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Form 8-K SHOE CARNIVAL INC For: Aug 31

August 31, 2016 4:11 PM EDT

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 31, 2016

SHOE CARNIVAL, INC.
(Exact name of registrant as specified in its charter)

Indiana
0-21360
35-1736614
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(I.R.S. Employer
Identification No.)

 7500 East Columbia Street, Evansville, IN  47715
(Address of principal executive offices and zip code)
 
Registrant’s telephone number, including area code:  (812) 867-6471
 
 Not Applicable
(Former name or former address, if changed since last report)

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):

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

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

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

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.

The following information shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act"), or otherwise subject to the liabilities of that Section, nor shall it be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
 
On August 31, 2016, Shoe Carnival, Inc. (the "Company") issued a press release announcing its operating and financial results for its second quarter ended July 30, 2016. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
 
Item 9.01 Financial Statements and Exhibits
 
(d) Exhibits:
 
  Exhibit No. Exhibits
  
  99.1    Earnings Release - Second Quarter Ended July 30, 2016
 
2

SIGNATURES

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 hereunto duly authorized.
 
 
     SHOE CARNIVAL, INC.  
                (Registrant)  
       
Date:  August 31, 2016
By:
/s/ W. Kerry Jackson  
    W. Kerry Jackson  
     Senior Executive Vice President,  
    Chief Operating and Financial Officer and Treasurer  
 
 
 

3
7500 East Columbia Street
Evansville, IN 47715
www.shoecarnival.com
(812) 867-6471
Contact Cliff Sifford
President and Chief Executive Officer
 or W. Kerry Jackson
Senior Executive Vice President,
Chief Operating and Financial Officer and Treasurer
FOR IMMEDIATE RELEASE
 

SHOE CARNIVAL REPORTS SECOND QUARTER 2016 RESULTS

Company Reports Comparable Store Sales Increase for Eighth Consecutive Quarter


 
Evansville, Indiana, August 31, 2016 - Shoe Carnival, Inc. (Nasdaq: SCVL) a leading retailer of moderately priced footwear and accessories, today reported results for the second quarter ended July 30, 2016.

Second Quarter Highlights

·
Net sales increased $4.1 million to $231.9 million compared to $227.8 million in the second quarter of fiscal 2015

·
Comparable store sales increased 0.5 percent in the second quarter of 2016

·
Per-store inventories were down 2.5 percent at the end of the quarter compared to the second quarter of fiscal 2015

·
Repurchased 966,828 shares of common stock at a total cost of $23.6 million under share repurchase program

"Our non-athletic footwear categories, particularly sandals, performed well in the second quarter. Shoe Perks, our loyalty program, continued to be a valuable tool for us as we increased shopping frequency and average order value across our most loyal customers to report an eighth consecutive quarterly increase in comparable store sales,"  stated Cliff Sifford, Shoe Carnival's President and CEO. "We remain focused on the execution of our multi-channel strategic initiatives to fuel future growth in sales and profitability. Going forward, we have confidence in our opportunities and our ability to capitalize on them while maintaining the financial flexibility to continue our commitment of returning value to our shareholders through share repurchases and consistent dividend payments."

Second Quarter Financial Results

The Company reported net sales of $231.9 million for the second quarter of fiscal 2016, a 1.8 percent increase compared to net sales of $227.8 million for the second quarter of fiscal 2015.  Comparable store sales increased 0.5 percent in the second quarter of fiscal 2016.

The gross profit margin for the second quarter of fiscal 2016 decreased to 29.0 percent compared to 29.1 percent in the second quarter of fiscal 2015.  The merchandise margin decreased 0.4 percent.  Buying, distribution and occupancy expenses decreased 0.3 percent as a percentage of sales.


Selling, general and administrative expenses for the second quarter of fiscal 2016 increased $2.2 million to $60.6 million.  As a percentage of sales, these expenses increased to 26.1 percent compared to 25.6 percent in the second quarter of fiscal 2015.

The Company opened nine new stores in the second quarter of fiscal 2016 compared to five new stores in the second quarter of fiscal 2015.

