |
(3,524 |
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$ |
0 |
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$ |
156,919 |
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Exercise of stock options |
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91 |
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243 |
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635 |
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878 |
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Stock option income tax benefit |
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244 |
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244 |
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Employee stock purchase plan purchases |
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3 |
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24 |
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20 |
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44 |
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Restricted stock awards |
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75 |
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907 |
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516 |
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(1,423 |
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0 |
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Net income |
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5,921 |
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5,921 |
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Balance at April 30, 2005 |
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13,363 |
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(340 |
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$ |
134 |
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$ |
68,427 |
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$ |
99,221 |
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$ |
(2,353 |
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$ |
(1,423 |
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$ |
164,006 |
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See notes to condensed consolidated financial statements.
5
SHOE CARNIVAL, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Unaudited
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(In thousands) |
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Thirteen |
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Thirteen |
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Cash Flows From Operating Activities |
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Net income |
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$ |
5,921 |
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$ |
4,512 |
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Adjustments to reconcile net income to net cash (used in) provided by operating activities: |
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Depreciation and amortization |
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3,650 |
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3,632 |
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Stock option income tax benefit |
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244 |
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646 |
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Loss on retirement of assets |
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76 |
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45 |
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Deferred income taxes |
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(959 |
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462 |
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Lease incentives |
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258 |
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392 |
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Other |
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(182 |
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5 |
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Changes in operating assets and liabilities: |
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