8-K

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)     June 12, 2013

Culp, Inc.

(Exact Name of Registrant as Specified in its Charter)

North Carolina	1-12597	56-1001967
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

1823 Eastchester Drive

        High Point, North Carolina  27265

(Address of Principal Executive Offices)

(Zip Code)

(336) 889-5161

(Registrant’s Telephone Number, Including Area Code)

Not Applicable

(Former name or address, if changed from 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):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

INDEX

	Page
Item 2.02 – Results of Operations and Financial Condition	3
Item 9.01(d) - Exhibits	4
Signature	5
Exhibits	6

2

This report and the exhibits attached hereto contain “forward-looking statements” within the meaning of the federal securities laws, including the Private Securities Litigation Reform Act of 1995 (Section 27A of the Securities Act of 1933 and Section 27A of the Securities and Exchange Act of 1934).  Such statements are inherently subject to risks and uncertainties.  Further, forward looking statements are intended to speak only as of the date on which they are made, and we disclaim any duty to update such statements.  Forward-looking statements are statements that include projections, expectations or beliefs about future events or results or otherwise are not statements of historical fact.  Such statements are often but not always characterized by qualifying words such as “expect,” “believe,” “estimate,” “plan” and “project” and their derivatives, and include but are not limited to statements about expectations for our future operations, production levels, sales, gross profit margins, operating income, SG&A or other expenses, earnings, cash flow, and other performance measures, as well as any statements regarding future economic or industry trends or future developments. Factors that could influence the matters discussed in such statements include the level of housing starts and sales of existing homes, consumer confidence, trends in disposable income, and general economic conditions.  Decreases in these economic indicators could have a negative effect on our business and prospects.  Likewise, increases in interest rates, particularly home mortgage rates, and increases in consumer debt or the general rate of inflation, could affect us adversely. Changes in consumer tastes or preferences toward products not produced by us could erode demand for our products. Changes in the value of the U.S. dollar versus other currencies could affect our financial results because a significant portion of our operations are located outside the United States. Strengthening of the U.S. dollar against other currencies could make our products less competitive on the basis of price in markets outside the United States, and strengthening of currencies in Canada and China can have a negative impact on our sales of products produced in those places. Also, economic and political instability in international areas could affect our operations or sources of goods in those areas, as well as demand for our products in international markets. Further information about these factors, as well as other factors that could affect our future operations or financial results and the matters discussed in forward-looking statements, are included in Item 1A “Risk Factors” section in our Form 10-K filed with the Securities and Exchange Commission on July 12, 2012 for the fiscal year ended April 29, 2012.

Item 2.02 – Results of Operations and Financial Condition

On June 12, 2013, we issued a news release to announce our financial results for the fourth quarter and the year ended April 28, 2013.  The news release is attached hereto as Exhibit 99(a).

Also on June 12, 2013, we released a Financial Information Release containing additional financial information and disclosures about our fourth quarter and the year ended April 28, 2013.  The Financial Information Release is attached hereto as Exhibit 99(b).

The news release and Financial Information Release contain disclosures about free cash flow, a non-GAAP liquidity measure that we define as net cash provided by operating activities, less cash capital expenditures and payments on life insurance policies, plus any proceeds from sales of fixed assets and life insurance policies, plus excess tax benefits related to stock-based compensation, and plus or minus the effects of exchange rate changes on cash and cash equivalents.  Details of these calculations and a reconciliation to information from our GAAP financial statements is set forth in the Financial Information Release.  Management believes the disclosure of free cash flow provides useful information to investors because it measures our available cash flow for potential debt repayment, stock repurchases, dividends, and additions to cash and cash equivalents.  We note, however, that not all of the company’s free cash flow is available for discretionary spending, as we have mandatory debt payments and other cash requirements that must be deducted from our cash available for future use.  In operating our business, management uses free cash flow to make decisions about what commitments of cash to make for operations, such as capital expenditures (and financing arrangements for these expenditures), purchases of inventory or supplies, SG&A expenditure levels, compensation, and other commitments of cash, while still allowing for adequate cash to meet known future commitments for cash, such as debt repayment, and also for making decisions about dividend payments and share repurchases.

The news release and Financial Information Release contain disclosures about return on capital, both for the entire company and for individual business segments.  We define return on capital as operating income (on an annualized basis if at a point other than the end of the fiscal year) divided by average capital employed.  Operating income excludes certain non-recurring charges, and average capital employed is calculated over rolling two – five fiscal periods, depending on which quarter is being presented.  Details of these calculations and a reconciliation to information from our GAAP financial statements is set forth in the Financial Information Release.  We believe return on capital is an accepted measure of earnings efficiency in relation to capital employed, but it is a non-GAAP performance measure that is not defined or calculated in the same manner by all companies.  This measure should not be considered in isolation or as an alternative to net income or other performance measures, but we believe it provides useful information to investors by comparing the operating income we produce to the asset base used to generate that income.  Also, annualized operating income does not necessarily indicate results that would be expected for the full fiscal year.  We note that, particularly for return on capital measured at the segment level, not all assets and expenses are allocated to our operating segments, and there are assets and expenses at the corporate (unallocated) level that may provide support to a segment’s operations and yet are not included in the assets and expenses used to calculate that segment’s return on capital.  Thus, the average return on capital for the company’s segments will generally be different from the company’s overall return on capital.  Management uses return on capital to evaluate the company’s earnings efficiency and the relative performance of its segments.

3

The news release and Financial Information Release contain disclosures about our consolidated adjusted effective income tax rate, which is a non-GAAP liquidity measure that represents our estimated cash expenditures for income taxes.  The consolidated adjusted effective income tax rate is calculated by eliminating the non-cash items that affect our GAAP income tax expense, including adjustments to valuation allowances for deferred tax assets, reductions in income taxes due to net operating loss (NOL) carry forwards, and non-cash foreign income tax expenses.  Currently we do not pay income taxes in the U.S. due to NOL carryforward amounts, and thus the consolidated adjusted effective income tax rate represents income tax expense for our subsidiaries located in China and Canada. A reconciliation of our consolidated adjusted effective income tax rate to our consolidated effective GAAP income tax rate is set forth in the Financial Information Release.  We believe this information is useful to investors because it demonstrates the amount of cash, as a percentage of income before income taxes, expected to be required to fund our income tax liabilities incurred for the periods reported.  Our consolidated income tax expense on a GAAP basis can vary widely over different reporting periods due to the effects of non-cash items, and we believe the calculation of our consolidated adjusted effective tax rate is helpful in comparing financial reporting periods and the amount of income tax liability that we are or will be required to pay to taxing authorities in cash. We also note that, because the consolidated adjusted effective income tax rate used to calculate adjusted net income is based on annualized amounts and estimates, adjusted net income for any quarter or year-to-date period does not necessarily indicate results that could be expected for the full fiscal year. In addition, non-cash reductions in our U.S. NOL carryforwards are based on pre-tax losses in prior periods and will not be available to reduce taxes on current earnings once the NOL carryforward amounts are utilized.  Management uses the consolidated adjusted effective income rate to analyze the effect that income tax expenditures are likely to have on cash balances and overall liquidity.

