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: March 16, 2004

 

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

 

ROSS STORES, INC.

 

8333 Central Avenue, Newark, California 94560-3433

 

(510) 505-4400

 

 



 

Item 7.  Exhibits.

 

Exhibit
No.

 

Description

 

 

 

99.1

 

March 16, 2004 Press Release by Ross Stores, Inc.*

 


* Pursuant to Item 12 of Form 8-K, Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.

 

Item 12.  Results of Operations and Financial Condition

 

On March 16, 2004, the Company issued a press release regarding the Company’s sales and earnings results for its fourth fiscal quarter and fiscal year ended January 31, 2004.  The full text of the Company’s press release is attached hereto as Exhibit 99.1.

 

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:     March 16, 2004

/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 REPORTS RECORD RESULTS
FOR FOURTH QUARTER AND FISCAL 2003

 

Newark, California, March 16, 2004 —  Ross Stores, Inc. (NASDAQ: ROST) today reported that earnings per share for the 13 weeks ended January 31, 2004 grew 30% to $.48, on top of a 19% increase in the fourth quarter of 2002.  Earnings per share for the 13 weeks ended February 1, 2003 were $.37.  Net earnings for the 13 weeks ended January 31, 2004 totaled $73.7 million, up 26% over net earnings of $58.7 million for the 13 weeks ended February 1, 2003.   Sales for the fourth quarter of 2003 increased 14% to $1.099 billion with comparable store sales up 4% over the prior year.

 

For the 52 weeks ended January 31, 2004, earnings per share grew 17% to a record $1.47 on top of a 32% gain in earnings per share in the prior year.  For the 52 weeks ended February 1, 2003, earnings per share were $1.26.   Net earnings for the 52 weeks ended January 31, 2004 increased 13% to $228.1 million, compared to $201.2 million for the 52 weeks ended February 1, 2003.  Sales for the 2003 fiscal year rose 11% to $3.921 billion, with comparable store sales up 1% on top of a 7% gain in the prior year.

 

Michael Balmuth, Vice Chairman and Chief Executive Officer, commented, “We are pleased with the solid sales and earnings gains we posted during the fourth quarter and fiscal 2003, which reflect our strengthening momentum as the year progressed.  The strongest geographic markets in the fourth quarter were Arizona, Texas, the Southeast and California, all posting solid same store sales gains in the mid to high single digits.  The strongest merchandise departments were Home, Accessories and Juniors, with comparable store sales gains in the high single digits for the quarter.”

 

Mr. Balmuth continued, “Fourth quarter results benefited from a 104 basis point expansion in operating margin to 11.0%, reflecting our continued effective inventory and expense controls.  Gross margin increased 93 basis points, mainly due to lower markdowns, while selling, general and administrative expenses as a percentage of sales declined by 11 basis points, primarily due to leverage on the comparable store sales gain during the period.”

 

1



 

Mr. Balmuth continued, “During fiscal 2003, cash flow from operations funded capital investments in new store growth and infrastructure, as well as the Company’s stock repurchase and dividend programs.  We repurchased 6.9 million shares of common stock during fiscal 2003 for an aggregate purchase price of $150 million, ending the year with 151.2 million shares of common stock outstanding.   We also recently announced that our Board of Directors approved a record 48% increase in the Company’s quarterly cash dividend to $.0425 per common share in addition to a new two-year $350 million stock repurchase program for 2004 and 2005.  These actions reflect the Board’s and management’s ongoing commitment to enhancing stockholder value, as well as our confidence in the Company’s long-term growth prospects.”

 

“Our accelerated expansion program also remains on track.  We added a record 61 net new stores during 2003, or unit growth of 12%.  Expansion into new geographic markets continued, with 21 of these additions in our relatively new Southeast states of Georgia, North Carolina, South Carolina, Alabama, Louisiana and Tennessee.  During 2004, we are forecasting 14% total unit growth with plans for 70 new Ross locations.  In addition, the first ten dd’s DISCOUNTSSM, our new retail concept targeting the needs of lower-income households, are targeted to open in the second half of the year,” said Mr. Balmuth.

 

The Company will host a conference call on Tuesday, March 16, 2004 at 11:00 a.m. Eastern time to communicate additional details concerning the quarter’s and year’s results and management’s outlook and plans for 2004.  A real time audio webcast of the conference call will be available at www.rossstores.com.  An audio playback will be available at (402) 220-5900, PIN #2342 through March 23, 2004. 

 

Forward-Looking Statements:  This press release contains certain forward-looking statements 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 “plan,” “expect,” “believe,” “anticipate,” “forecast,”  “estimate,”  “projected,” “guidance,” and similar expressions identify forward-looking statements.  Risk factors for Ross Stores and dd’s DISCOUNTSSM include obtaining acceptable new store locations, competitive pressures in the apparel industry, changes in general economic or geopolitical conditions, changes in the level of consumer spending on or preferences in apparel or home-related merchandise, the Company’s ability to successfully implement various new supply chain and merchandising systems in a timely and cost-effective manner, unseasonable weather trends and greater than planned operating costs.  In addition, the Company is evaluating whether it will incur a potential non-cash charge to write-down the value of the Company’s Newark headquarters and distribution center to current fair market value.  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.

 

2



 

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 568 stores at January 31, 2004, compared to 507 stores at the end of the same period last year.   Additional information is available at www.rossstores.com.

