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):
November 14, 2006
ROSS STORES, INC. |
(Exact name of registrant as specified in its charter) |
Delaware |
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0-14678 |
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94-1390387 |
(State or other jurisdiction |
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(Commission |
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(I.R.S. Employer |
4440 Rosewood Drive, Pleasanton, California 94588-3050 |
(Address of principal executive offices) |
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Registrants telephone number, including area code: |
(925) 965-4400 |
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):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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ROSS STORES, INC. |
4440 Rosewood Drive, Pleasanton, California 94588-3050 |
(925) 965-4400 |
Item 2.02 Results of Operations and Financial Condition.
On November 14, 2006, the Company issued a press release regarding the Companys financial results for its third fiscal quarter ended October 28, 2006. The full text of the Companys press release is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(c) Exhibits.
Exhibit No. |
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Description |
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99.1 |
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November 14, 2006 Press Release by Ross Stores, Inc.* |
*Pursuant to Item 2.02 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.
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.
Date: November 14, 2006 |
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ROSS STORES, INC. |
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Registrant |
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By: |
/s/ J. Call |
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John G. Call |
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Senior Vice President, Chief Financial Officer, Principal |
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Accounting Officer and Corporate Secretary |
Exhibit 99.1
_______________________________________________
FOR IMMEDIATE RELEASE
Contact: |
John G. Call |
Katie Loughnot |
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Senior Vice President |
Vice President, Investor Relations |
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Chief Financial Officer |
(925) 965-4509 |
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(925) 965-4315 |
Email: katie.loughnot@ros.com |
ROSS STORES REPORTS THIRD QUARTER EARNINGS
Pleasanton, California, November 14, 2006 -- Ross Stores, Inc. (Nasdaq: ROST) today reported that earnings per share for the 13 weeks ended October 28, 2006 rose 24% to $.31, from $.25 for the 13 weeks ended October 29, 2005. Net earnings for the fiscal 2006 third quarter were $43.9 million, compared to $36.3 million for the third quarter of 2005. The current year third quarter results include pre-tax stock option related expenses of $3.2 million, or about $.01 per share, recognized pursuant to FAS No. 123(R), Share-Based Payment. Third quarter earnings per share before these non-cash charges grew 32% over the prior year period. Fiscal 2006 third quarter sales rose 10% to $1.362 billion, from $1.237 billion for the quarter ended October 29, 2005. Same store sales for the period increased 4% on top of a strong 9% gain in the prior year comparable quarter.
For the nine months ended October 28, 2006, earnings per share grew 20% to $1.04 from $.87 for the nine months ended October 29, 2005. Net earnings for the fiscal 2006 year-to-date period were $148.5 million, compared to $128.7 million for the same period in the prior year. The fiscal 2006 year-to-date results include pre-tax stock option related expenses of $10.0 million, or about $.04 per share, recognized pursuant to FAS No. 123(R), Share-Based Payment. Before these non-cash charges, earnings per share for the first nine months of 2006 grew 24% over the prior year. Sales for the first nine months rose 12% to $3.962 billion, with same store sales up 5% on top of a 6% increase in the prior year comparable period.
Michael Balmuth, Vice Chairman, President and Chief Executive Officer, commented, Third quarter earnings were better than planned, benefiting from healthy sales trends and a measurable improvement in operating margin. Regionally, the strongest sales performance during the quarter was in the Southwest and Texas, while Home and Shoes remained the top-performing merchandise categories. Before approximately 25 basis points in stock option-related costs, earnings before interest and taxes increased about 65 basis points during the quarter. Improvements over the prior year period in shrink-related expenses and selling, general and administrative costs were partially offset by higher supply chain and incentive plan costs along with slight increases in markdown and occupancy expenses. Better-than-plan shrink results from our recent annual physical inventory of our merchandise contributed about $.02 to our improved earnings per share during the quarter.
Our balance sheet and cash flows as we ended the third quarter remain solid and healthy, and we continue to return capital to stockholders through our stock repurchase and dividend programs. During the first nine months of 2006, we repurchased 5.4 million shares of common stock for an aggregate of $147.7 million as part of the two-year $400 million program authorized by our Board of Directors in the fourth quarter of 2005. We ended the third quarter with 139.9 million shares of common stock issued and outstanding. Approximately $252.3 million remains available under the current stock repurchase authorization, which we expect to complete by the end of fiscal 2007.
