Date of report (Date of earliest event reported:)
|
May 12, 2014
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Tandy Leather Factory, Inc.
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(Exact Name of Registrant as Specified in Its Charter)
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Delaware
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(State or Other Jurisdiction of Incorporation
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1-12368
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75-2543540
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(Commission File Number)
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(IRS Employer Identification Number)
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1900 Southeast Loop 820, Fort Worth, Texas
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76140
|
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(Address of Principal Executive Offices)
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(Zip Code)
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(817) 872-3200
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(Registrant’s Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
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(a)
|
Financial statements of businesses acquired.
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(b)
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Pro forma financial information.
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(c)
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Exhibits.
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TANDY LEATHER FACTORY, INC.
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|
Date: May 12, 2014
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By: /s/ Jon Thompson
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Jon Thompson, Chief Executive Officer and President
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Contact:
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Shannon L. Greene, Tandy Leather Factory, Inc.
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(817) 872-3200 or shannon.greene@tandyleather.com
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Mark Gilbert, Magellan Fin, LLC
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(317) 867-2839 or MGilbert@MagellanFin.com
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Quarter Ended 03/31/14
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Quarter Ended 03/31/13
|
||||||
Sales
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Income from Operations
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Sales
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Income from Operations
|
||||
Wholesale Leathercraft
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$6,823,968
|
$1,372,637
|
$6,729,734
|
$1,012,965
|
|||
Retail Leathercraft
|
11,956,354
|
1,472,703
|
11,559,861
|
1,514,839
|
|||
International Leathercraft
|
1,058,144
|
121,323
|
948,232
|
93,056
|
|||
Total Operations
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$19,838,466
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$2,966,663
|
$19,237,827
|
$2,620,860
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Wholesale Leathercraft
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Quarter Ended 03/31/14
|
Quarter Ended 03/31/13
|
||||
# of stores
|
Sales
|
# of stores
|
Sales
|
|||
Same store sales
|
29
|
$6,481,121
|
29
|
$6,444,321
|
||
National account group
|
n/a
|
342,847
|
n/a
|
285,413
|
||
Total Sales – Wholesale Leathercraft
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29
|
$6,823,968
|
29
|
$6,729,734
|
||
Retail Leathercraft
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Quarter Ended 03/31/14
|
Quarter Ended 03/31/13
|
||||
# of stores
|
Sales
|
# of stores
|
Sales
|
|||
Same store sales
|
76
|
$11,610,085
|
76
|
$11,394,666
|
||
New store sales
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4
|
346,269
|
-
|
-
|
||
Closed store sales
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2
|
-
|
2
|
165,195
|
||
Total Sales – Retail Leathercraft
|
80
|
$11,956,354
|
78
|
$11,559,861
|
||
International Leathercraft
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Quarter Ended 03/31/14
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Quarter Ended 03/31/13
|
||||
# of stores
|
Sales
|
# of stores
|
Sales
|
|||
Same store sales
|
3
|
$1,058,144
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3
|
$948,232
|
||
New store sales
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-
|
-
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-
|
-
|
||
Total Sales – International Leathercraft
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3
|
$1,058,144
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3
|
$948,232
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03/31/2014
(unaudited)
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12/31/2013
(audited)
|
||||||
ASSETS
|
|||||||
CURRENT ASSETS:
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|||||||
Cash
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$8,949,915
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$11,082,679
|
|||||
Accounts receivable-trade, net of allowance for doubtful accounts
|
|||||||
