-----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, L2CInFM/UKHIbyS5Q9ZxiyIXzhwHT/bmOse8i8ZSE/4lWEuTII6+b9hC0OdzPXTx xRSBLeMQsw4y8donhPRKxg== 0000025354-97-000002.txt : 19970414 0000025354-97-000002.hdr.sgml : 19970414 ACCESSION NUMBER: 0000025354-97-000002 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19961105 ITEM INFORMATION: Other events FILED AS OF DATE: 19970411 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: CPI CORP CENTRAL INDEX KEY: 0000025354 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PERSONAL SERVICES [7200] IRS NUMBER: 431256674 STATE OF INCORPORATION: DE FISCAL YEAR END: 0203 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10204 FILM NUMBER: 97579184 BUSINESS ADDRESS: STREET 1: 1706 WASHINGTON AVE CITY: ST LOUIS STATE: MO ZIP: 63103-1790 BUSINESS PHONE: 3142311575 MAIL ADDRESS: STREET 1: 1706 WASHINGTON AVE CITY: ST LOUIS STATE: MO ZIP: 63103 8-K 1 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 4, 1997 CPI CORP. ________________________________________________________________ (exact name of registrant as specified in its charter) Delaware 0-11227 43-1256674 ________________________________________________________________ (State or other jurisdiction (Commission file (IRS Employer of incorporation) Number) Identification No.) 1706 Washington Avenue, St. Louis, Missouri 63103-1790 ________________________________________________________________ (Address of principal executive offices) (Zip code) Registrants's telephone number, including area code (314)231-1575 ________________________________________________________________ ________________________________________________________________ (Former name or former address, if changes since last report.) ITEM 5. OTHER EVENTS On April 4, 1997, CPI Corp. issued the following press release announcing the fourth quarter and fiscal 1996 results. CPI REPORTS FOURTH QUARTER AND FISCAL 1996 RESULTS - - Fourth-quarter and full-year sales reflect growth in Portrait Studio and Wall Decor segments. However, total company revenues were lower in both time periods, reflecting the sale of a majority interest of the Photofinishing division to Kodak. - - Portrait Studio earnings increase for the quarter, but decline for the year. - - Annual EPS from continuing operations of $1.06 vs. $1.26 in 1995; (1995 net EPS of $1.02 including discontinued operations). St. Louis, MO, April 4, 1997 -- CPI Corp. (NYSE-CPY) today reported FY 1996 results from continuing operations, with sales of $467.0 million compared with the prior year's $526.7 million. The lower revenues reflect the sale of a 51% interest in the company's Fox Photo, Inc. photofinishing division to Eastman Kodak Company in October 1996, with subsequent revenues of that business being reported by the joint venture. CPI's earnings from continuing operations were $14.4 million, or $1.06 per share, compared with $17.6 million in FY 1995, or $1.26 per share. The 1996 earnings included a gain, net of taxes, of $3.9 million, or $0.29 per share, from the sale of the interest in Fox Photo. Net earnings in the prior year, including discontinued operations, were $14.3 million, or $1.02 per share. While net earnings were approximately equal in both years, EPS were higher in 1996 because of 3.4% fewer weighted average shares outstanding due to the repurchase of 2.25 million shares in November 1996. The Portrait Studio and Wall Decor segments recorded fourth quarter sales gains of 8.3% and 5.1%, respectively. Total recorded revenues of $111.5 million as compared to the prior year's $150.0 million reflect the elimination of Photofinishing revenues. Earnings from continuing operations were essentially flat at $12.3 million. However, earnings per share -- because of 15.3% fewer weighted average shares outstanding -- were $1.03 in the fourth quarter of 1996 compared to $0.88 in 1995. Net earnings, including discontinued operations, were $9.6 million in 1995 compared to $12.3 million in 1996. Discussing the PORTRAIT STUDIO segment, Alyn V. Essman, chairman and chief executive officer, said, "We experienced increased customer traffic during the fourth quarter, resulting in moderate growth in sales and operating earnings. However, the increases were not enough to overcome the shortfalls sustained in the first three quarters. Portrait Studio sales for the full year increased to $289.8 million compared with $279.6 million, but due to higher operating expenses, the year's operating earnings declined to $35.7 million from the previous year's $42.6 million." Regarding the PHOTOFINISHING segment, Essman said, "Recorded revenues for the 35 weeks through