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
25, 2019
PIER 1 IMPORTS, INC.
(Exact
Name of Registrant as Specified in its Charter)
|
DELAWARE |
001-07832 |
75-1729843 |
|
(State or Other Jurisdiction of |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
|
100 Pier 1 Place Fort Worth, Texas |
76102 |
|
(Address of Principal Executive Offices) |
(Zip Code) |
Registrant’s Telephone Number, Including Area Code: 817-252-8000
N/A
(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))
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 ☐
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. ☐
Item 7.01 Regulation FD Disclosure.
On April 25, 2019, Pier 1 Imports, Inc. (the “Company”) issued a press release in response to commentary included in the recent Research Update Report from S&P Global Ratings. The press release notes that the Company has developed an action plan that it believes will provide sufficient liquidity to implement the strategic initiatives that are part of its new fiscal 2020 plan and that the Company is not in default under any of its debt agreements, which do not contain any financial performance covenants. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information in this Current Report on Form 8-K, including Exhibit
99.1 attached hereto, is deemed to be “furnished” and shall not be
deemed “filed” for purposes of Section 18 of the Securities Exchange Act
of 1934, as amended (the “Exchange Act”) or otherwise subject to the
liabilities of that section, nor shall it be deemed incorporated by
reference in any filing under the Securities Act of 1933, as amended, or
the Exchange Act, except as shall be expressly set forth by specific
reference in such filing.
Item 9.01 Financial Statements and Exhibits.
|
(d) |
Exhibits. |
||
|
|
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.
|
PIER 1 IMPORTS, INC. |
||||
|
|
|
|||
| Date: |
April 25, 2019 |
By: |
/s/ Robert E. Bostrom |
|
|
|
Robert E. Bostrom, Executive Vice President, Chief Legal |
|||
Exhibit 99.1
Pier 1 Comments on S&P Global Ratings Report
FORT WORTH, Texas--(BUSINESS WIRE)--April 25, 2019--Pier 1 Imports, Inc. (NYSE:PIR) today issued the following statement in response to the recent report from S&P Global Ratings (“S&P”):
We want to clarify and confirm Pier 1’s liquidity position, as described during the Company’s earnings call on April 17, 2019. Pier 1 has developed an action plan that the Company believes will provide sufficient liquidity to implement the strategic initiatives that are part of its new fiscal 2020 plan.
The Company is not in default under any of its debt agreements, and those agreements do not contain any financial performance covenants. The term loan that S&P says Pier 1 ‘could face challenges in refinancing’ is not due for two years. As of March 2, 2019 — the end of fiscal 2019 — Pier 1 had $55 million of cash and short-term investments, $191 million outstanding under its term loan, $50 million of borrowings under its FILO tranche and an undrawn revolving credit facility.
We have acknowledged the execution issues under the prior management’s “New Day” plan and have since put in place a capable senior leadership team to develop and implement a new fiscal 2020 plan to reset and rebuild our business. Our plan takes into consideration that it will take time for a recovery of topline sales and is instead designed to drive benefits of approximately $100-$110 million from both cost reductions and gross margin improvement in the current fiscal year. This includes approximately $70-$80 million of selling, general and administrative expense savings opportunity for fiscal 2020, reflecting an expected annual run-rate of approximately $95-$105 million. After reinvesting in the business, the Company believes it will be positioned to recapture approximately $30-$40 million of net income and $45-$55 million of EBITDA in fiscal year 2020.
While Pier 1 regularly engages with all of its stakeholders, the Company is not currently contemplating nor discussing any debt exchange. We remain confident our fiscal 2020 action plan will create the runway to return Pier 1 to long-term health and sustainable financial performance.
Financial Disclosure Advisory
Except for historical information contained herein, the statements in this press release or otherwise made by our management in connection with the subject matter of this press release are forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995) and involve risks and uncertainties and are subject to change based on various important factors. This press release includes forward-looking statements that are based on management’s current estimates or expectations of future events or future results. These statements are not historical in nature and can generally be identified by such words as “believe,” “expect,” “estimate,” “anticipate,” “plan,” “may,” “will,” “intend” and similar expressions. Management’s expectations and assumptions regarding future results are subject to risks, uncertainties and other factors that could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements included in this press release. These risks and uncertainties include, but are not limited to: the impact of the organizational redesign of the Company’s corporate workforce; the impact of initiatives implemented in connection with the Company’s multi-year “New Day” strategic plan, particularly with respect to changes in the initiatives supporting the New Day plan and actions intended to return the Company to profitable growth; the impact of initiatives connected with the appointment of the Company's interim chief executive officer; fiscal 2020 action plans and expense reduction initiatives; the results of the evaluation of strategic alternatives and the terms, value and timing of any transaction resulting from that process, or the failure of any such transaction to occur; the effectiveness of the Company’s marketing campaigns, merchandising and promotional strategies and customer databases; consumer spending patterns; inventory levels and values; the Company's ability to increase cash flows to support its operating activities; the effectiveness of the Company's relationships with, and operations of, its key suppliers; the Company’s ability to implement planned cost control measures and reductions in capital expenditures; risks related to U.S. import policy, particularly with regard to the impact of tariffs on goods imported from China and strategies undertaken to mitigate such impact; changes in foreign currency values relative to the U.S. dollar; the Company's ability to identify a successor chief executive officer and chief financial officer and retain its senior management team; and the Company's ability to comply with the continued listing criteria of the NYSE, and risks arising from the potential suspension of trading of the Company's common stock on that exchange. These and other factors that could cause results to differ materially from those described in the forward-looking statements contained in this press release can be found in the Company’s Annual Report on Form 10-K, its Quarterly Report on Form 10-Q for the quarterly period ended December 1, 2018 and in other filings with the SEC. Refer to the Company’s most recent SEC filings for any updates concerning these and other risks and uncertainties that may affect the Company’s operations and performance. Undue reliance should not be placed on forward-looking statements, which are only current as of the date they are made. The Company assumes no obligation to update or revise its forward-looking statements, except as may be required by applicable law.
About Pier 1
Founded with a single store in 1962, Pier 1 is a leading omnichannel retailer of unique home décor and accessories. The company’s products are available through more than 970 Pier 1 stores in the U.S. and Canada and online at pier1.com. For more information or to find the nearest store, please visit pier1.com.
CONTACT:
Christine Greany
The Blueshirt Group
(858) 523-1732
christine@blueshirtgroup.com