The news release and Financial Information Release contains disclosures about our adjusted net income, which is a non-GAAP performance measure that incorporates the consolidated adjusted effective income tax rate discussed in the preceding paragraph.  Adjusted net income is calculated by multiplying the consolidated adjusted effective income tax rate by the amount of income before income taxes shown on our income statement.  Because the consolidated adjusted effective income tax rate eliminates non-cash items that affect our GAAP income tax expense, adjusted net income is intended to demonstrate the amount of net income that would be generated by our operations if only the cash portions of our income tax expense are deducted from income before income taxes.  As noted above, our consolidated income tax expense on a GAAP basis can vary widely over different reporting periods due to the effect of non-cash items, and we believe the calculation of adjusted net income is useful to investors because it eliminates these items and aids in the analysis of comparable financial periods by reflecting the amount of earnings available after the deduction of tax liabilities that are paid in cash.  Adjusted net income should not be viewed in isolation by investors and should not be used as a substitute for net income calculated in accordance with GAAP.  We also note that, because the consolidated adjusted effective income tax rate used to calculate adjusted net income is based on annualized amounts and estimates, adjusted net income for any quarter or year-to-date period does not necessarily indicate results that could be expected for the full fiscal year.  In addition, the limitations on the usefulness of consolidated adjusted effective income tax rates described in the preceding paragraph also apply to the usefulness of adjusted net income, since consolidated adjusted effective income tax rates are used to calculate adjusted net income.  Management uses adjusted net income to help it analyze the company’s earnings and performance after taking certain tax matters into account when comparing comparable quarterly and year-to-date periods.

Item 9.01 (d) -- Exhibits

99(a) News Release dated June 12, 2013

99(b) Financial Information Release dated June 12, 2013

4

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.

		CULP, INC.
		(Registrant)
	By:	/s/ Kenneth R. Bowling
		Chief Financial Officer
		(principal financial officer)
	By:	/s/ Thomas B. Gallagher, Jr.
		Corporate Controller
		(principal accounting officer)
Dated:  June 12, 2013

5

EXHIBIT INDEX

Exhibit Number	Exhibit
99(a)	News Release dated June 12, 2013
99(b)	Financial Information Release dated June 12, 2013

6

EX-99.(A)

Exhibit 99(a)

Investor Contact:	Kenneth R. Bowling	Media Contact:	Teresa A. Huffman
	Chief Financial Officer		Vice President, Human Resources
	336-881-5630		336-889-5161

CULP ANNOUNCES RESULTS FOR FOURTH QUARTER AND FISCAL 2013

Board of Directors Authorizes a 33 Percent Increase

in the Quarterly Cash Dividend to $0.04 Per Share

HIGH POINT, N.C. (June 12, 2013) ─ Culp, Inc. (NYSE: CFI) today reported financial and operating results for the fourth quarter and fiscal year ended April 28, 2013.

Fiscal 2013 Full Year Highlights

■ Net sales were $268.8 million, up 5.6 percent from fiscal 2012, with mattress fabrics segment sales up 5.8 percent and upholstery fabrics segment sales up 5.4 percent over the prior year.

■ Pre-tax income was $20.3 million, the highest level in 15 years, up 43 percent from $14.2 million in fiscal 2012.

■ Adjusted net income (non-GAAP) was $17.4 million, or $1.40 per diluted share, compared with $11.6 million, or $0.90 per diluted share, for the prior year period.

■ Net income (GAAP) was $18.3 million, or $1.47 per diluted share, compared with net income of $13.3 million, or $1.03 per diluted share, last year.  Net income included a $2.0 million income tax expense, while net income for the previous year included a $902,000 income tax expense.

■ Return on capital was 29 percent, the highest level since the company went public in 1983, compared with 22 percent in fiscal 2012.

■ Free cash flow was $13.1 million, up from $6.6 million in fiscal 2012, after investing $11.0 million in working capital and capital expenditures.  Cash flow from operations was $17.1 million, up from $12.0 million for the prior year.

■ The company returned $12.6 million to shareholders, which equals approximately $1.00 per share, in the form of $7.6 million in cash dividends and $5.0 million in share repurchases.

■ The company’s financial position remained strong with cash and cash equivalents and short term investments of $28.8 million and total debt of $7.2 million as of April 28, 2013, a net cash position of $21.6 million.  This compares to a net cash position of $21.0 million at the end of fiscal 2012.

Fiscal 2013 Fourth Quarter Highlights:

■ Net sales were $70.4 million, down 7.0 percent, with mattress fabric sales down 5.9 percent and upholstery fabric sales down 8.6 percent, compared with an exceptionally strong fourth quarter last year.

■ Pre-tax income was $5.9 million, compared with $5.5 million in the fourth quarter of fiscal 2012.

■ Adjusted net income (non-GAAP) was $5.0 million, or $0.41 per diluted share, for the current quarter, compared with $4.5 million, or $0.35 per diluted share, for the prior year period.  (Adjusted net income is calculated using estimated cash income tax expense.  See the reconciliation to net income on page 7).

■ Net income (GAAP) was $3.7 million, or $0.30 per diluted share, compared with net income of $3.4 million, or $0.27 per diluted share, in the prior year period.

■ The company has increased its quarterly cash dividend by 33 percent from $0.03 to $0.04 per share, commencing in the first quarter of fiscal 2014.

■ The projection for first quarter fiscal 2014 is for overall sales to be in the range of three percent lower to two percent higher, compared with the previous year’s first quarter.  Pre-tax income for the first quarter of fiscal 2014 is expected to be in the range of $4.9 million to $5.6 million.  Pre-tax income for the first quarter of fiscal 2013 was $5.4 million.

■ The company expects fiscal 2014 to be another solid year for free cash flow.

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CFI Announces Results for Fourth Quarter and Fiscal 2013

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June 12, 2013

Overview

For the fourth quarter ended April 28, 2013, net sales were $70.4 million, compared with $75.7 million a year ago.  The company reported net income of $3.7 million, or $0.30 per diluted share, for the fourth quarter of fiscal 2013, compared with net income of $3.4 million, or $0.27 per diluted share, for the fourth quarter of fiscal 2012.

Given the volatility in the income tax area during fiscal 2013 and previous years, the company is also reporting adjusted net income (non-GAAP), which is calculated using estimated cash income tax expense for its foreign subsidiaries.  The company currently does not incur cash income tax expense in the U.S., nor does it expect to for a number of years, due to approximately $50.7 million in U.S. net operating loss carryforwards.  For the fourth quarter of fiscal 2013, adjusted net income was $5.0 million, or $0.41 per diluted share, compared with $4.5 million, or $0.35 per diluted share, for the fourth quarter of fiscal 2012.  On a pre-tax basis, the company reported income of $5.9 million compared with pre-tax income of $5.5 million for the fourth quarter of fiscal 2012. (A presentation of adjusted net income and reconciliation to net income is set forth on page 7).

Net sales for fiscal 2013 were $268.8 million, up 5.6 percent, compared with net sales of $254.4 million in fiscal 2012.  Net income for fiscal 2013 was $18.3 million, or $1.47 per diluted share, compared with $13.3 million, or $1.03 per diluted share, in fiscal 2012.  Net income for fiscal 2013 included an income tax expense of 2.0 million, while net income for fiscal 2012 included an income tax expense of $902,000.  Adjusted net income for fiscal 2013 was $17.4 million, or $1.40 per diluted share, compared with $11.6 million, or $0.90 per diluted share, in fiscal 2012.  On a pre-tax basis, the company reported income of $20.3 million for fiscal 2013, compared with pre-tax income of $14.2 million in fiscal 2012.

Commenting on the results, Frank Saxon, president and chief executive officer of Culp, Inc., said, “Rob Culp and I are very pleased to report one of the best years in the company’s history.  Sales were up six percent and pre-tax profits increased 43 percent to $20.3 million, the highest level since 1998.  Both of our businesses performed well.  Notably, we improved our return on capital from 22 percent to 29 percent, the highest level since the company went public in 1983, and generated $13.1 million in free cash flow, up from $6.6 million for the previous year. Looking ahead, we expect another solid year of free cash flow in fiscal 2014.

“We are especially excited about the outstanding progress we are making in product innovation and creativity.  These efforts have made a significant contribution to our sales and profit performance for the year, with an increasing percentage of our sales coming from new product introductions.  We compete in a product and fashion-driven business that is always changing.  As a result, our ability to sustain excellence in creating innovative fabrics season after season is a key driver to our long-term success.