 

3



 

ROSS STORES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

 

 

 

Three Months Ended

 

Twelve Months Ended

 

($000, except per share data, unaudited)

 

January 31,
2004

 

February 1,
2003

 

January 31,
2004

 

February 1,
2003

 

 

 

 

 

 

 

 

 

 

 

Sales

 

$

1,098,749

 

$

964,610

 

$

3,920,583

 

$

3,531,349

 

 

 

 

 

 

 

 

 

 

 

Costs and Expenses

 

 

 

 

 

 

 

 

 

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

 

810,236

 

720,284

 

2,917,935

 

2,628,412

 

Selling, general and administrative

 

167,425

 

148,081

 

628,359

 

572,316

 

Interest (income) expense, net

 

11

 

(214

)

(262

)

279

 

Total costs and expenses

 

977,672

 

868,151

 

3,546,032

 

3,201,007

 

 

 

 

 

 

 

 

 

 

 

Earnings before income taxes

 

121,077

 

96,459

 

374,551

 

330,342

 

 

 

 

 

 

 

 

 

 

 

Provision for taxes on earnings

 

47,341

 

37,716

 

146,449

 

129,164

 

Net earnings

 

$

73,736

 

$

58,743

 

$

228,102

 

$

201,178

 

 

 

 

 

 

 

 

 

 

 

Earnings per share

 

 

 

 

 

 

 

 

 

Basic

 

$

0.49

 

$

0.38

 

$

1.50

 

$

1.29

 

Diluted

 

$

0.48

 

$

0.37

 

$

1.47

 

$

1.26

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding (000)

 

 

 

 

 

 

 

 

 

Basic

 

150,725

 

154,944

 

152,165

 

156,246

 

Diluted

 

154,030

 

158,086

 

155,151

 

159,492

 

 

 

 

 

 

 

 

 

 

 

Stores open end of period

 

568

 

507

 

568

 

507

 

 

4



 

ROSS STORES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

 

($000, unaudited)

 

January 31,
2004

 

February 1,
2003

 

 

 

 

 

 

 

Current Assets

 

 

 

 

 

Cash and cash equivalents

 

$

201,546

 

$

150,649

 

Accounts receivable

 

25,292

 

18,349

 

Merchandise inventory

 

841,491

 

716,518

 

Prepaid expenses and other

 

29,467

 

36,904

 

Deferred income taxes

 

22,742

 

16,645

 

Total Current Assets

 

$

1,120,538

 

$

939,065

 

 

 

 

 

 

 

Property and equipment, net

 

484,199

 

402,683

 

Other long-term assets

 

52,473

 

36,242

 

Total Assets

 

$

1,657,210

 

$

1,377,990

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

Current Liabilities

 

 

 

 

 

Accounts payable, accrued expenses and other

 

$

702,698

 

$

610,894

 

Income taxes payable

 

9,146

 

15,790

 

Total Current Liabilities

 

$

711,844

 

$

626,684

 

 

 

 

 

 

 

Long-term debt

 

50,000

 

25,000

 

Other liabilities

 

60,238

 

41,452

 

Deferred income taxes

 

79,709

 

41,666

 

 

 

 

 

 

 

Stockholders’ Equity

 

755,419

 

643,188

 

Total Liabilities and Stockholders' Equity

 

$

1,657,210

 

$

1,377,990

 

 

5



 

ROSS STORES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

 

($000, unaudited)

 

Year Ended
January 31,
2004

 

Year Ended
February 1,
2003

 

 

 

 

 

 

 

CASH FLOWS FROM OPERATING ACTIVITIES

 

 

 

 

 

Net earnings

 

$

228,102

 

$

201,178

 

Adjustments to reconcile net earnings to net cash provided by operating activities:

 

 

 

 

 

Depreciation and amortization

 

76,739

 

66,176

 

Deferred income taxes

 

31,946

 

17,375

 

Tax benefit from equity issuances

 

15,089

 

16,584

 

Change in assets and liabilities:

 

 

 

 

 

Merchandise inventory

 

(124,973

)

(93,128

)

Other current assets, net

 

494

 

(4,003

)

Accounts payable

 

48,881

 

81,958

 

Other current liabilities

 

34,309

 

54,541

 

Other

 

4,719

 

8,348

 

Net cash provided by operating activities

 

315,306

 

349,029

 

 

 

 

 

 

 

CASH FLOWS USED IN INVESTING ACTIVITIES

 

 

 

 

 

Additions to property and equipment

 

(146,529

)

(133,166

)

Net cash used in investing activities

 

(146,529

)

(133,166

)

 

 

 

 

 

 

CASH FLOWS USED IN FINANCING ACTIVITIES

 

 

 

 

 

Proceeds from long-term debt

 

25,000

 

25,000

 

Issuance of common stock related to stock plans, net

 

24,695

 

34,279

 

Repurchase of common stock

 

(150,003

)

(149,997

)

Dividends paid

 

(17,572

)

(14,847

)

Net cash used in financing activities

 

(117,880

)

(105,565

)

Net increase in cash and cash equivalents

 

50,897

 

110,298

 

Cash and cash equivalents:

 

 

 

 

 

Beginning of period

 

150,649

 

40,351

 

End of period

 

$

201,546

 

$

150,649

 

 

6