-----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, K5xyIu05JFudAGzgACWDP/ecNvptlIyrvceJ44XRW5oYYfBnX0DCQQq08L0KfSr6 WxpKnsAUNtuCs1mte2o4+w== /in/edgar/work/20000720/0000912057-00-032547/0000912057-00-032547.txt : 20000920 0000912057-00-032547.hdr.sgml : 20000920 ACCESSION NUMBER: 0000912057-00-032547 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000719 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20000720 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DOLLAR TREE STORES INC CENTRAL INDEX KEY: 0000935703 STANDARD INDUSTRIAL CLASSIFICATION: [5331 ] IRS NUMBER: 541387365 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-25464 FILM NUMBER: 675657 BUSINESS ADDRESS: STREET 1: 500 VOLVO PARKWAY STREET 2: NORFOLK COMMERCE PARK CITY: CHESAPEAKE STATE: VA ZIP: 23320 BUSINESS PHONE: 7573215000 MAIL ADDRESS: STREET 1: P.O. BOX 2500 CITY: NORFOLK STATE: VA ZIP: 23501-2500 8-K 1 a8-k.txt 8-K FORM 8-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON D.C. 20549 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: July 20, 2000 Date of Earliest Event Reported: June 30, 2000 DOLLAR TREE STORES, INC. (Exact name of registrant as specified in its charter) COMMISSION FILE NUMBER: 0-25464 VIRGINIA 54-1387365 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 500 Volvo Parkway Chesapeake, VA 23320 (Address of principal executive offices) Registrant's telephone number, including area code: (757) 321-5000 ITEM 5: OTHER EVENTS On July 19, 2000, Dollar Tree Stores, Inc. issued a press release reporting earnings results for the second quarter ended June 30, 2000. A copy of the press release is attached to this Form 8-K as Exhibit 99.1 and is incorporated herein by this reference. In addition, Dollar Tree Stores, Inc. is filing summary income statement data for the quarter ended June 30, 2000. All amounts reflect the merger between Dollar Tree and Dollar Express, Inc. on May 5, 2000, which was accounted for as a pooling of interests. The income statement data for the quarter ended June 30, 2000 is derived from Dollar Tree's unaudited consolidated financial statements. For the Three-months Ended (in thousands) June 30, 2000 ------------------------------------------------------- Net sales $384,503 Net income 21,148 The quarterly results above satisfy the pooling-of-interests accounting requirement that we publish 30 days of post-merger financial results for the combined company. ITEM 7: FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c) Exhibits Exhibit # Description 99.1 Dollar Tree Stores, Inc.'s press release regarding earnings results for the second quarter ended June 30, 2000. 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. DATE: July 19, 2000 DOLLAR TREE STORES, INC. By: /s/ Frederick C. Coble -------------------------------- Frederick C. Coble Senior Vice President, Chief Financial Officer EX-99.1 2 ex-99_1.txt EXHIBIT 99.1 Exhibit 99.1 PRESS RELEASE DOLLAR TREE REPORTS SECOND QUARTER EARNINGS OF $0.22 PER SHARE, EXCLUDING MERGER-RELATED ITEMS CHESAPEAKE, VA -- July 19, 2000 -- Dollar Tree Stores, Inc. (Nasdaq: DLTR), the nation's leading $1.00 price point retailer, reported that earnings per share, excluding merger-related items, increased to $0.22 for the second quarter of 2000 compared to $0.15 for the second quarter of 1999. These results represent the first reporting of the combined operations of Dollar Tree and Dollar Express, Inc. The merger of the two companies, which was completed on May 5, 2000, was accounted for as a pooling-of-interests. Sales for the quarter increased 33.5% to $384.5 million compared to sales of $288.1 million for the second quarter of 1999. As previously reported, net sales were beneficially impacted by a 14.3% increase in comparable store net sales. For the quarter, gross margin was 35.6% compared to 35.9% for the second quarter of 1999. Excluding merger-related costs, gross margin was 35.9% compared to 36.0% for the second quarter of 1999. As a percentage of net sales, merchandise costs increased due to higher freight costs in 2000 compared to the prior year, offset by leverage of occupancy costs. For the quarter, operating expenses, as a percentage of sales, were 23.7% compared to 24.1% in the second quarter of 1999. Excluding merger-related expenses, operating expenses were 22.8%, as a percent of net sales, compared to 23.9% in the second quarter of 1999. The improvement in operating expenses and the leverage of occupancy costs resulted from the increase in comparable store net sales. For the quarter ended June 30, 2000, pro forma net earnings per common share were $0.19, compared to $0.13 for the prior year period. Year-to-date net sales, pro forma net earnings available to common shareholders and net earnings per common share were $711.6 million, $33.7 million, and $0.31 for 2000 compared to $546.2 million, $28.0 million and $0.26 for 1999. Management expects that the Dollar Express operations will be slightly dilutive to its earnings per share for the third quarter of 2000. Macon Brock, President and CEO, stated "Our second quarter results were driven by a strong Easter selling season and quality basic consumer products. For the remainder of the year, we look forward to continually improving our consumer offerings, and ending the year with our usual