-----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, BMfcQo+vxDCWkc+S9UFj+Fmhi+BENz2TWjm2RLufnzOhLYbXfbRMF47AFOBB8cXC GMtmkLPFf8JZMB/WCBESqg== 0001157523-03-004423.txt : 20030821 0001157523-03-004423.hdr.sgml : 20030821 20030821091032 ACCESSION NUMBER: 0001157523-03-004423 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030821 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030821 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BON TON STORES INC CENTRAL INDEX KEY: 0000878079 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DEPARTMENT STORES [5311] IRS NUMBER: 232835229 STATE OF INCORPORATION: PA FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19517 FILM NUMBER: 03859122 BUSINESS ADDRESS: STREET 1: 2801 E MARKET ST CITY: YORK STATE: PA ZIP: 17402-2406 BUSINESS PHONE: 7177577660 MAIL ADDRESS: STREET 1: P O BOX 2821 CITY: YORK STATE: PA ZIP: 17405-2821 8-K 1 a4458629.txt BON TON STORES 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): August 21, 2003 --------------- THE BON-TON STORES, INC. ------------------------- (Exact Name of Registrant Specified in Charter) Pennsylvania 0-19517 23-2835229 ---------------------- -------------------- ------------- (State or Other (Commission File (I.R.S. Employer Jurisdiction of Number) Identification No.) Incorporation) 2801 E. Market Street York, Pennsylvania 17402 ---------------------------------------- ---------- (Address of Principal Executive Offices) (Zip Code) Registrants telephone number, including area code: (717) 757-7660 --------------- Item 7. Financial Statements and Exhibits. (c) Exhibits 99.1 Press Release issued August 21, 2003 regarding financial results for the quarter ended August 2, 2003. Item 12. Results of Operations and Financial Condition. On August 21, 2003, The Bon-Ton Stores, Inc. issued a press release announcing its results of operations and financial condition for the fiscal quarter ended August 2, 2003. The full text of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information in this Report, including the exhibit attached hereto, is furnished solely pursuant to Item 12 of this Form 8-K. Consequently, it is not deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that section. It may only be incorporated by reference in another filing under the Exchange Act or Securities Act of 1933 if such subsequent filing specifically references this Form 8-K. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. The Bon-Ton Stores, Inc. By: /s/ Keith E. Plowman -------------------------------- Keith E. Plowman Senior Vice President, Finance Dated: August 21, 2003 EX-99 3 a4458629_ex991.txt BON TON STORES EXHIBIT 99.1 Exhibit 99.1 The Bon-Ton Stores, Inc. Announces Second Quarter Results; Earnings Per Share Improved from the Prior Year YORK, Pa.--(BUSINESS WIRE)--Aug. 21, 2003--The Bon-Ton Stores, Inc. (NASDAQ:BONT) today reported results for the second quarter ended August 2, 2003. Income The Company reported income of $858,000, or $0.06 per share, for the second quarter of fiscal 2003, compared to a net loss of $1.6 million, or $0.10 per share, for the second quarter of fiscal 2002. For the six months ended August 2, 2003, the Company reported a net loss of $2.1 million, or $0.14 per share, versus a net loss of $5.9 million, or $0.39 per share, reported for the comparable period last year. Sales As previously announced, second quarter total sales decreased 0.5% to $153.1 million from $153.9 million reported in the prior year. Comparable store sales increased 0.2%. Year-to-date total sales for fiscal 2003 decreased 3.3% to $294.2 million from $304.4 million for the same period last year. Comparable store sales decreased 2.7%. Gross Margin/Inventory The gross margin rate in the second quarter of fiscal 2003 decreased 0.5 percentage point to 37.1% versus 37.6% reported for the same period last year. Year-to-date gross margin increased by 1.5 percentage points to 37.0% versus 35.5% in the prior year. The increase in the year-to-date gross margin rate and dollars was principally due to the accelerated recognition of markdowns implemented in the first quarter of 2002 and a reduction in the inventory shrinkage accrual rate in 2003. Year-to-date gross margin dollars increased $950,000 as compared to prior year period. At the end of the second quarter, ending inventory at retail decreased 1.3% compared to last year. Selling, General and Administrative Expenses The selling, general and administrative (SG&A) expense rate in the second quarter declined 2.5 percentage points to 32.4% of sales, compared to 34.9% of sales for the same period last year. SG&A expenses decreased $4.1 million from the prior year period. A gain on the sale of our Harrisburg distribution center of $930,000 pre-tax, or $0.04 per share, is included in the reduction of SG&A expense. The year-to-date SG&A expense rate was even with the prior year period, with a favorable variance of $3.4 million to last year. Comments James H. Baireuther, Vice Chairman and Chief Administrative Officer, commented, "We are pleased with our earnings for the second quarter of 2003. Although second quarter sales were virtually flat with last year, we were able to control operating expenses, keep inventory levels in line with plan and offer our customer value with broad assortments of fresh, new merchandise. The earnings improvement also reflects a gain on the sale of our Harrisburg distribution center and lower interest expense. Our balance sheet remains strong as debt decreased $4.5 million compared to the same period last year." As previously announced, The Bon-Ton submitted a proposal to acquire The Elder-Beerman Stores Corp. (Nasdaq:EBSC) that provides for a combination of the two companies in which all Elder-Beerman shareholders would receive $7.00 per share in cash for their common stock. Elder-Beerman and The Bon-Ton have entered into a confidentiality agreement under which Bon-Ton and its representatives are in the process of conducting due diligence. The Company's quarterly conference call to discuss