-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, PtoRk0upOm2kpUtyV5+Ivk5nGiYOkBpwMwXIDz/aRXQRCVHG+/EHD3uBAC1iPZtf 5YCPrMrCqUdEs2H0jNpv3A== 0000950116-05-001422.txt : 20050420 0000950116-05-001422.hdr.sgml : 20050420 20050420163503 ACCESSION NUMBER: 0000950116-05-001422 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050419 ITEM INFORMATION: Entry into a Material Definitive Agreement ITEM INFORMATION: Results of Operations and Financial Condition FILED AS OF DATE: 20050420 DATE AS OF CHANGE: 20050420 FILER: COMPANY DATA: COMPANY CONFORMED NAME: A.C. Moore Arts & Crafts, Inc. CENTRAL INDEX KEY: 0001042809 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-HOBBY, TOY & GAME SHOPS [5945] IRS NUMBER: 223527763 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23157 FILM NUMBER: 05762308 BUSINESS ADDRESS: STREET 1: 130 A.C. MOORE DRIVE CITY: BERLIN STATE: NJ ZIP: 08009 BUSINESS PHONE: (856) 768-4930 MAIL ADDRESS: STREET 1: 130 A.C. MOORE DRIVE CITY: BERLIN STATE: NJ ZIP: 08009 FORMER COMPANY: FORMER CONFORMED NAME: A C MOORE ARTS & CRAFTS INC DATE OF NAME CHANGE: 19970722 8-K 1 eight-k.txt EIGHT-K.TXT 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) April 19, 2005 -------------- A.C. Moore Arts & Crafts, Inc. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter)
Pennsylvania 000-23157 22-3527763 - -------------------------------------------------------------------------------------------------------------------------------- (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.) 130 A.C. Moore Drive, Berlin, NJ 08009 - ------------------------------------------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (856) 768-4930 -------------- Not Applicable - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) 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 1.01 ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT. On April 19, 2005, the Compensation Committee of the Board of Directors of A.C. Moore Arts & Crafts, Inc. (the "Company") approved the 2005 Bonus Plan, which is not set forth in a written agreement, for certain management-level employees, including the executive officers who were named in the Summary Compensation Table of the Company's 2004 Proxy Statement and who are expected to be named in the Summary Compensation Table of the Company's 2005 Proxy Statement. Under the 2005 Bonus Plan, if the Company achieves certain pre-tax profit targets approved by the Compensation Committee, the Company will pay bonuses to eligible participants at pre-determined amounts which increase as the Company's pre-tax profit increases. The amounts paid to eligible participants vary based upon that participant's job responsibility. The pre-tax profit targets approved by the Compensation Committee are based on the Company's pre-tax profit before any potential impact from the expensing of stock-based compensation as a result of FASB Statement No. 123(R). ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION. On April 20, 2005, the Company issued a press release. A copy of the press release is furnished as Exhibit 99.1 to this Current Report. 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. A.C. MOORE ARTS & CRAFTS, INC. Date: April 20, 2005 By: /s/ Leslie H. Gordon ------------------------------------- Name: Leslie H. Gordon Title: Executive Vice President and Chief Financial Officer EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 Press release dated April 20, 2005. EX-99 2 ex99-1.txt EX99-1.TXT Exhibit 99.1 A.C. Moore [GRAPHIC OMITTED] General Office o Distribution Center - ------------------------------------------------------------------------------- 130 A.C. Moore Drive o Berlin, NJ 08009 PHONE: (856) 768-4930 o FAX: (856) 753-4723 FOR: FROM: A.C. Moore Arts & Crafts, Inc. Gregory FCA Communications, Inc. Leslie Gordon For More Information Contact: Chief Financial Officer Joe Crivelli (856) 768-4930 (610) 642-8253 FOR IMMEDIATE RELEASE - --------------------- A.C. MOORE REPORTS FIRST QUARTER EARNINGS OF $0.06 PER SHARE BERLIN, NEW JERSEY, APRIL 20, 2005 - A.C. Moore Arts & Crafts, Inc. (Nasdaq: ACMR) sales for the first quarter ended March 31, 2005 grew to $122.9 million, an increase of 10.2% over sales of $111.5 million during the first quarter of 2004. Same store sales decreased by 1.6%. Net income for the quarter was $1,252,000 or $0.06 per fully diluted share versus last year's net income of $1,228,000 or $0.06 per share. Jack Parker, Chief Executive Officer, stated, "Although we were disappointed with our comp store sales results and our flat net income performance, we are optimistic for the remainder of the year as we did see positive results in the 21 stores where conditions were consistent with the prior year. We are confident in our merchandising plans as well as with the improvements we are seeing in our distribution processes and productivity. This allows us to re-affirm our earnings forecast