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):
August 22, 2019

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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
 
Trading symbol
 
Name of each exchange on which registered
Common stock, par value $.01
 
ROST
 
Nasdaq Global Select Market
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o






Item 2.02 Results of Operations and Financial Condition.
On August 22, 2019, the Company issued a press release regarding the Company’s financial results for its fiscal quarter ended August 3, 2019. The full text of the Company’s press release is attached hereto as Exhibit 99.1.
The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), nor shall it be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.
(d)    Exhibits.
Exhibit
 No.

 
Description

99.1
 
 




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: August 22, 2019


ROSS STORES, INC.
Registrant


By: /s/Travis R. Marquette    
Travis R. Marquette
Group Senior Vice President and Chief Financial
Officer, and Principal Accounting Officer



Exhibit
    

Exhibit 99.1
http://api.tenkwizard.com/cgi/image?quest=1&rid=23&ipage=13076928&doc=3__________________________________________________________________


FOR IMMEDIATE RELEASE

Contact:
Travis Marquette
 
Connie Kao
 
 
Group Senior Vice President,
 
Vice President, Investor Relations
 
 
Chief Financial Officer
 
(925) 965-4668
 
 
(925) 965-4550
 
connie.kao@ros.com
 

ROSS STORES REPORTS SECOND QUARTER EARNINGS,
PROVIDES SECOND HALF 2019 GUIDANCE


Dublin, California, August 22, 2019 -- Ross Stores, Inc. (Nasdaq: ROST) today reported earnings per share for the second quarter ended August 3, 2019 of $1.14, up from $1.04 last year. Net earnings grew to $413 million, compared to $389 million in the prior year. Sales rose 6% to $4.0 billion, with comparable store sales up 3% on top of last year’s strongest quarterly comparison of 5%.

For the six months ended August 3, 2019, earnings per share were $2.29, up from $2.15 last year. Net earnings were $834 million versus $808 million in the first half of 2018. Sales for the first six months of 2019 rose 6% to $7.8 billion, with comparable store sales up 2% versus a 4% gain for the first half of 2018. Both the second quarter and year-to-date earnings results include an approximate $.02 per share benefit from favorable timing of expenses that are expected to reverse in the second half.
 
Barbara Rentler, Chief Executive Officer, commented, “We delivered respectable gains in both sales and earnings for the second quarter. While our Ladies business continued to trail the chain, trends in this important area showed some improvement during the period. Operating margin of 13.7% was better than expected, mainly due to favorable timing of expenses that are expected to reverse in the second half.”

Ms. Rentler continued, “During the second quarter and first six months of fiscal 2019, we repurchased 3.2 million and 6.6 million shares of common stock, respectively, for an aggregate price of $320 million in the quarter and $640 million year-to-date. As planned, we expect to buy back a total of $1.275 billion in common stock during fiscal 2019.”

  







Looking ahead, Ms. Rentler said, “Our sales outlook remains unchanged. We continue to forecast same store sales gains of 1% to 2% for both the third and fourth quarters. However, given the recent announcement of 10% tariffs on goods sourced from China, including apparel and footwear, we have updated our earnings guidance for the balance of the year.”

Ms. Rentler added, “If sales perform in line with this guidance, including a slight impact from the recently announced tariffs, earnings per share for the third quarter ending November 2, 2019 are forecasted to be $.92 to $.96, compared to $.91 a year ago. For the fourth quarter ending February 1, 2020, earnings per share are projected to be $1.20 to $1.25 versus $1.20 in the prior year. As a reminder, last year’s fourth quarter included a one-time per share benefit of $.07 related to the favorable resolution of a tax matter. Based on our first half results and second half guidance, earnings per share for fiscal year 2019 are now planned to be in the range of $4.41 to $4.50.”

The Company will host a conference call on Thursday, August 22, 2019 at 4:15 p.m. Eastern time to provide additional details concerning its second quarter results and management’s outlook for the remainder of the year. 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 #9991468 until 8:00 p.m. Eastern time on August 29, 2019, as well as on the Company’s website.


