SEC Document



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):
May 19, 2016

ROSS STORES, INC.
(Exact name of registrant as specified in its charter)
 
 
 
 
 
Delaware
 
0-14678 
 
94-1390387
(State or other jurisdiction of incorporation)
 
(Commission File No.)
 
(I.R.S. Employer Identification No.)

5130 Hacienda Drive, Dublin, California 94568
(Address of principal executive offices)

Registrant’s 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):
[ ] 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.
On May 19, 2016, the Company issued a press release regarding the Company’s financial results for its fiscal quarter ended April 30, 2016. The full text of the Company’s press release is attached hereto as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits.
(c)    Exhibits.
Exhibit
 No.

 
Description

99.1
May 19, 2016 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: May 19, 2016


ROSS STORES, INC.
Registrant


By: /s/Michael J. Hartshorn    
Michael Hartshorn
Group Senior Vice President, Chief Financial Officer
and Principal Accounting Officer



SEC Exhibit


Exhibit 99.1
______________________________________________________________________


FOR IMMEDIATE RELEASE
Contact:
Michael Hartshorn
 
Connie Kao
 
 
Group Senior Vice President,
 
Vice President, Investor Relations
 
 
Chief Financial Officer
 
(925) 965-4668
 
 
(925) 965-4503
 
connie.kao@ros.com
 

        
ROSS STORES REPORTS FIRST QUARTER EARNINGS,
ISSUES SECOND QUARTER 2016 GUIDANCE


Dublin, California, May 19, 2016 -- Ross Stores, Inc. (Nasdaq: ROST) today reported earnings per share for the 13 weeks ended April 30, 2016 of $.73, for a 6% gain on top of a robust 19% increase in the prior year period. Net earnings for the 2016 first quarter were $291 million, up from $282 million last year. Sales increased 5% to $3.089 billion, with comparable store sales up 2% on top of a strong 5% gain in the first quarter of 2015.

Barbara Rentler, Chief Executive Officer, commented, “Even though we faced our strongest prior year comparisons, sales performed at the high end of guidance, while earnings per share were slightly above our targeted range. Operating margin for the period of 15.4% was down from last year, but slightly above plan, mainly due to higher merchandise margins that partially offset the expected impact from the unfavorable timing of packaway-related costs.”

Ms. Rentler said, “During the first quarter of fiscal 2016, we repurchased 3.1 million shares of common stock for an aggregate price of $176 million. This keeps us on track to buy back a total of $700 million in common stock during fiscal 2016, which would complete the two-year $1.4 billion authorization approved by our Board of Directors in February 2015.”

    Looking ahead, Ms. Rentler commented, “We continue to forecast same store sales for the second quarter ending July 30, 2016 to be up 1% to 2%, on top of a 4% gain last year, with earnings per share of $.64 to $.67, up from $.63 in the prior year period. Based on our first quarter results and guidance for the second quarter, we now project earnings per share for fiscal 2016 to be in the range of $2.63 to $2.72, compared to $2.51 last year.”

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The Company will host a conference call on Thursday, May 19, 2016 at 4:15 p.m. Eastern time to provide additional details concerning its first quarter results and management’s outlook and guidance for the second quarter of fiscal 2016. A real-time audio webcast of the conference call will be available in the Investors section of the Company’s website, located at www.rossstores.com. An audio playback will be available at 404-537-3406, PIN #2995802 until 8:00 p.m. Eastern time on May 26, 2016, as well as on the Company’s website.