broad assortment of seasonal goods." Dollar Tree Stores, Inc. is the nation's leading $1.00 discount variety store chain. As of June 30, 2000, Dollar Tree operates 1,634 stores in 35 states, having opened 73 new stores and closed four stores in the second quarter. THIS NEWS RELEASE CONTAINS "FORWARD-LOOKING STATEMENTS", AS THAT TERM IS USED IN THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995, REGARDING THE MERGER BETWEEN DOLLAR TREE AND DOLLAR EXPRESS AND RESULTS OF OPERATIONS FOR FUTURE PERIODS. SUCH FORWARD-LOOKING STATEMENTS ARE SUBJECT TO CERTAIN RISKS AND UNCERTAINTIES THAT MAY CAUSE THE COMPANY'S ACTUAL RESULTS TO DIFFER MATERIALLY FROM ANTICIPATED RESULTS OR OTHER EXPECTATIONS DESCRIBED IN SUCH STATEMENTS, INCLUDING THE FAILURE OF THE COMBINED COMPANY TO INTEGRATE SUCCESSFULLY. ADDITIONALLY, FORWARD-LOOKING STATEMENTS ARE SUBJECT TO, BUT NOT LIMITED TO, THE RISKS INDICATED IN THE COMPANY'S FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION. CONTACT: Dollar Tree Stores, Inc., Chesapeake Eric Coble or Erica Robb, 757/321-5000 Dollar Tree Stores, Inc. Comparative Detail For the Three- and Six-month Periods Ended June 30 (in thousands, except per share data) (Unaudited)
NET NET SALES EARNINGS ----- -------- SECOND QUARTER 2000 Dollar Tree $341,833 $23,718 Dollar Express 42,670 951 ------- ------ Combined (excluding merger- related items) $384,503 24,669 ======= Merger-related items, net of tax (3,134) Extraordinary loss, net of tax (387) ------- Pro forma net earnings (combined companies) $21,148 ======= YEAR-TO-DATE 2000 Dollar Tree $633,432 $38,537 Dollar Express 78,182 84 ------- ------ Combined (excluding merger- related items) $711,614 38,621 ======= Merger-related items, net of tax (3,134) Extraordinary loss, net of tax (387) ------- Pro forma net earnings (combined companies) $35,100 =======
DOLLAR TREE STORES, INC. Condensed Consolidated Income Statements For the Three Months and Six Months Ended June 30 (Amounts in thousands, except per share data) (Unaudited)
Second Quarter Year-to-Date 2000 1999 2000 1999 ---- ---- ---- ---- Net sales $384,503 $288,148 $711,614 $546,239 Cost of sales 246,458 184,389 459,996 352,780 Merger-related costs 1,100 443 1,100 443 Gross profit 136,945 103,316 250,518 193,016 35.6% 35.9% 35.2% 35.3% Operating expenses 87,697 68,854 169,358 131,371 22.8% 23.9% 23.8% 24.1% Merger-related expenses 3,266 607 3,266 607 Depreciation/amortization 9,556 7,622 18,249 14,354 Operating income 36,426 26,233 59,645 46,684 9.5% 9.1% 8.4% 8.5% Interest expense, net 618 1,325 1,118 2,189 Earnings before income taxes 35,808 24,908 58,527 44,495 9.3% 8.6% 8.2% 8.1% Income tax expense* 14,273 9,811 23,040 15,286 Pro forma net earnings before extraordinary item* 21,535 15,097 35,487 29,209 Loss on debt extinguishment, net of tax benefit of $242 387 - 387 - Pro forma net earnings* 21,148 15,097 35,100 29,209 5.5% 5.2% 4.9% 5.3% Pro forma net earnings available to common shareholders** $20,811 $14,355 $33,687 $28,027 5.4% 5.0% 4.7% 5.1% Pro forma net earnings per common share*: Basic $ 0.20 $ 0.15 $ 0.34 $ 0.29 Weighted average number of shares 101,615 98,398 100,323 98,194 Diluted $ 0.19 $ 0.13 $ 0.31 $ 0.26 Weighted average number of shares 111,748 107,803 110,197 107,713
* Amounts include a pro forma adjustment for C-corporation income taxes relating to ONLY $ONE of $271 for the second quarter of 1999 and $505 for year-to-date 1999. ** Amounts include accretion of the Dollar Express cumulative preferred stock to redemption value, accrued preferred stock dividends and amortization of the discount on preferred stock. The amounts deducted from net earnings available to common shareholders is $337 and $742 for the quarters ended June 30, 2000 and 1999, respectively, and $1,413 and $1,182 for the six-months ended June 30, 2000 and 1999, respectively. DOLLAR TREE STORES, INC. Condensed Consolidated Balance Sheets (Dollars in thousands)
June 30, Dec. 31, June 30, 2000 1999 1999 ---- ---- ---- (Unaudited) (Unaudited) Cash and cash equivalents $ 55,417 $ 181,587 $ 40,072 Merchandise inventories 284,517 192,838 205,504 Other current assets 21,207 20,681 16,316 ------- ------- ------- Total current assets 361,141 395,106 261,892 Property and equipment, net 184,374 157,368 144,745 Goodwill, net 41,385 42,394 41,587 Other assets, net 15,879 16,365 11,112 ------- ------- ------- Total assets $602,779 $611,233 $459,336 ======= ======= ======= Accounts payable $ 79,455 $ 73,878 $ 67,308 Income taxes payable 4,768 29,193 4,420 Other current liabilities 27,609 38,132 23,536 Current portion of long-term debt 25,025 28,070 25,070 ------- ------- ------- Total current liabilities 136,857 169,273 120,334 ------- ------- ------- Long-term debt, excluding current portion 18,000 49,138 55,922 Other liabilities 35,452 41,413 14,534 ------- ------- ------- Total liabilities 190,309 259,824 190,790 ------- ------- ------- Preferred stock of Dollar Express - 35,171 29,326 Shareholders' equity 412,470 316,238 239,220 ------- ------- ------- Total liabilities and shareholders' equity $602,779 $611,233 $459,336 ======= ======= ======= STORE DATA: Number of stores open at end of period 1,634 1,507 1,403 Total gross square footage (in thousands) 8,799 7,638 6,769
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