second quarter 2003 results will be broadcast live over the Internet on August 21, 2003 at 10:00 a.m. Eastern Time. To access the call, please visit the investor relations section of the Company's website at www.bonton.com. An online archive of the broadcast will be available within one hour after the conclusion of the call. The Bon-Ton Stores, Inc. operates 72 department stores in targeted markets in Pennsylvania, New York, Maryland, New Jersey, Connecticut, Massachusetts, New Hampshire, Vermont and West Virginia. The stores carry a broad assortment of quality, brand-name fashion apparel and accessories for women, men and children, as well as distinctive home furnishings. Statements made in this press release, other than statements of historical information, are forward looking statements and are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements involve risks and uncertainties that may cause results to differ materially from those set forth in these statements. Factors that could cause such differences include, but are not limited to, risks related to retail businesses generally, additional competition from existing and new competitors, uncertainties associated with opening new stores or expanding or remodeling existing stores, the Company's presence in and dependence on limited geographic markets, the ability to attract and retain qualified management, the dependence upon key vendor relationships and the ability to obtain financing for working capital, capital expenditures and general corporate purposes. Additional factors that could cause the Company's actual results to differ from those contained in these forward looking statements are discussed in greater detail in the Company's periodic reports filed with the Securities and Exchange Commission. THE BON-TON STORES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF OPERATIONS THIRTEEN TWENTY-SIX WEEKS ENDED WEEKS ENDED ----------------------- ----------------------- (In thousands except share and per share data) August 2, August 3, August 2, August 3, (Unaudited) 2003 2002 2003 2002 - ---------------------------------------------- ----------------------- Net sales $153,128 $153,890 $294,239 $304,407 Other income, net 564 553 1,090 1,087 ----------------------- ----------- ----------- 153,692 154,443 295,329 305,494 ----------------------- ----------- ----------- Costs and expenses: Costs of merchandise sold 96,311 95,959 185,238 196,356 Selling, general and administrative 49,594 53,733 100,974 104,369 Depreciation and amortization 5,123 4,847 9,887 9,904 ----------------------- ----------- ----------- Income (loss) from operations 2,664 (96) (770) (5,135) Interest expense, net 1,302 2,399 2,546 4,376 ----------------------- ----------- ----------- Income (loss) before income taxes 1,362 (2,495) (3,316) (9,511) Income tax provision (benefit) 504 (936) (1,226) (3,567) ----------------------- ----------- ----------- Net income (loss) $858 $(1,559) $(2,090) $(5,944) ----------------------- ----------- ----------- Per share amounts -- Basic: Net income (loss) $0.06 $(0.10) $(0.14) $(0.39) ----------------------- ----------- ----------- Basic weighted average shares outstanding 14,997,502 15,237,911 15,015,424 15,260,464 Diluted: Net Income (loss) $0.06 $(0.10) $(0.14) $(0.39) ----------------------- ----------- ----------- Diluted weighted average shares outstanding 15,222,031 15,237,911 15,015,424 15,260,464 THE BON-TON STORES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS August 2, February 1, (In thousands except share and per share data) 2003 2003 - ---------------------------------------------------------------------- Assets (Unaudited) Current assets: Cash and cash equivalents $14,798 $16,796 Trade and other accounts receivable, net of allowance for doubtful accounts and sales returns of $3,598 and $3,540 at August 2, 2003 and February 1, 2003, respectively 39,070 46,735 Merchandise inventories 156,841 148,618 Prepaid expenses and other current assets 13,606 12,958 Deferred income taxes 2,465 3,205 --------------------- Total current assets 226,780 228,312 --------------------- Property, fixtures and equipment at cost, less accumulated depreciation and amortization 130,235 136,201 Deferred income taxes - 3,980 Goodwill and intangible assets 9,316 9,511 Other assets 4,296 4,019 --------------------- Total assets $370,627 $382,023 --------------------- Liabilities and Shareholders' Equity Current liabilities: Accounts payable $57,944 $53,367 Accrued payroll and benefits 9,513 14,037 Accrued expenses 18,268 25,546 Current portion of long-term debt 752 715 Current portion of obligations under capital leases 262 250 Income taxes payable - 5,249 --------------------- Total current liabilities 86,739 99,164 --------------------- Long-term debt, less current maturities 63,608 64,194 Obligations under capital leases, less current maturities 333 468 Deferred income taxes 4,789 - Other long-term liabilities 4,921 5,851 --------------------- Total liabilities 160,390 169,677 --------------------- Shareholders' equity Preferred Stock - authorized 5,000,000 shares at $0.01 par value; no shares issued - - Common Stock - authorized 40,000,000 shares at $0.01 par value; issued and outstanding shares of 12,157,546 and 12,200,285 at August 2, 2003 and February 1, 2003, respectively 125 125 Class A Common Stock - authorized 20,000,000 shares at $0.01 par value; issued and outstanding shares of 2,989,853 at August 2, 2003 and February 1, 2003 30 30 Treasury stock, at cost - shares of 337,800 and 277,000 at August 2, 2003 and February 1, 2003, respectively (1,387) (1,132) Additional paid-in-capital 107,484 107,415 Deferred compensation (232) (222) Accumulated other comprehensive income (1,319) (1,876) Retained earnings 105,536 108,006 --------------------- Total shareholders' equity 210,237 212,346 --------------------- Total liabilities and shareholders' equity $370,627 $382,023 --------------------- CONTACT: The Bon-Ton Stores, Inc. Mary Kerr, 717-751-3071 -----END PRIVACY-ENHANCED MESSAGE-----