Forward-Looking Statements:  This press release contains forward-looking statements regarding expected sales, earnings levels, new store growth, 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,” “outlook,” “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 and 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 that may affect shopping patterns and consumer demand for seasonal apparel and other merchandise, and may result in temporary store closures and disruptions in deliveries of merchandise to our stores; potential information or 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; potential disruptions in our supply chain or information systems; issues involving the quality, safety, or authenticity of products we sell, which could harm our reputation, result in lost sales, and/or increase our costs; our ability to effectively manage our inventories, markdowns, and inventory shortage to achieve planned gross margin; changes in U.S. tax, tariff, or trade policy regarding apparel and home-related merchandise produced in other countries that could adversely affect our business; volatility in revenues and earnings; an adverse outcome in various legal, regulatory, or tax matters; a natural or man-made disaster in California or in another region where we have a concentration of stores, offices, or a distribution center; unexpected issues or costs from expanding in existing markets and entering new geographic markets; obtaining acceptable new store sites with favorable consumer demographics; damage to our corporate reputation or brands; effectively advertising and marketing our brands; issues from selling and importing merchandise produced in 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 2018, and Form 10-Q and Form 8-Ks for fiscal 2019. 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.


Ross Stores, Inc. is an S&P 500, Fortune 500, and Nasdaq 100 (ROST) company headquartered in Dublin, California, with fiscal 2018 revenues of $15.0 billion. As of August 3, 2019, the Company operates Ross Dress for Less® (“Ross”), the largest off-price apparel and home fashion chain in the United States with 1,523 locations in 39 states, the District of Columbia, and Guam. 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 249 dd’s DISCOUNTS® in 18 states 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.


* * * * *









Ross Stores, Inc.
Condensed Consolidated Statements of Earnings
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Six Months Ended
($000, except stores and per share data, unaudited)
 
 
August 3, 2019

 
August 4, 2018

 
August 3, 2019

 
August 4, 2018

 
 
 
 
 
 
 
 
 
 
 
 
Sales
 
 
$
3,979,869

 
$
3,737,926

 
$
7,776,511

 
$
7,326,545

 
 
 
 
 
 
 
 
 
 
 
 
Costs and Expenses
 
 
 
 
 
 
 
 
 
 
Cost of goods sold
 
 
2,843,850

 
2,666,983

 
5,545,518

 
5,189,202

 
Selling, general and administrative
 
 
591,970

 
554,581

 
1,150,220

 
1,079,004

 
Interest income, net
 
 
(4,782
)
 
(1,393
)
 
(10,417
)
 
(1,896
)
 
 
Total costs and expenses
 
 
3,431,038

 
3,220,171

 
6,685,321

 
6,266,310

 
 
 
 
 
 
 
 
 
 
 
 
Earnings before taxes
 
 
548,831

 
517,755

 
1,091,190

 
1,060,235

Provision for taxes on earnings
 
 
136,110

 
128,351

 
257,327

 
252,579

Net earnings
 
 
$
412,721

 
$
389,404

 
$
833,863

 
$
807,656

 
 
 
 
 
 
 
 
 
 
 
 
Earnings per share
 
 
 
 
 
 
 
 
 
 
Basic
 
 
$
1.15

 
$
1.05

 
$
2.31

 
$
2.17

 
Diluted
 
 
$
1.14

 
$
1.04

 
$
2.29

 
$
2.15

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average shares outstanding (000)
 
 
 
 
 
 
 
 
 
 
Basic
 
 
359,794

 
371,031

 
361,439

 
372,414

 
Diluted
 
 
362,074

 
373,717

 
364,007

 
375,336

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Stores open at end of period
 
 
1,772

 
1,680

 
1,772

 
1,680

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 






Ross Stores, Inc.
Condensed Consolidated Balance Sheets
 
 
 
 
 
 
 
 
 
 
 
 
 
 
($000, unaudited)
 
August 3, 2019

 
August 4, 2018

Assets
 
 
 
 
 
 
 
 
 
 
 
Current Assets
 
 
 
 
 
Cash and cash equivalents
 
$
1,382,025

 
$
1,386,935

 
Accounts receivable
 
130,439

 
121,508

 
Merchandise inventory
 
1,835,869

 
1,698,390

 
Prepaid expenses and other
 
167,585

 
172,822

 
 
Total current assets
 
3,515,918

 
3,379,655

 
 
 
 
 
 
 
Property and equipment, net
 
2,505,040

 
2,384,301

Operating lease assets
 
2,932,199

 