Net earnings for the second quarter of fiscal 2016 were $4.1 million, or $0.22 per diluted share.  For the second quarter of fiscal 2015, the Company reported net earnings of $4.8 million, or $0.24 per diluted share. 
 
Six Month Financial Results

Net sales during the first six months of fiscal 2016 increased $11.8 million to $492.4 million compared to the same period last year.  Comparable store sales for the twenty-six week period ended July 30, 2016, increased 1.6 percent.  Net earnings for the first six months of fiscal 2016 were $14.8 million, or $0.78 per diluted share, compared to net earnings of $15.2 million, or $0.76 per diluted share, in the first six months of fiscal 2015.  The gross profit margin for the first six months of fiscal 2016 was 29.0 percent compared to 29.3 percent in the same period last year.  Selling, general and administrative expenses remained flat as a percentage of sales.  The Company opened 12 stores and closed four stores during the first six months of fiscal 2016 compared to 12 store openings and 12 store closings in the first six months of fiscal 2015.
 
Fiscal 2016 Earnings Outlook

The Company is updating its annual fiscal 2016 sales outlook and is maintaining its diluted earnings per share outlook due to the positive benefit from the shares repurchased during the first half of the year.  Fiscal 2016 net sales are now expected to be in the range of $1.012 billion to $1.016 billion, with a comparable store sales increase in the range of 1.5 percent to 2.0 percent. Earnings per diluted share for the fiscal year are expected to be in the range of $1.58 to $1.65. This represents an increase of 9 percent to 14 percent over fiscal 2015 earnings per diluted share of $1.45.

Store Growth

The Company expects to open approximately 20 stores, including seven small-market stores, and close approximately ten stores in fiscal 2016.  Store openings and closings by quarter for the fiscal year are as follows:

   
New Stores
   
Store Closings
 
1st quarter 2016
   
3
     
4
 
2nd quarter 2016
   
9
     
0
 
3nd quarter 2016
   
2
     
1
 
4th quarter 2016
   
6
     
5
 
Fiscal year 2016
   
20
     
10
 


The nine new stores opened during the second quarter include locations in:

City
 
Market
 
Total Stores in the Market
 
Deptford, NJ
 
Philadelphia
   
9
 
Dover, DE
 
Philadelphia
   
9
 
Grandview, MO
 
Kansas City
   
5
 
 Lebanon, IN    Indianapolis      13  
 Mesquite, TX    Dallas      11  
 Omaha, NE    Omaha      3  
 Paris, TN    Nashville      7  
 Richardson, TX    Dallas      11  
 Vestal, NY    Binghampton      1  

Conference Call

Today, at 4:30 p.m. Eastern Time, the Company will host a conference call to discuss the second quarter results.  Participants can listen to the live webcast of the call by visiting Shoe Carnival's Investors webpage at www.shoecarnival.com.  While the question-and-answer session will be available to all listeners, questions from the audience will be limited to institutional analysts and investors.  A replay of the webcast will be available on the Company's website beginning approximately two hours after the conclusion of the conference call and will be archived for one year.

About Shoe Carnival

Shoe Carnival, Inc. is one of the nation's largest family footwear retailers, offering a broad assortment of moderately priced dress, casual and athletic footwear for men, women and children with emphasis on national and regional name brands.  As of August 31, 2016, the Company operates 412 stores in 35 states and Puerto Rico, and offers online shopping at www.shoecarnival.com.  Headquartered in Evansville, IN, Shoe Carnival trades on The NASDAQ Stock Market LLC under the symbol SCVL.  Shoe Carnival's press releases and annual report are available on the Company's website at www.shoecarnival.com.

Cautionary Statement Regarding Forward-Looking Information

This press release contains forward-looking statements, within the meaning of the Private Securities Litigation Reform Act of 1995, that involve a number of risks and uncertainties.  A number of factors could cause our actual results, performance, achievements or industry results to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements.  These factors include, but are not limited to: general economic conditions in the areas of the continental United States in which our stores are located and the impact of the ongoing economic crisis in Puerto Rico on sales at, and cash flows of, our stores located in Puerto Rico; the effects and duration of economic downturns and unemployment rates; changes in the overall retail environment and more specifically in the apparel and footwear retail sectors; our ability to generate increased sales at our stores; the potential impact of national and international security concerns on the retail environment; changes in our relationships with key suppliers; the impact of competition and pricing; our ability to successfully