Forward-Looking Statements:  This press release contains forward-looking statements regarding expected sales, earnings levels and other financial results in future periods that are subject to risks and uncertainties which could cause our actual results to differ materially from management’s current expectations. The words “plan,” “expect,” “target,” “anticipate,” “estimate,” “believe,” “forecast,” “projected,” “guidance,” “looking ahead” and similar expressions identify forward-looking statements. Risk factors for Ross Dress for Less® (“Ross”) and dd’s DISCOUNTS® include without limitation, competitive pressures in the apparel or home-related merchandise retailing industry; changes in the level of consumer spending on or preferences for apparel or home-related merchandise; market availability, quantity, and quality of attractive brand name merchandise at desirable discounts and our buyers’ ability to purchase merchandise that enables us to offer customers a wide assortment of merchandise at competitive prices; impacts from the macro-economic environment, financial and credit markets, and geopolitical conditions that affect consumer confidence and consumer disposable income; our ability to continually attract, train and retain associates to execute our off-price strategies; unseasonable weather trends; potential data security breaches, including cyber-attacks on our transaction processing and computer information systems, which could result in theft or unauthorized disclosure of customer, credit card, employee, or other private and valuable information that we handle in the ordinary course of our business - such breaches of our data security, or our failure or delay in detecting and mitigating a loss of personal or business information, could result in damage to our reputation, loss of customer confidence, violation (or alleged violation) of applicable laws, and could expose us to civil claims, litigation and regulatory action, and to unanticipated costs and disruption of our operations; potential disruptions in our supply chain or information systems; issues involving the quality, safety, or authenticity of products we sell; our ability to effectively manage our inventories, markdowns, and inventory shortage to achieve planned gross margin; volatility in revenues and earnings; an adverse outcome in various legal, regulatory, or tax matters; natural or man-made disaster in California or in another region where we have a concentration of stores or a distribution center; increase in our labor costs; unexpected issues or costs from expanding in existing markets and entering new geographic markets; obtaining acceptable new store sites with favorable demographics; damage to our corporate reputation or brands; issues from importing merchandise from other countries; and maintaining sufficient liquidity to support our continuing operations, new store and distribution center growth plans, and stock repurchase and dividend programs. Other risk factors are set forth in our SEC filings including without limitation, the Form 10-K for fiscal 2015 and 8-Ks for fiscal 2016.  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 our outlook at any other point in time.  We do not undertake to update or revise these forward-looking statements.



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Ross Stores, Inc. is an S&P 500, Fortune 500 and Nasdaq 100 (ROST) company headquartered in Dublin, California, with fiscal 2015 revenues of $11.9 billion. The Company operates Ross Dress for Less® (“Ross”), the largest off-price apparel and home fashion chain in the United States with 1,295 locations in 34 states, the District of Columbia and Guam as of April 30, 2016. Ross offers first-quality, in-season, name brand and designer apparel, accessories, footwear and home fashions for the entire family at savings of 20% to 60% off department and specialty store regular prices every day. The Company also operates 178 dd’s DISCOUNTS® in 15 states as of April 30, 2016 that feature a more moderately-priced assortment of first-quality, in-season, name brand apparel, accessories, footwear and home fashions for the entire family at savings of 20% to 70% off moderate department and discount store regular prices every day. Additional information is available at www.rossstores.com.

* * * * *




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Ross Stores, Inc.
Condensed Consolidated Statements of Earnings
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
($000, except stores and per share data, unaudited)
 
 
April 30, 2016

 
May 2, 2015

 
 
 
 
 
 
 
 
Sales
 
 
$
3,088,995

 
$
2,938,148

 
 
 
 
 
 
 
 
Costs and Expenses
 
 
 
 
 
 
Cost of goods sold
 
 
2,176,205

 
2,067,455

 
Selling, general and administrative
 
 
436,924

 
409,298

 
Interest expense, net
 
 
4,364

 
2,003

 
 
Total costs and expenses
 
 
2,617,493

 
2,478,756

 
 
 
 
 
 
 
 
Earnings before taxes
 
 
471,502

 
459,392

Provision for taxes on earnings
 
 
180,868

 
177,187

Net earnings
 
 
$
290,634

 
$
282,205

 
 
 
 
 
 
 
 
Earnings per share
 
 
 
 
 
 
Basic
 
 
$
0.73

 
$
0.69

 
Diluted
 
 
$
0.73

 
$
0.69

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average shares outstanding (000)
 
 
 
 
 
 
Basic
 
 
395,799

 
407,653

 
Diluted
 
 
398,812

 
411,386

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Dividends
 
 
 
 
 
 
Cash dividends declared per share
 
 
$
0.1350

 
$
0.1175

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Stores open at end of period
 
 
1,473

 
1,399

 
 
 
 
 
 
 
 



4



Ross Stores, Inc.
Condensed Consolidated Balance Sheets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
($000, unaudited)
 
April 30, 2016

 
May 2, 2015

Assets
 
 
 
 
 
 
 
 
 
 
 
Current Assets
 
 
 
 
 