Other long-term assets
 
198,790

 
199,800

Total assets
 
$
9,151,947

 
$
5,963,756

 
 
 
 
 
 
 
Liabilities and Stockholders’ Equity
 
 
 
 
 
 
 
 
 
 
 
Current Liabilities
 
 
 
 
 
Accounts payable
 
$
1,359,829

 
$
1,184,422

 
Accrued expenses and other
 
474,273

 
427,875

 
Current operating lease liabilities
 
549,841

 

 
Accrued payroll and benefits
 
295,465

 
280,861

 
Current portion of long-term debt
 

 
84,989

 
 
Total current liabilities
 
2,679,408

 
1,978,147

 
 
 
 
 
 
 
Long-term debt
 
312,665

 
312,217

Non-current operating lease liabilities

 
2,496,230

 

Other long-term liabilities
 
227,842

 
374,587

Deferred income taxes
 
139,538

 
114,195

 
 
 
 
 
 
 
Commitments and contingencies
 
 
 
 
 
 
 
 
 
 
 
Stockholders’ Equity
 
3,296,264

 
3,184,610

Total liabilities and stockholders’ equity
 
$
9,151,947

 
$
5,963,756

 
 
 
 
 
 
 






Ross Stores, Inc.
Condensed Consolidated Statements of Cash Flows
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended
($000, unaudited)
 
August 3, 2019

 
August 4, 2018

 
 
 
 
 
 
 
Cash Flows From Operating Activities
 
 
 
 
Net earnings
 
$
833,863

 
$
807,656

Adjustments to reconcile net earnings to net cash
 
 
 
 
provided by operating activities:
 
 
 
 
 
Depreciation and amortization
 
166,898

 
162,403

 
Stock-based compensation
 
44,613

 
47,580

 
Deferred income taxes
 
21,868

 
21,664

 
Change in assets and liabilities:
 
 
 
 
 
 
Merchandise inventory
 
(85,427
)
 
(56,654
)
 
 
Other current assets
 
(55,309
)
 
(64,754
)
 
 
Accounts payable
 
187,050

 
122,008

 
 
Other current liabilities
 
(8,529
)
 
(29,348
)
 
 
Income taxes
 
(31,193
)
 
(1,619
)
 
 
Operating lease assets and liabilities, net
 
8,276

 

 
 
Other long-term, net
 
1,353

 
5,248

 
 
Net cash provided by operating activities
 
1,083,463

 
1,014,184

 
 
 
 
 
 
 
Cash Flows From Investing Activities
 
 
 
 
Additions to property and equipment
 
(250,314
)
 
(178,635
)
Proceeds from investments
 
517

 
505

 
 
Net cash used in investing activities
 
(249,797
)
 
(178,130
)
 
 
 
 
 
 
 
Cash Flows From Financing Activities
 
 
 
 
Issuance of common stock related to stock plans
 
10,906

 
9,817

Treasury stock purchased
 
(52,349
)
 
(51,061
)
Repurchase of common stock
 
(640,259
)
 
(528,580
)
Dividends paid
 
(186,642
)
 
(169,971
)
 
 
Net cash used in financing activities
 
(868,344
)
 
(739,795
)
 
 
 
 
 
 
 
Net (decrease) increase in cash, cash equivalents, and restricted cash and cash equivalents
 
(34,678
)
 
96,259

 
 
 
 
 
 
 
Cash, cash equivalents, and restricted cash and cash equivalents:
 
 
 
 
 
 
Beginning of period
 
1,478,079

 
1,353,272

 
 
End of period
 
$
1,443,401

 
$
1,449,531

 
 
 
 
 
 
 
Reconciliations:
 
 
 
 
Cash and cash equivalents
 
$
1,382,025

 
$
1,386,935

Restricted cash and cash equivalents included in prepaid expenses and other
 
11,048

 
8,961

Restricted cash and cash equivalents included in other long-term assets
 
50,328

 
53,635

Total cash, cash equivalents, and restricted cash and cash equivalents:

 
$
1,443,401

 
$
1,449,531

 
 
 
 
 
Supplemental Cash Flow Disclosures
 
 
 
 
Interest paid
 
$
6,341

 
$
9,053

Income taxes paid
 
$
266,653

 
$
232,528