“In addition, with our strong free cash flow, we were also very pleased to have returned $12.6 million to shareholders this past year through dividends and share repurchases.  Today, we also announced a 33 percent increase in our quarterly cash dividend from $0.03 to $0.04 per share, commencing the first quarter of fiscal 2014.  Our consistent financial performance, improved cash flow and strong balance sheet have allowed us to make this decision and we believe this action further demonstrates both our confidence in Culp’s future and our commitment to building shareholder value.  Importantly, we also have the financial strength to pursue our growth strategy and make strategic investments in our businesses in the years ahead,” said Saxon.

Mattress Fabrics Segment

Mattress fabric sales for the fourth quarter were $40.8 million, compared with $43.4 million for the fourth quarter of fiscal 2012.  For the year, mattress fabric sales were $154.0 million, up 5.8 percent compared with $145.5 million in fiscal 2012.

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CFI Announces Results for Fourth Quarter and Fiscal 2013

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June 12, 2013

“Our mattress fabrics business had a solid performance in the fourth quarter of fiscal 2013,” said Iv Culp, president of Culp’s mattress fabrics division.  “As expected, our sales for the quarter were lower than the same period last year; however, our results were in line with industry demand, which was exceptionally strong a year ago.  Overall, we demonstrated a very consistent performance throughout the year with improved sales and higher profitability over fiscal 2012.  Notably, fiscal 2013 marked the highest annual sales level for this division in company history.  These results reflect our focus on product innovation and the ability to maximize the efficiencies and flexibility of our manufacturing platform.  We have continued to make strategic investments in our business and enhance our reactive capacity to offer a full complement of the latest technologies, design expertise, production capabilities and exceptional service.

“Our success over the past year reflects our ability to respond to the needs of our customers and changing demand trends,” Culp added.  “The higher-end mattress segment has continued to demonstrate the strongest growth, as consumer trends indicate a greater number of purchases of better bedding with more of a tailored and upholstery-type look. Additionally, we are continually developing high-value products for all segments of the bedding industry, as we are keenly aware of volume opportunities.  Our state-of-the-art manufacturing platform has us well positioned to meet this demand, and our innovative designs have been well received in the marketplace with strong product placements in the fourth quarter with key customers.

“We are also making meaningful progress with respect to our latest business venture, Culp-Lava, which further extends our vertical market reach with the capability to produce and market mattress covers.  We are pleased with the favorable operating synergies and sales contribution to date from our Stokesdale, North Carolina, manufacturing facility, as we have focused on the specialized training and development necessary to establish this new venture.  As we continue to gradually add capacity, we believe Culp is well positioned to capitalize on meeting demand for the fast growing specialty bedding sector of the mattress industry.  We are very excited about the potential growth opportunities for this operation as we continue to enhance Culp’s leadership position in the bedding industry,” Culp concluded.

Upholstery Fabrics Segment

Sales for this segment were $29.6 million for the fourth quarter, compared with sales of $32.3 million in the fourth quarter of fiscal 2012.  As expected, fourth quarter sales and production schedules were affected by the Chinese New Year holiday, which fell entirely in the fourth quarter of fiscal 2013 compared with occurring mostly in the third quarter of fiscal 2012.  For the year, upholstery fabric sales totaled $114.8 million, a 5.4 percent increase compared with $108.9 million in fiscal 2012.  This marks four consecutive years of sales growth.

“We are pleased with the performance of our upholstery fabrics business in fiscal 2013,” noted Saxon.  “The higher annual sales and improved profitability primarily reflect a positive response to our innovative designs and diverse product offering.  We have been especially pleased with the success of our newest product introductions with favorable product placements.  We also benefitted from a less volatile market environment in fiscal 2013 as raw material prices stabilized, and we did not experience the same currency fluctuations as in the previous year.  While the overall economy has still presented some challenges for consumers, the housing market is starting to gain traction, which should have a positive influence on demand for the furniture industry.

“China produced fabrics have continued to be the key driver of our sales and accounted for approximately 90 percent of upholstery fabric sales this year.  With our 100 percent-owned and scalable China platform, we are well positioned to provide our growing global customer base with a wide variety of innovative products along with outstanding quality and delivery performance.  We have significant manufacturing flexibility, creative design capabilities, and a strong commitment to customer service - all important advantages that allow us to more effectively meet the demand of a global marketplace.”

Saxon continued, “We are encouraged with the stable sales level and steady progress with key customers we have made with respect to Culp Europe, especially in the face of a weak European business climate.  In spite of these ongoing challenges, we remain optimistic about the long-term opportunities for Culp Europe.”

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CFI Announces Results for Fourth Quarter and Fiscal 2013

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June 12, 2013

Balance Sheet and Free Cash Flow

“Maintaining a strong financial position and generating free cash flow have continued to be top priorities for Culp in fiscal 2013,” added Saxon.  During the year, we achieved $13.1 million in free cash flow, after spending $11.0 million in capital expenditures and working capital.  “As of April 28, 2013, we reported $28.8 million in cash and cash equivalents and short-term investments, compared with $31.0 million at the end of fiscal 2012.  Notably, we were able to maintain this strong cash position after the payment of $7.6 million in dividends, $5.0 million in share repurchases, and $2.8 million in debt payments.  Importantly, over the last two fiscal years, the company has repurchased a total of 1.1 million shares, or 8.5 percent of its outstanding shares, for $10.4 million at an average price of $9.23 per share.  Total debt at the end of fiscal 2013 was $7.2 million, down from $10.0 million at the end of fiscal 2012.  (Total debt includes long-term debt plus current maturities of long-term debt and our line of credit).  Our next scheduled $2.2 million principal payment is due August 2013, with two remaining annual $2.2 million payments due August 2014 and 2015.”

Increase in Quarterly Cash Dividend Payment

The company also announced that its Board of Directors has approved a 33 percent increase in payment of a quarterly cash dividend from $0.03 to $0.04 per share, commencing the first quarter of fiscal 2014.  The dividend will be paid on July 15, 2013, to shareholders of record as of the close of business on July 1, 2013.  Future dividend payments are subject to Board approval and may be adjusted at the Board’s discretion as business needs or market conditions change.

Outlook

Commenting on the outlook for the first quarter of fiscal 2014, Saxon remarked, “We expect to build on the momentum of our performance in fiscal 2013 with a solid first quarter; however, we have a tough year-over-year comparison with an exceptionally strong first quarter of fiscal 2013 due to higher industry demand.

“Overall sales are expected to be in the range of three percent lower to two percent higher, compared with the first quarter of fiscal 2013.

“We expect sales in our mattress fabrics business to be comparable to the same period a year ago.  Operating income and margins in this segment are expected to be flat to slightly lower compared with the same period a year ago.

“In our upholstery fabrics business, we expect sales to be slightly down compared to the previous year’s first quarter results.  We believe the upholstery fabric segment’s operating income and margins will be slightly lower than the same quarter of last year.

“Considering these factors, the company expects to report pre-tax income for the first quarter of fiscal 2014 in the range of $4.9 million to $5.6 million.  Pre-tax income for last year’s first quarter was $5.4 million.

In closing, Saxon remarked, “Throughout fiscal 2013, Culp has continued to build upon our strong competitive position in both businesses and deliver excellent financial results.  Furthermore, we believe we have a proven business model that will allow us to grow our businesses, especially as the economy recovers.  We have continued to meet the changing style demands of our customers with a commitment to product innovation and design creativity, and the support of a scalable global manufacturing platform and strong financial position.  As such, Culp is well positioned for further growth as the housing market continues to show signs of a sustained recovery and consumers gain more confidence.  We are fortunate to have a talented and dedicated team of long-term associates located throughout the world, and we are very excited about the opportunities before us as we look ahead to fiscal 2014 and beyond.”

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CFI Announces Results for Fourth Quarter and Fiscal 2013

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June 12, 2013

About the Company

Culp, Inc. is one of the world's largest marketers of mattress fabrics for bedding and upholstery fabrics for furniture.  The company markets a variety of innovative fabrics to its global customer base of leading bedding and furniture companies, including fabrics produced at Culp’s manufacturing facilities and fabrics sourced from other suppliers.  Culp has operations located in the United States, Canada, China and Poland.

