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:  August 20, 2003

 

Commission file number  0-14678

 

ROSS STORES, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

94-1390387

(State or other jurisdiction of incorporation or organization)

 

(I.R.S. Employer Identification No.)

 

 

 

8333 Central Avenue, Newark, California

 

94560-3433

(Address of principal executive offices)

 

(Zip Code)

 

 

 

Registrant’s telephone number, including area code

 

(510) 505-4400

 

 

 

Former name, former address and former fiscal year, if changed since last report   N/A

 

 



 

Item 7.  Exhibits.

 

Exhibit
No.

 

Description

99.1

 

August 20, 2003 Press Release by Ross Stores, Inc.

 

Item 12.  Results of Operations and Financial Condition

 

On August 20, 2003, Ross Stores, Inc. (the “Company”) issued a press release regarding the Company’s earnings results for its second fiscal quarter and the six months ended August 2, 2003.  The full text of the Company’s press release is attached hereto as Exhibit 99.1.

 

* This information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and is not incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed by the undersigned thereunto duly authorized.

 

 

 

ROSS STORES, INC.

 

Registrant

 

 

 

 

Date:    August 20, 2003

/s/J. Call

 

 

John G. Call

 

Senior Vice President, Chief Financial Officer, Principal
Accounting Officer and Corporate Secretary

 

2


Exhibit 99.1

 

 

FOR IMMEDIATE RELEASE

 

Contact:

John G. Call

Katie Loughnot

 

Senior Vice President

Vice President, Investor Relations

 

Chief Financial Officer

(510) 505-4509

 

(510) 505-4315

email:  katie.loughnot@ros.com

 

ROSS STORES SECOND QUARTER
EARNINGS PER SHARE UP 13% TO $.70

 

Newark, California, August 20, 2003 — Ross Stores, Inc. (ROST) today reported that earnings per share for the 13 weeks ended August 2, 2003 grew 13% to  $.70, from $.62 in the prior year.   Net earnings for the same period were $54.6 million, compared to $49.7 million for the 13 weeks ended August 3, 2002.   Current year second quarter sales rose 10% to $966 million, from $877 million for the quarter ended August 3, 2002.  Comparable store sales for the period were flat on top of a 9% increase in the prior year.

 

For the six months ended August 2, 2003, earnings per share increased 10% to $1.33, from $1.21 in the prior year.  Net earnings for the same period totaled $103.9 million, compared to $97.4 million for the same period in 2002.  Sales for the first six months rose 9% to $1.845 billion, with same store sales down 1% on top of a 10% gain in the prior year period.

 

Michael Balmuth, Vice Chairman and Chief Executive Officer, commented, “We are pleased to report that sales during the second quarter performed in line with our expectations versus very strong increases in 2002.  Effective control of both inventories and expenses throughout the second quarter also contributed to respectable earnings growth for the period.  Lower benefit and incentive plan costs as a percent of sales, along with improved distribution and advertising expenses helped to offset a slight decline in merchandise margins and higher occupancy costs as a percent of sales compared to the second quarter of 2002.   As a result, operating margin was relatively flat to the prior year at 9.3%.”

 

“Consistent with our long-term plan for 12% annual unit growth, we expect to add about 61 locations in 2003 to end the current year with 568 stores in 25 states.   A total of 46 locations opened during the first six months of 2003, including our initial entry into the states of Tennessee and Louisiana.  We are also pleased to note that our new Perris, California, Distribution Center is expected to open as planned in September 2003.  This new facility is projected to gradually ramp up to targeted production levels by the end of 2003, as we transition our West Coast distribution function from Newark to Perris, California.  We expect this process to be complete by the end of the fiscal year,” noted Mr. Balmuth.

 



 

Mr. Balmuth continued, “We remain committed to returning capital to stockholders through our stock repurchase and dividend programs.  During the first six months of 2003, we repurchased 2.1 million shares of common stock for an aggregate of $83.6 million under the two-year $300 million program authorized by our Board of Directors in early 2002.  We ended the quarter with 76.1 million shares of common stock outstanding and approximately $66.4 million remaining under this repurchase authorization, which we expect to complete in fiscal 2003.”

 

The Company will provide additional details concerning its second quarter results and business outlook on a conference call to be held on Wednesday, August 20, 2003 at 11:00 a.m. Eastern Daylight Time.  Participants may listen to a real time audio webcast of the conference call by visiting the Company’s web site located at www.rossstores.com.    A recorded version of the call will also be available until the end of the month at the web site address and via a telephone recording through August 27, 2003 at 402-220-5900, PIN #2342.

 

Forward-Looking Statements:  This press release contains certain forward-looking statements regarding expected annual unit growth and new store locations, which are subject to risks and uncertainties that could cause the Company’s actual results to differ materially from management’s current expectations.  The words “expect,” “anticipate,” “estimate,” “believe,” “forecast,” “project” and similar expressions identify forward-looking statements.  Risk factors include obtaining acceptable new store locations, competitive pressures in the apparel industry, changes in geopolitical and general economic conditions, changes in the level of consumer spending on or preferences in apparel or home-related merchandise and the Company’s ability to successfully implement various new supply chain and merchandising systems in a timely and cost effective manner.   Other risk factors are detailed in the Company’s Form 10-K for fiscal 2002.  The factors underlying our forecasts are dynamic and subject to change.  As a result, our forecasts speak only as of the date they are given and do not necessarily reflect the Company’s outlook at any other point in time.  The Company does not undertake to update or revise these forward-looking statements.