 manage and execute our marketing initiatives and maintain positive brand perception and recognition; changes in weather patterns, consumer buying trends and our ability to identify and respond to emerging fashion trends; the impact of disruptions in our distribution or information technology operations; the effectiveness of our inventory management; the impact of hurricanes or other natural disasters on our stores, as well as on consumer confidence and purchasing in general; risks associated with the seasonality of the retail industry; the impact of unauthorized disclosure or misuse of personal and confidential information about our customers, vendors and employees; our ability to manage our third-party vendor relationships; our ability to successfully execute our growth strategy, including the availability of desirable store locations at acceptable lease terms, our ability to open new stores in a timely and profitable manner, including our entry into major new markets, and the availability of sufficient funds to implement our growth plans; higher than anticipated costs or impairment charges associated with the closing of underperforming stores; our ability to successfully grow our e-commerce sales; the inability of manufacturers to deliver products in a timely manner; changes in the political and economic environments in China, Brazil, Europe and East Asia, where the primary manufacturers of footwear are located; the impact of regulatory changes in the United States and the countries where our manufacturers are located; the continued favorable trade relations between the United States and China and the other countries which are the major manufacturers of footwear; the resolution of litigation or regulatory proceedings in which we are or may become involved; our ability to meet our labor needs while controlling costs; and future stock repurchases under our stock repurchase program and future dividend payments, and other factors described in the Company's SEC filings, including the Company's latest Annual Report on Form 10-K.

In addition, these forward-looking statements necessarily depend upon assumptions, estimates and dates that may be incorrect or imprecise and involve known and unknown risks, uncertainties and other factors.  Accordingly, any forward-looking statements included in this press release do not purport to be predictions of future events or circumstances and may not be realized.  Forward-looking statements can be identified by, among other things, the use of forward-looking terms such as "believes," "expects," "may," "will," "should," "seeks," "pro forma," "anticipates," "intends" or the negative of any of these terms, or comparable terminology, or by discussions of strategy or intentions.  Given these uncertainties, we caution investors not to place undue reliance on these forward-looking statements, which speak only as of the date hereof.  We disclaim any obligation to update any of these factors or to publicly announce any revisions to the forward-looking statements contained in this press release to reflect future events or developments.
 
Financial Tables Follow
 

SHOE CARNIVAL, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share)
(Unaudited)
   
Thirteen
   
Thirteen
   
Twenty-six
   
Twenty-six
 
   
Weeks Ended
   
Weeks Ended
   
Weeks Ended
   
Weeks Ended
 
   
July 30, 2016
   
August 1, 2015
   
July 30, 2016
   
August 1, 2015
 
                         
Net sales
 
$
231,907
   
$
227,822
   
$
492,377
   
$
480,589
 
Cost of sales (including buying,
                               
   distribution and occupancy costs)
   
164,677
     
161,548
     
349,591
     
339,626
 
                                 
Gross profit
   
67,230
     
66,274
     
142,786
      140,963  
Selling, general and administrative
                               
   expenses
   
60,570
     
58,397
     
118,841
     
116,056
 
                                 
Operating income
   
 
     
7,877
     
23,945
     
24,907
 
Interest income
   
(2
)
   
(31
)
   
(5
)
   
(34
)
Interest expense
   
41
     
42
     
84
     
84
 
                                 
Income before income taxes
   
6,621
     
7,866
     
23,866
     
24,857
 
Income tax expense
   
2,517
     
3,049
     
9,101
     
9,644
 
                                 
Net income
 
$
4,104
   
$
4,817
   
$
14,765
   
$
15,213
 
                                 
Net income per share:
                               
   Basic
 
$
0.22
   
$
0.24
   
$
0.78
   
$
0.76
 
   Diluted
 
$
0.22
   
$
0.24
   
$
0.78
   
$
0.76
 
                                 
Weighted average shares:
                               
   Basic
   
18,277
     
19,593
     
18,526
     
19,590
 
   Diluted
   
18,282
     
19,606
     
18,531
     
19,604
 
                                 
Cash dividends declared per share
 
$
0.070
   
$
0.065
   
$
0.135
   
$
0.125
 


Financial Note:

Per share amounts are computed independently for each quarter of the fiscal year.  The sum of the quarters may not equal the total year due to the impact of changes in weighted shares outstanding and differing applications of earnings under the two-class method.