This release contains “forward-looking statements” within the meaning of the federal securities laws, including the Private Securities Litigation Reform Act of 1995 (Section 27A of the Securities Act of 1933 and Section 27A of the Securities and Exchange Act of 1934).  Such statements are inherently subject to risks and uncertainties.  Further, forward looking statements are intended to speak only as of the date on which they are made, and we disclaim any duty to update such statements.  Forward-looking statements are statements that include projections, expectations or beliefs about future events or results or otherwise are not statements of historical fact.  Such statements are often but not always characterized by qualifying words such as “expect,” “believe,” “estimate,” “plan” and “project” and their derivatives, and include but are not limited to statements about expectations for our future operations, production levels, sales, gross profit margins, operating income, SG&A or other expenses, earnings, cash flow and other performance measures, as well as any statements regarding future economic or industry trends or future developments. Factors that could influence the matters discussed in such statements include the level of housing starts and sales of existing homes, consumer confidence, trends in disposable income, and general economic conditions.  Decreases in these economic indicators could have a negative effect on our business and prospects.  Likewise, increases in interest rates, particularly home mortgage rates, and increases in consumer debt or the general rate of inflation, could affect us adversely. Changes in consumer tastes or preferences toward products not produced by us could erode demand for our products. Changes in the value of the U.S. dollar versus other currencies could affect our financial results because a significant portion of our operations are located outside the United States. Strengthening of the U.S. dollar against other currencies could make our products less competitive on the basis of price in markets outside the United States, and strengthening of currencies in Canada and China can have a negative impact on our sales of products produced in those places. Also, economic and political instability in international areas could affect our operations or sources of goods in those areas, as well as demand for our products in international markets. Further information about these factors, as well as other factors that could affect our future operations or financial results and the matters discussed in forward-looking statements, are included in Item 1A “Risk Factors” section in our Form 10-K filed with the Securities and Exchange Commission on July 12, 2012 for the fiscal year ended April 29, 2012.

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CFI Announces Results for Fourth Quarter and Fiscal 2013

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June 12, 2013

CULP, INC.

Condensed Financial Highlights

(Unaudited)

	Three Months Ended				Fiscal Year Ended
	April 28, 2013		April 29, 2012		April 28, 2013		April 29, 2012
Net sales	$	70,375,000	$	75,711,000	$	268,814,000	$	254,443,000
Income before income taxes	$	5,863,000	$	5,494,000	$	20,289,000	$	14,198,000
Net income	$	3,702,000	$	3,423,000	$	18,317,000	$	13,296,000
Net income per share:
Basic	$	0.31	$	0.27	$	1.50	$	1.05
Diluted	$	0.30	$	0.27	$	1.47	$	1.03
Adjusted net income	$	5,030,000	$	4,478,000	$	17,408,000	$	11,571,000
Adjusted net income per share
Basic	$	0.42	$	0.36	$	1.42	$	0.91
Diluted	$	0.41	$	0.35	$	1.40	$	0.90
Average shares outstanding:
Basic		12,102,000		12,513,000		12,235,000		12,711,000
Diluted		12,323,000		12,695,000		12,450,000		12,866,000

Presentation of Adjusted Net Income and Adjusted Income Taxes (1)

	Three Months Ended				Fiscal Year Ended
	April 28,		April 29,		April 28,		April 29,
	2013		2012		2013		2012
Income before income taxes	$	5,863,000	$	5,494,000	$	20,289,000	$	14,198,000
Adjusted income taxes (2)	$	833,000	$	1,016,000	$	2,881,000	$	2,627,000
Adjusted net income	$	5,030,000	$	4,478,000	$	17,408,000	$	11,571,000

(1)	Culp, Inc. currently does not incur cash income tax expense in the U.S. due to its $50.7 million in net operating loss carryforwards.  Adjusted net income is calculated using only estimated cash income tax expense for the company’s subsidiaries in Canada and China.
(2)	Represents estimated cash income tax expense for the company’s subsidiaries in Canada and China, calculated with a consolidated adjusted effective income tax rate of 14.2% for fiscal 2013 and 18.5% for fiscal 2012.

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CFI Announces Results for Fourth Quarter and Fiscal 2013

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June 12, 2013

Consolidated Adjusted Effective Income Tax Rate, Net Income and Earnings Per Share

For the Twelve Months Ended April 28, 2013, and April 29, 2012

(Unaudited)

(Amounts in Thousands)

		TWELVE MONTHS ENDED
		Amounts
		April 28,	April 29,
		2013	2012
Consolidated Effective GAAP Income Tax Rate	(1)	9.7%	6.4%
Reduction of U.S. Valuation Allowance		59.7%	26.1%
Undistributed Earnings from Foreign Subsidiaries		(34.6)%	-
Non-Cash U.S. Income Tax Expense		(19.3)%	(13.8)%
Non-Cash Foreign Income Tax Expense		(1.3)%	(0.2)%
Consolidated Adjusted Effective Income Tax Rate	(2)	14.2%	18.5%

	THREE MONTHS ENDED
	As reported					April 28, 2013		As reported					April 29, 2012
	April 28,					Proforma Net		April 29,					Proforma Net
	2013		Adjustments			of Adjustments		2012		Adjustments			of Adjustments
Income before income taxes	$	5,863				$	5,863	$	5,494				$	5,494
Income taxes (3)		2,161	$	(1,328	)		833		2,071	$	(1,055	)		1,016
Net income	$	3,702	$	1,328		$	5,030	$	3,423	$	1,055		$	4,478
Net income per share-basic	$	0.31	$	(0.11	)	$	0.42	$	0.27	$	(0.08	)	$	0.36
Net income per share-diluted	$	0.30	$	(0.11	)	$	0.41	$	0.27	$	(0.08	)	$	0.35
Average shares outstanding-basic		12,102		12,102			12,102		12,513		12,513			12,513
Average shares outstanding-diluted		12,323		12,323			12,323		12,695		12,695			12,695
	TWELVE MONTHS ENDED
	As reported					April 28, 2013		As reported					April 29, 2012
	April 28,					Proforma Net		April 29,					Proforma Net
	2013		Adjustments			of Adjustments		2012		Adjustments			of Adjustments
Income before income taxes	$	20,289				$	20,289	$	14,198				$	14,198
Income taxes (3)		1,972	$	909			2,881		902	$	1,725			2,627
Net income	$	18,317	$	(909	)	$	17,408	$	13,296	$	(1,725	)	$	11,571
Net income per share-basic	$	1.50	$	0.07		$	1.42	$	1.05	$	0.14		$	0.91
Net income per share-diluted	$	1.47	$	0.07		$	1.40	$	1.03	$	0.13		$	0.90
Average shares outstanding-basic		12,235		12,235			12,235		12,711		12,711			12,711
Average shares outstanding-diluted		12,450		12,450			12,450		12,866		12,866			12,866

(1)	Calculated by dividing consolidated income tax expense by consolidated income before income taxes.
(2)	Represents estimated cash income tax expense for our subsidiaries located in Canada and China divided by consolidated income before income taxes.
(3)	Proforma taxes calculated using the Consolidated Adjusted Effective Income Tax Rate as reflected above.