 

* * * * *

 

Ross Stores, Inc. operates a national chain of off-price retail stores offering first quality, in-season, branded apparel and apparel-related merchandise for the entire family at prices that average 20% to 60% less than department and specialty stores, as well as merchandise for  the home at similar savings.  The Company had 553 stores in operation as of August 2, 2003, compared to 487 stores at the end of the same period last year.   Additional information on the Company is available at www.rossstores.com.

 

2



 

ROSS STORES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

 

 

 

Three Months Ended

 

Six Months Ended

 

($000, except per share data, unaudited)

 

August 2,
2003

 

August 3,
2002

 

August 2,
2003

 

August 3,
2002

 

 

 

 

 

 

 

 

 

 

 

Sales

 

$

965,610

 

$

876,932

 

$

1,844,894

 

$

1,696,542

 

 

 

 

 

 

 

 

 

 

 

Costs and Expenses

 

 

 

 

 

 

 

 

 

Cost of goods sold, including related buying, distribution and occupancy costs

 

724,206

 

656,577

 

1,377,454

 

1,258,434

 

Selling, general and administrative

 

151,832

 

138,582

 

296,971

 

277,837

 

Interest (income) expense

 

(61

)

184

 

(131

)

408

 

 

 

875,977

 

795,343

 

1,674,294

 

1,536,679

 

 

 

 

 

 

 

 

 

 

 

Earnings before income taxes

 

89,633

 

81,589

 

170,600

 

159,863

 

 

 

 

 

 

 

 

 

 

 

Provision for taxes on earnings

 

35,047

 

31,901

 

66,705

 

62,506

 

Net earnings

 

$

54,586

 

$

49,688

 

$

103,895

 

$

97,357

 

 

 

 

 

 

 

 

 

 

 

Earnings per share

 

 

 

 

 

 

 

 

 

Basic

 

$

0.72

 

$

0.63

 

$

1.36

 

$

1.24

 

Diluted

 

$

0.70

 

$

0.62

 

$

1.33

 

$

1.21

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding (000)

 

 

 

 

 

 

 

 

 

Basic

 

76,270

 

78,434

 

76,662

 

78,650

 

Diluted

 

77,692

 

80,129

 

77,962

 

80,360

 

 

 

 

 

 

 

 

 

 

 

Stores open end of period

 

553

 

487

 

553

 

487

 

 

3



 

ROSS STORES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

 

 

 

August 2,

 

August 3,

 

($000, unaudited)

 

2003

 

2002

 

 

 

 

 

 

 

Current Assets

 

 

 

 

 

Cash and cash equivalents

 

$

176,860

 

$

95,322

 

Accounts receivable

 

27,041

 

25,867

 

Merchandise inventory

 

815,495

 

713,454

 

Other current assets

 

31,420

 

27,362

 

Total Current Assets

 

$

1,050,816

 

$

862,005

 

 

 

 

 

 

 

Property and equipment, net

 

443,084

 

356,177

 

Other long-term assets

 

50,327

 

37,626

 

 

 

$

1,544,227

 

$

1,255,808

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

Accounts payable, accrued expenses and other

 

$

697,334

 

$

593,587

 

Income taxes payable

 

40,199

 

30,095

 

Total Current Liabilities

 

$

737,533

 

$

623,682

 

 

 

 

 

 

 

Long-term debt

 

50,000

 

 

Other liabilities

 

56,250

 

42,195

 

Deferred income taxes

 

25,021

 

7,646

 

 

 

 

 

 

 

Stockholders’ Equity

 

675,423

 

582,285

 

 

 

$

1,544,227

 

$

1,255,808

 

 

4



 

 

ROSS STORES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

 

 

 

Six Months Ended

 

 

 

August 2,

 

August 3,

 

($000, unaudited)

 

2003

 

2002

 

 

 

 

 

 

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

Net earnings

 

$

103,895

 

$

97,357

 

Adjustments to reconcile net earnings to net

 

 

 

 

 

cash provided by operating activities:

 

 

 

 

 

Depreciation and amortization of property and equipment

 

28,321

 

25,628

 

Other amortization

 

7,412

 

6,322

 

 

 

 

 

 

 

Change in assets and liabilities:

 

 

 

 

 

Merchandise inventory

 

(98,977

)

(90,064

)

Other current assets, net

 

(3,208

)

(1,979

)

Accounts payable

 

74,389

 

87,560

 

Other current liabilities

 

42,560

 

59,499

 

Other

 

437

 

(5,988

)

Net cash provided by operating activities

 

154,829

 

178,335

 

 

 

 

 

 

 

CASH FLOWS USED IN INVESTING ACTIVITIES

 

 

 

 

 

Additions to property and equipment

 

(70,366

)

(54,088

)

Net cash used in investing activities

 

(70,366

)

(54,088

)

 

 

 

 

 

 

CASH FLOWS USED IN FINANCING ACTIVITIES

 

 

 

 

 

Proceeds from long-term debt

 

25,000

 

 

Issuance of common stock related to stock plans

 

9,193

 

17,619

 

Repurchase of common stock

 

(83,593

)

(79,426

)

Dividends paid

 

(8,852

)

(7,469

)

Net cash used in financing activities

 

(58,252

)

(69,276

)

Net increase in cash and cash equivalents

 

26,211

 

54,971

 

Cash and cash equivalents:

 

 

 

 

 

Beginning of period

 

150,649

 

40,351

 

End of period

 

$

176,860

 

$

95,322

 

 

5