for the year of $1.06 to $1.09 per share." A. C. Moore will host a conference call today, Wednesday, April 20, 2005 at 5:00 PM Eastern Daylight time to discuss these financial results in detail. To participate, please call 973-409-9254. If you are unable to access the live call, please dial 973-341-3080 and enter pin number 5937368 to access the taped digital replay. The replay will be available at approximately 7:00 PM on April 20th and will remain available until Wednesday, April 27th at 11:59 PM Eastern Daylight Time. A simultaneous webcast of the conference call may be accessed at http://www.acmoore.com. Go to "Investor Relations" and click on "Corporate Profile." To listen to the live call, please go to the web site at least fifteen minutes early to register, download and install any necessary audio software. An archive of the conference call will be available approximately two hours after the conference call ends and will remain available on the company's website until April 20, 2006. A. C. Moore operates arts and crafts stores that offer a vast assortment of traditional and contemporary arts and crafts merchandise for a wide range of customers. The Company operates 96 stores on the eastern United States. For more information about the Company, visit our website at www.acmoore.com. # # # This press release contains statements that are forward-looking within the meaning of applicable federal securities laws and are based on A.C. Moore's current expectations and assumptions as of this date. The Company undertakes no obligation to update or revise any forward-looking statement whether the result of new developments or otherwise. These statements are subject to a number of risks and uncertainties that could cause actual results to differ materially from those anticipated. Factors that could cause actual results to differ from those anticipated include, but are not limited to, the impact of the adoption of EITF Issue 02-16, the impact of the adoption of FAS 123R, customer demand and trends in the arts and crafts industry, related inventory risks due to shifts in customer demand, the effect of economic conditions, the impact of adverse weather conditions, the impact of competitors' locations or pricing, the availability of acceptable real estate locations for new stores, difficulties with respect to new system technologies, supply constraints or difficulties, the effectiveness of advertising strategies, the impact of the threat of terrorist attacks and war, the uncertainty of the final resolution of the insurance claim relating to the roof collapse, our ability to maintain an effective system of internal control over financial reporting, and other risks detailed in the Company's Securities and Exchange Commission filings. A.C. MOORE ARTS & CRAFTS, INC. CONSOLIDATED STATEMENT OF INCOME (DOLLARS IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED)
Three months ended March 31 ------------------------------- 2005 2004 ----------- ----------- Net sales $ 122,879 $ 111,469 Cost of sales 74,751 69,539 ----------- ----------- Gross Margin 48,128 41,930 Selling, general and administrative expenses 45,844 39,464 Store pre-opening expenses 161 588 ----------- ----------- Income from operations 2,123 1,878 Net interest expense (income) 61 (120) ----------- ----------- Income before income taxes 2,062 1,998 Provision for income taxes 810 770 ----------- ----------- Net income $ 1,252 $ 1,228 =========== =========== Basic net income per share $ 0.06 $ 0.06 =========== =========== Diluted net income per share $ 0.06 $ 0.06 =========== =========== Weighted average shares outstanding 19,669,262 19,370,097 =========== =========== Weighted average shares outstanding plus impact of stock options 20,208,789 20,043,225 =========== ===========
A.C. MOORE ARTS & CRAFTS, INC. CONSOLIDATED BALANCE SHEETS (DOLLARS IN THOUSANDS) (UNAUDITED)
March 31, ------------------------------- 2005 2004 --------- --------- ASSETS Current assets: Cash and cash equivalents $ 30,028 $ 35,701 Marketable securities 17,835 7,525 Inventories 145,525 124,624 Prepaid expenses and other current assets 9,601 3,368 --------- --------- 202,989 171,218 Marketable securities - 6,299 Property and equipment, net 81,716 63,107 Other assets 1,131 1,807 --------- --------- $ 285,836 $ 242,431 ========= ========= LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Current portion of long-term debt $ 2,571 $ 255 Trade accounts payable 36,822 35,281 Other current liabilities 9,581 15,472 --------- --------- 48,974 51,008 --------- --------- Long-term liabilities: Long-term debt 26,143 10,000 Deferred tax liability 8,311 3,992 Accrued lease liability 14,446 10,617 --------- --------- 48,900 24,609 --------- --------- 97,874 75,617 --------- --------- Shareholders' Equity 187,962 166,814 --------- --------- $ 285,836 $ 242,431 ========= =========
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