-END-

EX-99.(B)

Exhibit 99(b)

Page 1 of 9

CULP, INC. FINANCIAL INFORMATION RELEASE

CONSOLIDATED STATEMENTS OF NET INCOME

FOR THE THREE MONTHS ENDED APRIL 28, 2013 AND APRIL 29, 2012

(UNAUDITED)

(Amounts in Thousands, Except for Per Share Data)

	THREE MONTHS ENDED
	Amounts										Percent of Sales
	April 28,			April 29,			% Over				April 28,				April 29,
	2013			2012			(Under)				2013				2012
Net sales	$	70,375			75,711			(7.0	)	%		100.0		%		100.0		%
Cost of sales		57,527			62,013			(7.2	)	%		81.7		%		81.9		%
Gross profit		12,848			13,698			(6.2	)	%		18.3		%		18.1		%
Selling, general and
administrative expenses		6,772			8,031			(15.7	)	%		9.6		%		10.6		%
Income from operations		6,076			5,667			7.2		%		8.6		%		7.5		%
Interest expense		140			190			(26.3	)	%		0.2		%		0.3		%
Interest income		(90	)		(121	)		(25.6	)	%		(0.1	)	%		(0.2	)	%
Other expense		163			104			56.7		%		0.2		%		0.1		%
Income before income taxes		5,863			5,494			6.7		%		8.3		%		7.3		%
Income taxes*		2,161			2,071			4.3		%		36.9		%		37.7		%
Net income	$	3,702			3,423			8.2		%		5.3		%		4.5		%
Net income per share-basic	$	0.31		$	0.27			14.8		%
Net income per share-diluted	$	0.30		$	0.27			11.1		%
Average shares outstanding-basic		12,102			12,513			(3.3	)	%
Average shares outstanding-diluted		12,323			12,695			(2.9	)	%

PRESENTATION OF ADJUSTED NET INCOME, ADJUSTED INCOME TAXES  AND EARNINGS PER SHARE (1)

	THREE MONTHS ENDED
	Amounts								Percent of Sales
	April 28,		April 29,		% Over				April 28,			April 29,
	2013		2012		(Under)				2013			2012
Income before income taxes (see above)	$	5,863		5,494		6.7		%		8.3	%		7.3	%
Adjusted Income taxes (2)*		833		1,016		(18.0	)	%		14.2	%		18.5	%
Adjusted net income		5,030		4,478		12.3		%		7.1	%		5.9	%
Adjusted net income per share-basic	$	0.42	$	0.36		16.7		%
Adjusted net income per share-diluted	$	0.41	$	0.35		17.1		%
Average shares outstanding-basic		12,102		12,513		(3.3	)	%
Average shares outstanding-diluted		12,323		12,695		(2.9	)	%

(1) Culp, Inc. currently does not incur cash income tax expense in the US due to its $50.7 million in net operating loss carryforwards.  Therefore,

adjusted net income is calculated using only income tax expense for our subsidiaries located in Canada and China.  See reconciliation on

page 9 of 9.

(2) Represents estimated income tax expense for our subsidiaries located in Canada and China.  See reconciliation on page 9 of 9.

 * Percent of sales column for income taxes is calculated as a % of income before income taxes.

Page 2 of 9

CULP, INC. FINANCIAL INFORMATION RELEASE
CONSOLIDATED STATEMENTS OF NET INCOME
FOR THE TWELVE MONTHS ENDED APRIL 28, 2013 AND APRIL 29, 2012
(UNAUDITED)
(Amounts in Thousands, Except for Per Share Data)
	TWELVE MONTHS ENDED
	Amounts										Percent of Sales
	April 28,			April 29,			% Over				April 28,				April 29,
	2013			2012			(Under)				2013				2012
Net sales	$	268,814			254,443			5.6		%		100.0		%		100.0	%
Cost of sales		219,284			214,711			2.1		%		81.6		%		84.4	%
Gross profit		49,530			39,732			24.7		%		18.4		%		15.6	%
Selling, general and
administrative expenses		28,445			25,026			13.7		%		10.6		%		9.8	%
Income from operations		21,085			14,706			43.4		%		7.8		%		5.8	%
Interest expense		632			780			(19.0	)	%		0.2		%		0.3	%
Interest income		(419	)		(508	)		(17.5	)	%		(0.2	)	%		(0.2	) %
Other expense		583			236			147.0		%		0.2		%		0.1	%
Income before income taxes		20,289			14,198			42.9		%		7.5		%		5.6	%
Income taxes*		1,972			902			118.6		%		9.7		%		6.4	%
Net income	$	18,317			13,296			37.8		%		6.8		%		5.2	%
Net income per share-basic	$	1.50		$	1.05			42.9		%
Net income per share-diluted	$	1.47		$	1.03			42.7		%
Average shares outstanding-basic		12,235			12,711			(3.7	)	%
Average shares outstanding-diluted		12,450			12,866			(3.2	)	%
PRESENTATION OF ADJUSTED NET INCOME, ADJUSTED INCOME TAXES AND EARNINGS PER SHARE (1)
	TWELVE MONTHS ENDED
	Amounts										Percent of Sales
	April 28,			April 29,			% Over				April 28,				April 29,
		2013			2012		(Under)					2013				2012
Income before income taxes (see above)	$	20,289			14,198			42.9		%		7.5	%			5.6	%
Adjusted Income taxes (2)*		2,881			2,627			9.7		%		14.2	%			18.5	%
Adjusted net income		17,408			11,571			50.4		%		6.5	%			4.5	%
Adjusted net income per share-basic	$	1.42		$	0.91			56.0		%
Adjusted net income per share-diluted	$	1.40		$	0.90			55.6		%
Average shares outstanding-basic		12,235			12,711			(3.7	)	%
Average shares outstanding-diluted		12,450			12,866			(3.2	)	%
(1) Culp, Inc. currently does not incur cash income tax expense in the US due to its $50.7 million in net operating loss carryforwards. Therefore,
adjusted net income is calculated using only income tax expense for our subsidiaries located in Canada and China. See reconciliation on
page 9 of 9.
(2) Represents estimated income tax expense for our subsidiaries located in Canada and China. See reconciliation on page 9 of 9.
* Percent of sales column for income taxes is calculated as a % of income before income taxes.

Page 3 of 9

CULP, INC. FINANCIAL INFORMATION RELEASE
CONSOLIDATED BALANCE SHEETS
APRIL 28, 2013 AND April 29, 2012
Unaudited
(Amounts in Thousands)
	Amounts				Increase
	Aprl 28,		* April 29,		(Decrease)
	2013		2012		Dollars			Percent
Current assets
Cash and cash equivalents	$	23,530	$	25,023		(1,493	)		(6.0	) %
Short-term investments		5,286		5,941		(655	)		(11.0	) %
Accounts receivable		23,392		25,055		(1,663	)		(6.6	) %
Inventories		38,418		36,373		2,045			5.6	%
Deferred income taxes		7,709		2,467		5,242			212.5	%
Assets held for sale		-		15		(15	)		(100.0	) %
Income taxes receivable		318		-		318			100.0	%
Other current assets		2,093		1,989		104			5.2	%
Total current assets		100,746		96,863		3,883			4.0	%
Property, plant and equipment, net		30,594		31,279		(685	)		(2.2	) %
Goodwill		11,462		11,462		-			0.0	%
Deferred income taxes		753		3,205		(2,452	)		(76.5	) %
Other assets		1,151		1,907		(756	)		(39.6	) %
Total assets	$	144,706	$	144,716		(10	)		(0.0	) %
Current liabilities
Current maturities of long-term debt	$	2,200	$	2,404		(204	)		(8.5	) %
Line of credit		561		889		(328	)		(36.9	) %
Accounts payable - trade		22,357		30,663		(8,306	)		(27.1	) %
Accounts payable - capital expenditures		225		169		56			33.1	%
Accrued expenses		11,829		9,321		2,508			26.9	%
Accrued restructuring		-		40		(40	)		(100.0	) %
Income taxes payable - current		285		642		(357	)		(55.6	) %
Total current liabilities		37,457		44,128		(6,671	)		(15.1	) %
Income taxes payable - long-term		4,191		4,164		27			0.6	%
Deferred income taxes		3,075		705		2,370			336.2	%
Long-term debt , less current maturities		4,400		6,719		(2,319	)		(34.5	) %
Total liabilities		49,123		55,716		(6,593	)		(11.8	) %
Shareholders' equity		95,583		89,000		6,583			7.4	%
Total liabilities and
shareholders' equity	$	144,706	$	144,716		(10	)		(0.0	) %
Shares outstanding		12,225		12,703		(478	)		(3.8	) %
* Derived from audited financial statements