Cash and cash equivalents
 
$
910,025

 
$
761,356

 
Short-term investments
 
1,727

 
500

 
Accounts receivable
 
96,244

 
88,258

 
Merchandise inventory
 
1,498,449

 
1,504,281

 
Prepaid expenses and other
 
122,678

 
119,381

 
 
Total current assets
 
2,629,123

 
2,473,776

 
 
 
 
 
 
 
Property and equipment, net
 
2,318,456

 
2,276,747

Long-term investments
 
1,333

 
3,141

Other long-term assets
 
165,265

 
169,795

Total assets
 
$
5,114,177

 
$
4,923,459

 
 
 
 
 
 
 
Liabilities and Stockholders’ Equity
 
 
 
 
 
 
 
 
 
 
 
Current Liabilities
 
 
 
 
 
Accounts payable
 
$
1,056,257

 
$
1,128,808

 
Accrued expenses and other
 
382,107

 
389,804

 
Accrued payroll and benefits
 
201,830

 
198,081

 
Income taxes payable
 
110,702

 
108,314

 
 
Total current liabilities
 
1,750,896

 
1,825,007

 
 
 
 
 
 
 
Long-term debt
 
396,142

 
395,677

Other long-term liabilities
 
286,897

 
296,490

Deferred income taxes
 
140,801

 
72,786

 
 
 
 
 
 
 
Commitments and contingencies
 
 
 
 
 
 
 
 
 
 
 
Stockholders’ Equity
 
2,539,441

 
2,333,499

Total liabilities and stockholders’ equity
 
$
5,114,177

 
$
4,923,459

 
 
 
 
 
 
 


5



Ross Stores, Inc.
Condensed Consolidated Statements of Cash Flows
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
($000, unaudited)
 
April 30, 2016

 
May 2, 2015

 
 
 
 
 
 
 
Cash Flows From Operating Activities
 
 
 
 
Net earnings
 
$
290,634

 
$
282,205

Adjustments to reconcile net earnings to net cash
 
 
 
 
provided by operating activities:
 
 
 
 
 
Depreciation and amortization
 
73,878

 
63,316

 
Stock-based compensation
 
17,716

 
14,288

 
Deferred income taxes
 
10,713

 
(944
)
 
Tax benefit from equity issuance
 
20,538

 
37,320

 
Excess tax benefit from stock-based compensation
 
(20,538
)
 
(37,255
)
 
Change in assets and liabilities:
 
 
 
 
 
 
Merchandise inventory
 
(79,345
)
 
(131,606
)
 
 
Other current assets
 
(29,150
)
 
(27,539
)
 
 
Accounts payable
 
123,886

 
143,038

 
 
Other current liabilities
 
54,415

 
63,217

 
 
Other long-term, net
 
6,333

 
7,948

 
 
Net cash provided by operating activities
 
469,080

 
413,988

 
 
 
 
 
 
 
Cash Flows From Investing Activities
 
 
 
 
Additions to property and equipment
 
(79,724
)
 
(106,928
)
Increase in restricted cash and investments
 
(44
)
 
(9
)
Purchases of investments
 

 
(718
)
Proceeds from investments
 

 
601

 
 
Net cash used in investing activities
 
(79,768
)
 
(107,054
)
 
 
 
 
 
 
 
Cash Flows From Financing Activities
 
 
 
 
Excess tax benefit from stock-based compensation
 
20,538

 
37,255

Issuance of common stock related to stock plans
 
5,500

 
7,036

Treasury stock purchased
 
(36,933
)
 
(61,977
)
Repurchase of common stock
 
(175,758
)
 
(175,757
)
Dividends paid
 
(54,236
)
 
(48,743
)
 
 
Net cash used in financing activities
 
(240,889
)
 
(242,186
)
 
 
 
 
 
 
 
Net increase in cash and cash equivalents
 
148,423

 
64,748

 
 
 
 
 
 
 
Cash and cash equivalents:
 
 
 
 
 
 
Beginning of period
 
761,602

 
696,608

 
 
End of period
 
$
910,025

 
$
761,356

 
 
 
 
 
 
 
Supplemental Cash Flow Disclosures
 
 
 
 
Interest paid
 
$
4,219

 
$
4,148

Income taxes paid
 
$
26,763

 
$
43,302

 
 
 
 
 
 
 

6