SHOE CARNIVAL, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)

   
July 30,
 2016
   
January 30,
2016
   
August 1,
2015
 
                   
ASSETS
                 
Current Assets:
                 
Cash and cash equivalents
 
$
41,549
   
$
68,814
   
$
39,503
 
Accounts receivable
   
3,185
     
2,131
     
2,449
 
Merchandise inventories
   
351,220
     
292,878
     
349,037
 
Deferred income taxes
   
2,680
     
1,061
     
1,154
 
Other
   
7,991
     
5,193
     
9,093
 
Total Current Assets
   
406,625
     
370,077
     
401,236
 
Property and equipment - net
   
103,363
     
103,386
     
105,817
 
Deferred income taxes
   
7,045
     
7,158
     
7,003
 
Other noncurrent assets
   
1,053
     
472
     
381
 
Total Assets
 
$
518,086
   
$
481,093
   
$
514,437
 
                         
                         
LIABILITIES AND SHAREHOLDERS' EQUITY
                       
Current Liabilities:
                       
Accounts payable
 
$
116,989
   
$
72,086
   
$
95,934
 
Accrued and other liabilities
   
19,759
     
15,848
     
20,740
 
Total Current Liabilities
   
136,748
     
87,934
     
116,674
 
Deferred lease incentives
   
30,634
     
31,971
     
30,411
 
Accrued rent
   
11,407
     
11,224
     
11,137
 
Deferred compensation
   
10,022
     
9,612
     
10,313
 
Other
   
811
     
550
     
370
 
Total Liabilities
   
189,622
     
141,291
     
168,905
 
Total Shareholders' Equity
   
328,464
     
339,802
     
345,532
 
Total Liabilities and Shareholders' Equity
 
$
518,086
   
$
481,093
   
$
514,437
 








SHOE CARNIVAL, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)

   
Twenty-six Weeks Ended July 30, 2016
   
Twenty-six Weeks Ended August 1, 2015
 
             
Cash Flows From Operating Activities
           
   Net income
 
$
14,765
   
$
15,213
 
   Adjustments to reconcile net income to net
               
     cash (used in) provided by operating activities:
               
     Depreciation and amortization
   
11,773
     
11,378
 
     Stock-based compensation
   
2,123
     
1,752
 
     Loss on retirement and impairment of assets
   
59
     
422
 
     Deferred income taxes
   
(1,506
)
   
(2,973
)
     Lease incentives
   
898
     
2,628
 
     Other
   
(1,973
)
   
(1,804
)
     Changes in operating assets and liabilities:
               
       Accounts receivable
   
(1,054
)    
230
 
       Merchandise inventories
   
(58,341
)
   
(61,160
)
       Accounts payable and accrued liabilities
   
49,229
     
34,369
 
       Other
   
(3,381
)
   
(3,116
)
Net cash (used in) provided by operating activities
   
12,592
 
   
(3,061
)
                 
Cash Flows From Investing Activities
               
   Purchases of property and equipment
   
(11,910
)
   
(16,679
)
   Proceeds from notes receivable
   
0
     
250
 
Net cash used in investing activities
   
(11,910
)
   
(16,429
)
                 
Cash Flows From Financing Activities
               
   Proceeds from issuance of stock
   
133
     
128
 
   Dividends paid
   
(2,533
)
   
(2,497
)
   Excess tax benefits from stock-based compensation
   
2
     
32
 
   Purchase of common stock for treasury
   
(25,238
   
0
 
   Shares surrendered by employees to pay taxes on restricted stock
   
(311
)
   
(46
)
Net cash used in financing activities
   
(27,947
)
   
(2,383
)
Net decrease in cash and cash equivalents
   
(27,265
)
   
(21,873
)
Cash and cash equivalents at beginning of period
   
68,814
     
61,376
 
Cash and Cash Equivalents at End of Period
 
$
41,549
   
$
39,503
 
                 




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