Page 4 of 9

CULP, INC. FINANCIAL INFORMATION RELEASE

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE TWELVE MONTHS ENDED APRIL 28, 2013 AND APRIL 29, 2012

Unaudited

(Amounts in Thousands)

		TWELVE MONTHS ENDED
		Amounts
		April 28,			April 29,
		2013			2012
Cash flows from operating activities:
	Net income	$	18,317			13,296
	Adjustments to reconcile net income to net cash
	provided by operating activities:
	Depreciation		5,115			4,865
	Amortization of other assets		235			243
	Stock-based compensation		562			349
	Deferred income taxes		(344	)		(1,682	)
	Gain on sale of equipment		-			(168	)
	Excess tax benefits related to stock-based compensation		(76	)		(64	)
	Foreign currency exchange losses (gains)		222			(215	)
	Changes in assets and liabilities:
	Accounts receivable		1,667			(4,792	)
	Inventories		(1,979	)		(7,497	)
	Other current assets		(49	)		395
	Other assets		(176	)		(61	)
	Accounts payable		(8,384	)		5,426
	Accrued expenses		2,531			1,710
	Accrued restructuring		(40	)		(4	)
	Income taxes		(526	)		202
	Net cash provided by operating activities		17,075			12,003
Cash flows from investing activities:
	Capital expenditures		(4,400	)		(5,890	)
	Purchase of short-term investments		(105	)		(4,797	)
	Proceeds from the sale of short-term investments		795			6,707
	Proceeds from life insurance policies		716			-
	Payments on life insurance policies		(19	)		-
	Proceeds from the sale of equipment		-			299
	Net cash used in investing activities		(3,013	)		(3,681	)
Cash flows from financing activities:
	Proceeds from lines of credit		1,000			6,323
	Payments on lines of credit		(1,325	)		(5,500	)
	Payments on long-term debt		(2,515	)		(2,404	)
	Debt issuance costs		-			(37	)
	Excess tax benefits related to stock-based compensation		76			64
	Repurchase of common stock		(5,022	)		(5,384	)
	Dividends paid		(7,593	)		-
	Proceeds from common stock issued		205			318
	Net cash used in financing activities		(15,174	)		(6,620	)
Effect of exchange rate changes on cash and cash equivalents			(381	)		140
(Decrease) increase in cash and cash equivalents			(1,493	)		1,842
Cash and cash equivalents at beginning of period			25,023			23,181
Cash and cash equivalents at end of period		$	23,530			25,023
Free Cash Flow (1)		$	13,067			6,616
(1)  Free Cash Flow reconciliation is as follows:
		FY 2013			FY 2012
A)	Net cash provided by operating activities	$	17,075			12,003
B)	Minus:  Capital Expenditures		(4,400	)		(5,890	)
C)	Add:     Proceeds from the sale of equipment		-			299
D)	Add:     Proceeds from life insurance policies		716			-
E)	Minus:  Payments on life insurance policies		(19	)		-
F)	Add:     Excess tax benefits related to stock-based compensation		76			64
G)	Effects of exchange rate changes on cash and cash equivalents		(381	)		140
		$	13,067			6,616

Page 5 of 9

CULP, INC. FINANCIAL INFORMATION RELEASE
STATEMENTS OF OPERATIONS BY SEGMENT
FOR THE THREE MONTHS ENDED APRIL 28, 2013 AND APRIL 29, 2012
(Unaudited)
(Amounts in thousands)
	THREE MONTHS ENDED
	Amounts									Percent of Total Sales
	April 28,			April 29,			% Over			April 28,			April 29,
Net Sales by Segment	2013			2012			(Under)			2013			2012
Mattress Fabrics	$	40,839			43,389			(5.9	) %		58.0	%		57.3	%
Upholstery Fabrics		29,536			32,322			(8.6	) %		42.0	%		42.7	%
Net Sales	$	70,375			75,711			(7.0	) %		100.0	%		100.0	%
Gross Profit by Segment										Gross Profit Margin
Mattress Fabrics	$	7,837			8,645			(9.3	) %		19.2	%		19.9	%
Upholstery Fabrics		5,011			5,053			(0.8	) %		17.0	%		15.6	%
Gross Profit	$	12,848			13,698			(6.2	) %		18.3	%		18.1	%
Selling, General and Administrative expenses by Segment											Percent of Sales
Mattress Fabrics	$	2,449			2,967			(17.5	) %		6.0	%		6.8	%
Upholstery Fabrics		3,173			3,267			(2.9	) %		10.7	%		10.1	%
Unallocated Corporate expenses		1,150			1,797			(36.0	) %		1.6	%		2.4	%
Selling, General and Administrative expenses		6,772			8,031			(15.7	) %		9.6	%		10.6	%
Operating Income (loss)  by Segment										Operating Income (Loss) Margin
Mattress Fabrics	$	5,388			5,678			(5.1	) %		13.2	%		13.1	%
Upholstery Fabrics		1,838			1,786			2.9	%		6.2	%		5.5	%
Unallocated corporate expenses		(1,150	)		(1,797	)		(36.0	) %		(1.6)	%		(2.4	) %
Operating income		6,076			5,667			7.2	%		8.6	%		7.5	%
Depreciation expense by Segment
Mattress Fabrics	$	1,143			1,112			2.8	%
Upholstery Fabrics		154			152			1.3	%
Depreciation expense		1,297			1,264			2.6	%

Page 6 of 9

CULP, INC. FINANCIAL INFORMATION RELEASE

STATEMENTS OF OPERATIONS BY SEGMENT

FOR THE TWELVE MONTHS ENDED APRIL 28, 2013 AND April 29, 2012

        (Unaudited)

           (Amounts in thousands)

	TWELVE MONTHS ENDED
	Amounts										Percent of Total Sales
	April 28,			April 29,				% Over			April 28,			April 29,
Net Sales by Segment	2013			2012				(Under)			2013			2012
Mattress Fabrics	$	154,014			145,519				5.8	%		57.3	%		57.2	%
Upholstery Fabrics		114,800			108,924				5.4	%		42.7	%		42.8	%
Net Sales	$	268,814			254,443				5.6	%		100.0	%		100.0	%
Gross Profit by Segment											Gross Profit Margin
Mattress Fabrics	$	29,546			24,825				19.0	%		19.2	%		17.1	%
Upholstery Fabrics		19,984			14,984				33.4	%		17.4	%		13.8	%
Subtotal		49,530			39,809				24.4	%		18.4	%		15.6	%
Other non-recurring charges		-			(77	)	(1)		(100.0	) %		0.0	%		(0.0	) %
Gross Profit		49,530			39,732				24.7	%		18.4	%		15.6	%
Selling, General and Administrative expenses  by Segment											Percent of Sales
Mattress Fabrics	$	9,646			9,061				6.5	%		6.3	%		6.2	%
Upholstery Fabrics		13,031			11,453				13.8	%		11.4	%		10.5	%
Unallocated Corporate expenses		5,768			4,512				27.8	%		2.1	%		1.8	%
Selling, General and Administrative Expenses		28,445			25,026				13.7	%		10.6	%		9.8	%
Operating Income (loss)  by Segment											Operating Income (Loss) Margin
Mattress Fabrics	$	19,900			15,764				26.2	%		12.9	%		10.8	%
Upholstery Fabrics		6,953			3,531				96.9	%		6.1	%		3.2	%
Unallocated corporate expenses		(5,768	)		(4,512	)			27.8	%		(2.1	) %		(1.8	) %
Subtotal		21,085			14,783				42.6	%		7.8	%		5.8	%
Other non-recurring charges		-			(77	)	(1)		(100.0	) %		0.0	%		(0.0	) %
Operating Income	$	21,085			14,706				43.4	%		7.8	%		5.8	%
Return on Capital (2)
Mattress Fabrics		35.6	%		29.4	%
Upholstery Fabrics		40.4	%		25.7	%
Unallocated Corporate		N/A			N/A
Consolidated		29.4	%		21.9	%
Capital Employed (3)
Mattress Fabrics		57,950			53,910				7.5	%
Upholstery Fabrics		17,313			14,518				19.3	%
Unallocated Corporate		(2,564	)		(541	)			N/A
Consolidated		72,699			67,887				7.1	%
Depreciation expense by Segment
Mattress Fabrics	$	4,487			4,275				5.0	%
Upholstery Fabrics		628			590				6.4	%
Depreciation expense		5,115			4,865				5.1	%
Notes:
(1) The $77 represents employee termination benefits associated with our Anderson, SC plant facility.
(2) See pages 7 and 8 of this financial information release for calculations.
(3) The capital employed balances are as of April 28, 2013 and April 29, 2012