The Company will provide additional details concerning its third quarter results and business outlook on a conference call to be held on Tuesday, November 14, 2006 at 12:00 noon Eastern time. Participants may listen to a real time audio webcast of the conference call by visiting the Companys website located at www.rossstores.com. A recorded version of the call will also be available until the end of the fourth quarter at the website address and via a telephone recording through November 21, 2006 at 402-220-5900, PIN #2342.
Forward-Looking Statements: This press release, the conference call recording and other material on the Companys website contain forward-looking statements that are subject to risks and uncertainties which could cause the Companys actual results to differ materially from managements current expectations. The words plan, expect, anticipate, estimate, believe, forecast, projected, guidance, looking ahead and similar expressions identify forward-looking statements. Risk factors for Ross Stores and dds DISCOUNTS® include, without limitation, the Companys ability to convert certain Albertsons real estate sites to the Ross and dds DISCOUNTS formats in a timely and cost effective manner and on acceptable terms, and the ability to achieve targeted levels of sales, profits and cash flows from these acquired store locations;the Companys ability to effectively operate its various supply chain, core merchandising and other information systems; its ability to improve its micro-merchandising capabilities through the implementation of new processes and systems enhancements; achieving and maintaining targeted levels of productivity and efficiency in its distribution centers; potential pressure on freight costs from higher-than-expected fuel surcharges; obtaining acceptable new store locations; competitive pressures in the apparel industry; changes in the level of consumer spending on or preferences for apparel or home-related merchandise, including the potential impact from higher gas prices on consumer spending; changes in geopolitical and general economic conditions; unseasonable weather trends; disruptions in supply chain; lower than planned gross margin, including higher than planned markdowns and higher than expected inventory shortage; greater than planned operating costs; the Companys ability to continue to purchase attractive brand-name merchandise at desirable discounts; the Companys ability to identify and successfully enter new geographic markets; and the Companys ability to attract and retain personnel with the retail talent necessary to execute its strategies. Other risk factors are detailed in the Companys SEC filings including, without limitation, the Form 10-K for fiscal 2005 and the Form 10-Qs and 8-Ks for fiscal 2006. 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 Companys outlook at any other point in time. The Company does not undertake to update or revise these forward-looking statements.
* * * * *
Ross Stores, Inc., a Fortune 500 and Nasdaq 100 (ROST) company headquartered in Pleasanton, California, is the nations second largest off-price company with fiscal 2005 revenues of $4.9 billion. As of October 28, 2006, the Company operated 772 Ross stores and 26 dds DISCOUNTS locations, compared to 715 Ross stores and 20 dds DISCOUNTS locations at the end of the same period last year. Ross Stores offers first-quality, in-season, name brand and designer apparel, accessories, footwear and home fashions for the entire family at everyday savings of 20 to 60 percent off department and specialty store regular prices. dds DISCOUNTS features a more moderately-priced assortment of first-quality, in-season, name brand apparel, accessories, footwear and home fashions for the entire family at everyday savings of 20 to 70 percent off moderate department and discount store regular prices. Additional information is available at www.rossstores.com.
* * * *
Ross Stores, Inc.
Condensed Consolidated Statements of Earnings
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Three Months Ended |
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Nine Months Ended |
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($000, except stores and per share data, unaudited) |
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October 28, |
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October 29, |
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October 28, |
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October 29, |
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Sales |
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$ |
1,362,045 |
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$ |
1,236,892 |
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$ |
3,961,773 |
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$ |
3,532,691 |
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Costs and expenses |
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Cost of goods sold |
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1,073,820 |
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979,887 |
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3,086,786 |
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2,764,052 |
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Selling, general and administrative |
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217,586 |
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197,740 |
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635,388 |
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558,445 |
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Interest income, net |
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(1,775 |
) |
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(461 |
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(5,213 |
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(1,339 |
) |
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Total costs and expenses |
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1,289,631 |
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1,177,166 |
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3,716,961 |
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3,321,158 |
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Earnings before taxes |
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72,414 |
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59,726 |
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244,812 |
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211,533 |
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Provision for taxes on earnings |
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28,481 |
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23,401 |
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96,285 |
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82,879 |
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Net earnings |
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$ |
43,933 |
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$ |
36,325 |
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$ |
148,527 |
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$ |
128,654 |
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Earnings per share |
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Basic |
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$ |
0.32 |
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$ |
0.25 |
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$ |
1.06 |
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$ |
0.89 |
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Diluted |
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$ |
0.31 |
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$ |
0.25 |
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$ |
1.04 |
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$ |
0.87 |
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Weighted average shares outstanding (000) |
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Basic |
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138,570 |
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143,753 |
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140,184 |
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144,954 |
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Diluted |
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140,887 |
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145,659 |
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142,672 |
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147,150 |
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Dividends per share |
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Cash dividends declared per share |
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$ |
0.06 |
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$ |
0.05 |
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$ |
0.12 |
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$ |
0.10 |
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Stores open at end of period |
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798 |
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735 |
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798 |
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735 |
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Ross Stores, Inc.