October 4, 1996 consummation of the joint venture were $114.5 million compared with the full prior-year total of $188.4 million. Pre-venture operating earnings were $82,000, and CPI's minority share of the 17 weeks of post-venture operations was a loss of $485,000. In fiscal 1995, full-year earnings were $3.3 million. "Sales in the WALL DECOR segment for the year increased 6.7% to $62.7 million compared to $58.7 million, with growth mainly due to the opening of 12 new stores during the year. Operating earnings declined to $3.3 million from last year's $5.4 million, primarily due to lower same-store sales. In addition, operating earnings were impacted by the expenses of converting selected stores to an expanded custom framing format and the opening of new stores," he added. CPI is a consumer services company currently operating approximately 1,200 retail locations, including 1,032 Sears Portrait Studios in the U.S., Puerto Rico and Canada, and 156 Prints Plus wall decor locations. The Fox Photo joint venture operates 484 photofinishing locations. CONDENSED STATEMENTS OF EARNINGS - FOR THE 12 AND 52 WEEKS ENDED FEBRUARY 1, 1997 AND FEBRUARY 3, 1996 (in thousands except per share amounts - unaudited)
12 Weeks Ended 52 Weeks Ended --------------------- --------------------- 02/01/97 02/03/96 02/01/97 02/03/96 ---------- ---------- ---------- ---------- Net Sales: Portrait studios $ 90,186 $ 83,309 $ 289,840 $ 279,518 One-hour photofinishing - 46,472 114,518 188,408 Wall decor 21,305 20,265 62,676 58,725 ---------- ---------- ---------- ---------- Total net sales $ 111,491 $ 150,046 $ 467,034 $ 526,651 Operating earnings: Portrait studios $ 19,547 $ 18,793 $ 35,656 $ 42,612 One-hour photofinishing - 2,247 82 3,301 Wall decor 4,750 4,930 3,252 5,357 ---------- ---------- ---------- ---------- Total operating earnings 24,297 25,970 38,990 51,270 General corporate expense 4,198 6,223 18,618 19,598 ---------- ---------- ---------- ---------- Income from operations 20,099 19,747 20,372 31,672 Net interest expense 616 939 3,769 4,597 Minority interest in affiliate (55) - (485) - Gain - - 6,180 - Other income 21 258 501 563 ---------- ---------- ---------- ---------- Earnings from continuing operations before income taxes 19,449 19,066 22,799 27,638 Income tax expense 7,196 6,806 8,436 9,979 ---------- ---------- ---------- ---------- Net earnings from continuing operations 12,253 12,260 14,363 17,659 ---------- ---------- ---------- ---------- Losses from operations net of income tax benefits - (253) - (898) Loss on disposal net of income tax benefits of $1,372 - (2,428) - (2,428) ---------- ---------- ---------- ---------- Total losses from discontinued operations - (2,681) - (3,326) ---------- ---------- ---------- ---------- Net earnings $ 12,253 $ 9,579 $ 14,363 $ 14,333 ========== ========== ========== ==========
CONDENSED STATEMENTS OF EARNINGS - FOR THE 12 AND 52 WEEKS ENDED FEBRUARY 1, 1997 AND FEBRUARY 3, 1996 (in thousands except per share amounts - unaudited) (continued)
12 Weeks Ended 52 Weeks Ended -------------------- -------------------- 02/01/97 02/03/96 02/01/97 02/03/96 --------- --------- --------- --------- Earnings (loss) per common share: From continuing operations $ 1.03 $ 0.88 $ 1.06 $ 1.26 From discontinued operations - (0.19) - (0.24) ---------- ---------- ---------- ---------- Net earnings per common share $ 1.03 $ 0.69 $ 1.06 $ 1.02 ========== ========== ========== ========== Weighted average number of common and common equivalent shares outstanding 11,861 14,005 13,518 13,989 ========== ========== ========== ==========
CONDENSED BALANCE SHEETS - FOR FEBRUARY 1, 1997 AND FEBRUARY 3, 1996 (in thousands - unaudited)
FEBRUARY 1, FEBRUARY 3, 1997 1996 ----------- ----------- Assets Current assets: Cash and short-term investments $ 21,923 $ 8,331 Other current assets 41,762 64,494 Net property and equipment 130,762 167,944 Minority interest 48,105 - Net assets of business held for sale - 5,055 Other assets 4,168 54,664 ---------- ---------- Total assets $ 246,720 $ 300,488 ========== ========== Liabilities and stockholders' equity Current liabilities $ 50,847 $ 64,013 Long-term obligations 44,888 54,804 Other liabilities 11,460 7,503 Stockholders' equity 139,525 174,168 ---------- ---------- Total liabilities and stockholders' equity $ 246,720 $ 300,488 ========== ==========
SIGNATURE 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 thereunto duly authorized. CPI CORP. (Registrant) /s/ Barry Arthur ----------------------------- Barry Arthur Authorized Officer and Principal Financial Officer Dated: April 11, 1997 -----END PRIVACY-ENHANCED MESSAGE-----