Page 7 of 9

	CULP, INC. FINANCIAL INFORMATION RELEASE
	RETURN ON CAPITAL EMPLOYED BY SEGMENT
	FOR THE TWELVE MONTHS ENDED APRIL 28, 2013
	(Amounts in Thousands)
	(Unaudited)
	Operating Income
	Twelve Months			Average			Return on
	Ended			Capital			Avg. Capital
	April 28, 2013 (1)			Employed (3)			Employed (2)
Mattress Fabrics	$	19,900		$	55,947			35.6	%
Upholstery Fabrics		6,953			17,200			40.4	%
(less: Unallocated Corporate)		(5,768	)		(1,524	)		N/A
Total	$	21,085		$	71,623			29.4	%

Average Capital Employed	As of the three Months Ended April 28, 2013												As of the three Months Ended January 27, 2013												As of the three Months Ended October 28, 2012
	Mattress			Upholstery			Unallocated						Mattress			Upholstery			Unallocated						Mattress			Upholstery			Unallocated
	Fabrics			Fabrics			Corporate			Total			Fabrics			Fabrics			Corporate			Total			Fabrics			Fabrics			Corporate			Total
Total assets		73,954			30,995			39,757			144,706			74,794			33,773			35,230			143,797			74,342			27,240			40,861			142,443
Total liabilities		(16,004	)		(13,682	)		(19,437	)		(49,123	)		(18,824	)		(15,299	)		(17,708	)		(51,831	)		(19,240	)		(10,512	)		(17,303	)		(47,055	)
Subtotal	$	57,950		$	17,313		$	20,320		$	95,583		$	55,970		$	18,474		$	17,522		$	91,966		$	55,102		$	16,728		$	23,558		$	95,388
Less:
Cash and cash equivalents		-			-			(23,530	)		(23,530	)		-			-			(19,489	)		(19,489	)		-			-			(23,464	)		(23,464	)
Short-term investments		-			-			(5,286	)		(5,286	)		-			-			(5,237	)		(5,237	)		-			-			(5,241	)		(5,241	)
Deferred income taxes - current		-			-			(7,709	)		(7,709	)		-			-			(4,098	)		(4,098	)		-			-			(4,470	)		(4,470	)
Income taxes receivable		-			-			(318	)		(318	)		-			-			-			-			-			-			-			-
Deferred income taxes - non-current		-			-			(753	)		(753	)		-			-			(4,172	)		(4,172	)		-			-			(4,738	)		(4,738	)
Current maturities of long-term debt		-			-			2,200			2,200			-			-			2,366			2,366			-			-			2,401			2,401
Line of credit		-			-			561			561			-			-			576			576			-			-			875			875
Income taxes payable - current		-			-			285			285			-			-			395			395			-			-			385			385
Income taxes payable - long-term		-			-			4,191			4,191			-			-			4,195			4,195			-			-			4,188			4,188
Deferred income taxes - non-current		-			-			3,075			3,075			-			-			856			856			-			-			856			856
Long-term debt, less current maturities		-			-			4,400			4,400			-			-			4,400			4,400			-			-			4,416			4,416
Total Capital Employed	$	57,950		$	17,313		$	(2,564	)	$	72,699		$	55,970		$	18,474		$	(2,686	)	$	71,758		$	55,102		$	16,728		$	(1,234	)	$	70,596
	As of the three Months Ended July 29, 2012												As of the three Months Ended April 29, 2012
	Mattress			Upholstery			Unallocated						Mattress			Upholstery			Unallocated
	Fabrics			Fabrics			Corporate			Total			Fabrics			Fabrics			Corporate			Total
Total assets		78,098			29,973			35,089			143,160			71,563			33,641			39,512			144,716
Total liabilities		(21,295	)		(11,006	)		(19,028	)		(51,329	)		(17,653	)		(19,123	)		(18,940	)		(55,716	)
Subtotal	$	56,803		$	18,967		$	16,061		$	91,831		$	53,910		$	14,518		$	20,572		$	89,000
Less:
Cash and cash equivalents		-			-			(21,889	)		(21,889	)		-			-			(25,023	)		(25,023	)
Short-term investments		-			-			(5,200	)		(5,200	)								(5,941	)		(5,941	)
Deferred income taxes - current		-			-			(2,337	)		(2,337	)		-			-			(2,467	)		(2,467	)
Deferred income taxes - non-current		-			-			(2,715	)		(2,715	)		-			-			(3,205	)		(3,205	)
Current maturities of long-term debt		-			-			2,400			2,400			-			-			2,404			2,404
Line of credit		-			-			834			834			-			-			889			889
Income taxes payable - current		-			-			751			751			-			-			642			642
Income taxes payable - long-term		-			-			4,131			4,131			-			-			4,164			4,164
Deferred income taxes - non-current		-			-			705			705			-			-			705			705
Long-term debt, less current maturities		-			-			6,666			6,666			-			-			6,719			6,719
Total Capital Employed	$	56,803		$	18,967		$	(593	)	$	75,177		$	53,910		$	14,518		$	(541	)	$	67,887
	Mattress			Upholstery			Unallocated
	Fabrics			Fabrics			Corporate			Total
Average Capital Employed (3)	$	55,947		$	17,200		$	(1,524	)	$	71,623
Notes:
(1) Operating income excludes restructuring and related charges--see reconciliation per page 6 of this financial information release.

(2) Return on average capital employed represents operating income for fiscal 2013 divided by average capital employed.

       Average capital employed does not include cash and cash equivalents, short-term investments, long-term debt, including current maturities,

       line of credit, current and noncurrent deferred tax assets and liabilities, income taxes payable, and income taxes receivable.

(3) Average capital employed computed using the five periods ending April 29, 2012, July 29, 2012, October 28, 2012, January 27, 2013, and April 28, 2013.

Page 8 of 9

	CULP, INC. FINANCIAL INFORMATION RELEASE
	RETURN ON CAPITAL EMPLOYED BY SEGMENT
	FOR THE TWELVE MONTHS ENDED APRIL 29, 2012
	(Amounts in Thousands)
	(Unaudited)
	Operating Income
	Twelve Months			Average			Return on
	Ended			Capital			Avg. Capital
	April 29, 2012 (1)			Employed (3)			Employed (2)
Mattress Fabrics	$	15,764		$	53,669			29.4	%
Upholstery Fabrics		3,531			13,758			25.7	%
(less: Unallocated Corporate)		(4,512	)		(56	)		N/A
Total	$	14,783		$	67,372			21.9	%