Condensed Consolidated Balance Sheets
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($000, unaudited) |
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October 28, |
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October 29, |
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Assets |
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Current assets |
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Cash and cash equivalents |
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$ |
122,069 |
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$ |
177,753 |
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Short-term investments |
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4,857 |
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Accounts receivable |
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36,823 |
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35,246 |
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Merchandise inventory |
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1,065,549 |
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1,064,972 |
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Prepaid expenses and other |
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51,326 |
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44,705 |
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Deferred income taxes |
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20,014 |
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8,968 |
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Total current assets |
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1,300,638 |
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1,331,644 |
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Property and equipment, net |
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740,385 |
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629,304 |
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Other long-term assets |
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60,267 |
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53,593 |
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Long-term investments |
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30,838 |
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Total assets |
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$ |
2,132,128 |
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$ |
2,014,541 |
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Liabilities and stockholders equity |
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Current liabilities |
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Accounts payable, accrued expenses and other |
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$ |
1,047,526 |
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$ |
945,414 |
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Total current liabilities |
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1,047,526 |
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945,414 |
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Long-term debt |
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50,000 |
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Other long-term liabilities |
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128,503 |
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119,955 |
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Deferred income taxes |
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97,363 |
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96,975 |
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Commitments and contingencies |
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Stockholders equity |
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858,736 |
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802,197 |
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Total liabilities and stockholders equity |
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$ |
2,132,128 |
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$ |
2,014,541 |
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Ross Stores, Inc.
Condensed Consolidated Statements of Cash Flows
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Nine Months Ended |
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($000, unaudited) |
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October 28, |
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October 29, |
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Cash Flows from Operating Activities |
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Net earnings |
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$ |
148,527 |
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$ |
128,654 |
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Adjustments to reconcile net earnings to net cash provided by operating activities: |
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Depreciation and amortization |
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78,680 |
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69,073 |
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Stock-based compensation |
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20,121 |
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12,384 |
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Deferred income taxes |
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(496 |
) |
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4,774 |
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Tax benefit from equity issuance |
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11,943 |
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18,102 |
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Excess tax benefits from stock-based compensation |
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(4,509 |
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Change in assets and liabilities: |
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Merchandise inventory |
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(127,458 |
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(211,860 |
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Other current assets, net |
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(21,937 |
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(2,041 |
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Accounts payable |
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204,604 |
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209,410 |
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Other current liabilities |
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15,145 |
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31,779 |
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Other long-term, net |
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5,629 |
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3,926 |
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Net cash provided by operating activities |
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330,249 |
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264,201 |
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Cash Flows Used in Investing Activities |
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Purchase of assets under lease |
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(87,329 |
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Other additions to property and equipment |
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(93,365 |
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(139,331 |
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Sales (purchases) of investments, net |
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(11,726 |
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67,400 |
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Net cash used in investing activities |
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(192,420 |
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(71,931 |
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Cash Flows Used in Financing Activities |
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Repayment of term debt |
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(50,000 |
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Issuance of common stock related to stock plans |
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13,991 |
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31,238 |
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Excess tax benefits from stock-based compensation |
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4,509 |
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Treasury stock purchased |
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(2,935 |
) |
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(6,065 |
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Repurchase of common stock |
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(147,726 |
) |
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(132,976 |
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Dividends paid |
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(25,366 |
) |
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(22,045 |
) |
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Net cash used in financing activities |
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(207,527 |
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(129,848 |
) |
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Net (decrease) increase in cash and cash equivalents |
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(69,698 |
) |
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62,422 |
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Cash and cash equivalents: |
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Beginning of period |
|
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191,767 |
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115,331 |
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End of period |
|
$ |
122,069 |
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$ |
177,753 |
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Non-Cash Investing Activities |
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Straight-line rent capitalization in build-out period |
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$ |
|
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$ |
3,059 |
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Change in fair value of investment securities |
|
$ |
5 |
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$ |
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