of $0 and 1,000 in 2014 and 2013, respectively
|
886,644
|
762,405
|
|||||
Inventory
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30,532,522
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26,300,830
|
|||||
Deferred income taxes
|
327,922
|
309,533
|
|||||
Prepaid expenses
|
1,640,122
|
1,609,644
|
|||||
Other current assets
|
160,543
|
478,593
|
|||||
Total current assets
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42,497,668
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40,543,684
|
|||||
PROPERTY AND EQUIPMENT, at cost
|
20,869,036
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20,290,990
|
|||||
Less accumulated depreciation and amortization
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(6,138,879)
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(5,863,280)
|
|||||
14,730,157
|
14,427,710
|
||||||
GOODWILL
|
977,351
|
981,985
|
|||||
OTHER INTANGIBLES, net of accumulated amortization of
|
|||||||
$633,000 and $622,000 in 2014 and 2013, respectively
|
91,860
|
103,228
|
|||||
OTHER assets
|
332,945
|
341,959
|
|||||
$58,629,981
|
$56,398,566
|
||||||
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|||||||
CURRENT LIABILITIES:
|
|||||||
Accounts payable-trade
|
$2,728,051
|
$1,884,637
|
|||||
Accrued expenses and other liabilities
|
5,230,206
|
5,808,882
|
|||||
Income taxes payable
|
604,777
|
272,198
|
|||||
Current maturities of long-term debt
|
202,500
|
202,500
|
|||||
Total current liabilities
|
8,765,534
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8,168,217
|
|||||
DEFERRED INCOME TAXES
|
1,172,276
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1,212,557
|
|||||
LONG-TERM DEBT, net of current maturities
|
2,345,625
|
2,396,250
|
|||||
COMMITMENTS AND CONTINGENCIES
|
|||||||
STOCKHOLDERS' EQUITY:
|
|||||||
Preferred stock, $0.10 par value; 20,000,000 shares authorized;
|
|||||||
none issued or outstanding; attributes to be determined on issuance
|
-
|
-
|
|||||
Common stock, $0.0024 par value; 25,000,000 shares authorized;
|
|||||||
11,226,957 and 11,192,356 shares issued at 2014 and 2013, respectively;
|
|||||||
10,233,334 and 10,198,733 shares outstanding at 2014 and 2013, respectively
|
26,945
|
26,862
|
|||||
Paid-in capital
|
5,892,824
|
5,892,907
|
|||||
Retained earnings
|
43,362,004
|
41,507,592
|
|||||
Treasury stock at cost (993,623 shares at 2014 and 2013)
|
(2,894,068)
|
(2,894,068)
|
|||||
Accumulated other comprehensive income
|
(41,159)
|
88,249
|
|||||
Total stockholders' equity
|
46,346,546
|
44,621,542
|
|||||
$58,629,981
|
$56,398,566
|
2014
|
2013
|
|||
NET SALES
|
$19,838,466
|
$19,237,827
|
||
COST OF SALES
|
7,122,743
|
7,306,998
|
||
Gross profit
|
12,715,723
|
11,930,829
|
||
OPERATING EXPENSES
|
9,749,060
|
9,309,969
|
||
INCOME FROM OPERATIONS
|
2,966,663
|
2,620,860
|
||
OTHER (INCOME) EXPENSE:
|
||||
Interest expense
|
45,828
|
56,094
|
||
Other, net
|
(1,344)
|
(26,739)
|
||
Total other (income) expense
|
44,484
|
29,355
|
||
INCOME BEFORE INCOME TAXES
|
2,922,179
|
2,591,505
|
||
PROVISION FOR INCOME TAXES
|
1,067,767
|
1,005,184
|
||
NET INCOME
|
$1,854,412
|
$1,586,321
|
||
NET INCOME PER COMMON SHARE:
|
||||
BASIC
|
$0.18
|
$0.16
|
||
DILUTED
|
$0.18
|
$0.16
|
||
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING:
|
||||
BASIC
|
10,217,187
|
10,162,442
|
||
DILUTED
|
10,257,959
|
10,194,219
|
2014
|
2013
|
||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|||
Net income
|
$1,854,412
|
$1,586,321
|
|
Adjustments to reconcile net income to net cash used in operating activities:
|
|||
Depreciation and amortization
|
346,555
|
263,102
|
|
(Gain) loss on disposal or abandonment of assets
|
3,600
|
21,003
|
|
Non-cash stock-based compensation
|
-
|
5,843
|
|
Deferred income taxes
|
(58,670)
|
45,873
|
|
Other
|
(124,726)
|
(176,925)
|
|
Net changes in assets and liabilities, net of effect of business acquisitions:
|
|||
Accounts receivable-trade, net
|
(124,239)
|
(112,121)
|
|
Inventory
|
(4,231,692)
|
503,792
|
|
Prepaid expenses
|
(30,478)
|
(614,298)
|
|
Other current assets
|
318,050
|
(263,284)
|
|
Accounts payable-trade
|
843,414
|
163,265
|
|
Accrued expenses and other liabilities
|
(578,676)
|
(1,447,527)
|
|
Income taxes payable
|
332,579
|
520,257
|
|
Total adjustments
|
(3,304,283)
|
(1,091,020)
|
|
Net cash provided by (used in) operating activities
|
(1,449,871)
|
495,301
|
|
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|||
Purchase of property and equipment
|
(641,282)
|
(982,553)
|
|
Proceeds from maturities of certificates of deposit
|
-
|
-
|
|
Proceeds from sale of assets
|
-
|
-
|
|
Decrease (increase) in other assets
|
9,014
|
(3,124)
|
|
Net cash provided by (used in) investing activities
|
(632,268)
|
(985,677)
|
|
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|||
Payments on notes payable and long-term debt
|
(50,625)
|
(50,625)
|
|
Payment of cash dividend
|
-
|
-
|
|
Net cash used in financing activities
|
(50,625)
|
(50,625)
|
|
NET DECREASE IN CASH
|
(2,132,764)
|
(541,001)
|
|
CASH, beginning of period
|
11,082,679
|
7,705,182
|
|
CASH, end of period
|
$8,949,915
|
$7,164,181
|
|
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
|
|||
Interest paid during the period
|
$45,828
|
$56,094
|
|
Income tax paid during the period, net of (refunds)
|
$791,137
|
$384,652
|