Average Capital Employed	As of the three Months Ended April 29, 2012												As of the three Months Ended January 29, 2012												As of the three Months Ended October 30, 2011
	Mattress			Upholstery			Unallocated						Mattress			Upholstery			Unallocated						Mattress			Upholstery			Unallocated
	Fabrics			Fabrics			Corporate			Total			Fabrics			Fabrics			Corporate			Total			Fabrics			Fabrics			Corporate			Total
Total assets		71,563			33,641			39,512			144,716			69,063			29,501			32,893			131,457			68,568			24,462			34,094			127,124
Total liabilities		(17,653	)		(19,123	)		(18,940	)		(55,716	)		(16,468	)		(11,929	)		(17,689	)		(46,086	)		(15,353	)		(11,253	)		(16,421	)		(43,027	)
Subtotal	$	53,910		$	14,518		$	20,572		$	89,000		$	52,595		$	17,572		$	15,204		$	85,371		$	53,215		$	13,209		$	17,673		$	84,097
Less:
Cash and cash equivalents		-			-			(25,023	)		(25,023	)		-			-			(15,096	)		(15,096	)		-			-			(13,795	)		(13,795	)
Short-term investments		-			-			(5,941	)		(5,941	)		-			-			(8,511	)		(8,511	)		-			-			(10,482	)		(10,482	)
Deferred income taxes - current		-			-			(2,467	)		(2,467	)		-			-			(2,767	)		(2,767	)		-			-			(2,659	)		(2,659	)
Income taxes receivable		-			-			-			-			-			-			-			-			-			-			(79	)		(79	)
Deferred income taxes - non-current		-			-			(3,205	)		(3,205	)		-			-			(3,903	)		(3,903	)		-			-			(4,540	)		(4,540	)
Current maturities of long-term debt		-			-			2,404			2,404			-			-			2,400			2,400			-			-			2,401			2,401
Line of credit		-			-			889			889			-			-			875			875			-			-			-			-
Deferred income taxes - current		-			-			-			-			-			-			-			-			-			-			-			-
Income taxes payable - current		-			-			642			642			-			-			208			208			-			-			373			373
Income taxes payable - long-term		-			-			4,164			4,164			-			-			4,040			4,040			-			-			4,096			4,096
Deferred income taxes - non-current		-			-			705			705			-			-			659			659			-			-			659			659
Long-term debt, less current maturities		-			-			6,719			6,719			-			-			6,766			6,766			-			-			6,818			6,818
Total Capital Employed	$	53,910		$	14,518		$	(541	)	$	67,887		$	52,595		$	17,572		$	(125	)	$	70,042		$	53,215		$	13,209		$	465		$	66,889
	As of the three Months Ended July 31, 2011												As of the three Months Ended May 1, 2011
	Mattress			Upholstery			Unallocated						Mattress			Upholstery			Unallocated
	Fabrics			Fabrics			Corporate			Total			Fabrics			Fabrics			Corporate			Total
Total assets		71,325			26,683			31,299			129,307			66,637			25,929			37,485			130,051
Total liabilities		(15,331	)		(13,507	)		(19,118	)		(47,956	)		(14,005	)		(15,612	)		(20,093	)		(49,710	)
Subtotal	$	55,994		$	13,176		$	12,181		$	81,351		$	52,632		$	10,317		$	17,392		$	80,341
Less:
Cash and cash equivalents		-			-			(14,570	)		(14,570	)		-			-			(23,181	)		(23,181	)
Short-term investments		-			-			(10,443	)		(10,443	)								(7,699	)		(7,699	)
Deferred income taxes - current		-			-			(1,237	)		(1,237	)		-			-			(293	)		(293	)
Income taxes receivable		-			-			(79	)		(79	)		-			-			(79	)		(79	)
Deferred income taxes - non-current		-			-			(2,191	)		(2,191	)		-			-			(3,606	)		(3,606	)
Current maturities of long-term debt		-			-			2,409			2,409			-			-			2,412			2,412
Line of credit		-			-			-			-			-			-			-			-
Deferred income taxes - current		-			-			82			82			-			-			82			82
Income taxes payable - current		-			-			345			345			-			-			646			646
Income taxes payable - long-term		-			-			4,178			4,178			-			-			4,167			4,167
Deferred income taxes - non-current		-			-			596			596			-			-			596			596
Long-term debt, less current maturities		-			-			9,079			9,079			-			-			9,135			9,135
Total Capital Employed	$	55,994		$	13,176		$	350		$	69,520		$	52,632		$	10,317		$	(428	)	$	62,521
	Mattress			Upholstery			Unallocated
	Fabrics			Fabrics			Corporate			Total
Average Capital Employed (3)	$	53,669		$	13,758		$	(56	)	$	67,372
Notes:
(1) Operating income excludes restructuring and related charges--see reconciliation per page 6 of this financial information release.
(2) Return on average capital employed represents operating income for fiscal 2012 divided by average capital employed.
Average capital employed does not include cash and cash equivalents, short-term investments, long-term debt, including current maturities,
line of credit, current and noncurrent deferred tax assets and liabilities, income taxes payable, and income taxes receivable.
(3) Average capital employed computed using the five periods ending May 1,2011, July 31, 2011, October 30, 2011, January 29, 2012, and April 29, 2012.

Page 9 of 9

CULP, INC. FINANCIAL INFORMATION RELEASE

 CONSOLIDATED ADJUSTED EFFECTIVE INCOME TAX RATE, NET INCOME AND EARNINGS PER SHARE

 FOR THE TWELVE MONTHS ENDED APRIL 28, 2013 AND APRIL 29, 2012

 Unaudited

(Amounts in Thousands)

			TWELVE MONTHS ENDED
			Amounts
			April 28,			April 29,
			2013			2012
Consolidated Effective GAAP Income Tax Rate	(1	)		9.7	%		6.4		%
Reduction of U.S. Valuation Allowance				59.7	%		26.1		%
Undistributed Earnings from Foreign Subsidiaries				(34.6	)%		-
Non-Cash U.S. Income Tax Expense				(19.3	)%		(13.8	)	%
Non-Cash Foreign Income Tax Expense				(1.3	)%		(0.2	)	%
Consolidated Adjusted Effective Income Tax Rate	(2	)		14.2	%		18.5		%

	THREE MONTHS ENDED
	As reported					April 28, 2013		As reported					April 29, 2012
	April 28,					Proforma Net		April 29,					Proforma Net
	2013		Adjustments			of Adjustments		2012		Adjustments			of Adjustments
Income before income taxes	$	5,863				$	5,863	$	5,494				$	5,494
Income taxes (3)		2,161	$	(1,328	)		833		2,071	$	(1,055	)		1,016
Net income	$	3,702	$	1,328		$	5,030	$	3,423	$	1,055		$	4,478
Net income per share-basic	$	0.31	$	(0.11	)	$	0.42	$	0.27	$	(0.08	)	$	0.36
Net income per share-diluted	$	0.30	$	(0.11	)	$	0.41	$	0.27	$	(0.08	)	$	0.35
Average shares outstanding-basic		12,102		12,102			12,102		12,513		12,513			12,513
Average shares outstanding-diluted		12,323		12,323			12,323		12,695		12,695			12,695
	TWELVE MONTHS ENDED
	As reported					April 28, 2013		As reported					April 29, 2012
	April 28,					Proforma Net		April 29,					Proforma Net
	2013		Adjustments			of Adjustments		2012		Adjustments			of Adjustments
Income before income taxes	$	20,289				$	20,289	$	14,198				$	14,198
Income taxes (3)		1,972	$	909			2,881		902	$	1,725			2,627
Net income	$	18,317	$	(909	)	$	17,408	$	13,296	$	(1,725	)	$	11,571
Net income per share-basic	$	1.50	$	0.07		$	1.42	$	1.05	$	0.14		$	0.91
Net income per share-diluted	$	1.47	$	0.07		$	1.40	$	1.03	$	0.13		$	0.90
Average shares outstanding-basic		12,235		12,235			12,235		12,711		12,711			12,711
Average shares outstanding-diluted		12,450		12,450			12,450		12,866		12,866			12,866
(1) Calculated by dividing consolidated income tax expense by
consolidated income before income taxes.
(2) Represents estimated cash income tax expense for our subsidiaries located
in Canada and China divided by consolidated income before income taxes.
(3) Proforma taxes calculated using the Consolidated Adjusted Effective Income Tax Rate as reflected above.