FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(x) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended May 3, 1997
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
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Commission File Number 1-7288
THE BOMBAY COMPANY, INC.
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(Exact name of registrant as specified in its charter)
Delaware 75-1475223
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(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
550 Bailey Avenue, Fort Worth, Texas 76107
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(Address of principal executive offices) (Zip Code)
(817) 347-8200
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(Registrant's telephone number, including area code)
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(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.
Yes (x) No
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Class Number of shares outstanding at May 3, 1997
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Common stock, $1 par value 38,042,509
THE BOMBAY COMPANY, INC. AND SUBSIDIARIES
Form 10-Q
Quarter Ended May 3, 1997
TABLE OF CONTENTS
PART I -- FINANCIAL INFORMATION
Page No.
Financial Statements ...................................
Management's Discussion and Analysis of Financial
Condition and Results of Operations ..................
PART II -- OTHER INFORMATION
Exhibits and Reports on Form 8-K .......................
Signatures .............................................
<TABLE>
THE BOMBAY COMPANY, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
(In thousands, except per share amounts)
(Unaudited)
<CAPTION>
Three Months Ended
---------------------
May 3, May 4,
1997 1996
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<S> <C> <C>
Net sales $67,231 $68,082
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Costs and expenses:
Cost of sales, buying and store occupancy costs 52,399 49,610
Selling, general and administrative expenses 23,214 23,878
Interest (income), net (737) (102)
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Total costs and expenses 74,876 73,386
Loss before income taxes and accounting change (7,645) (5,304)
Benefit for income taxes (3,020) (2,029)
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Loss before accounting change (4,625) (3,275)
Cumulative effect of accounting -- 835
change, net of tax ------- ------
Net loss ($4,625) ($2,440)
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Per average common share and common equivalent share:
Loss before acounting change ($0.12) ($0.08)
Cumulative effect of accounting change, net of tax -- 0.02
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Net loss ($0.12) ($0.06)
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Average common shares and common
equivalent shares outstanding 38,022 38,198
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Cash dividends per common share -- --
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<FN>
The accompanying notes are an integral part of
these consolidated financial statements.
</TABLE>
<TABLE>
THE BOMBAY COMPANY, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
(Dollars in thousands)
<CAPTION>
May 3, February 1, May 4,
1997 1997 1996
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ASSETS (Unaudited) (Unaudited)
<S> <C> <C> <C>
Current assets:
Cash and cash equivalents $56,477 $63,130 $7,470
Inventories 65,843 69,816 102,987
Deferred taxes 3,428 3,429 2,356
Other current assets 10,874 8,325 14,171
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Total current assets 136,622 144,700 126,984
Property and equipment, net 39,013 41,211 44,903
Goodwill, less amortization 561 569 589
Other assets 8,729 8,883 10,306
Total assets $184,925 $195,363 $182,782
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY
- ------------------------------------
<S> <C> <C> <C>
Current liabilities:
Accounts payable and accrued expenses $25,810 $30,052 $21,499
Accrued payroll and bonuses 3,504 5,008 3,396
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Total current liabilities 29,314 35,060 24,895
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Accrued rent and other liabilities 6,347 6,370 6,818
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Stockholders' equity:
Preferred stock, $1 par value,
1,000,000 shares authorized -- -- --
Common stock, $1 par value, 50,000,000
shares authorized, 38,042,509,
37,997,676 and 37,549,761 shares 38,043 37,998 37,550
issued, respectively
Additional paid-in capital 75,624 75,465 73,561
Retained earnings 36,348 40,973 40,538
Cumulative effect of foreign
currency translation (751) (503) (580)
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Total stockholders' equity 149,264 153,933 151,069
-------- -------- --------
Total liabilities and stockholders
equity $184,925 $195,363 $182,782
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-------- -------- --------
<FN>
The accompanying notes are an integral part
of these consolidated financial statements.
</TABLE>
<TABLE>
THE BOMBAY COMPANY, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(Dollars in thousands)
(Unaudited)
<CAPTION>
Three Months Ended
May 3, May 4,
1997 1996
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<S> <C> <C>
Cash flows from operating activities:
Net loss ($4,625) ($2,440)
Adjustments to reconcile net loss
to net cash from operations:
Depreciation and amortization 2,554 2,937
Deferred taxes and other 68 1,064
Noncash contributions to employee 243 421
benefit plans
Change in assets and liabilities:
(Increase) decrease in inventories 3,710 (14,560)
(Increase) decrease in other current assets (2,213) 3,305
Decrease in current liabilities (6,304) (6,684)
Increase in noncurrent assets (75) (193)
Increase (decrease) in noncurrent liabilities (2) 349
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Net cash used by operations (6,644) (15,801)
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Cash flows from investing activities:
Purchases of property and equipment (397) (1,259)
Sales of property and equipment 85 58
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Net cash used by investing activities (312) (1,201)
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Cash flows from financing activities:
Sale of stock to employee benefit plans 186 209
Proceeds from the exercise of employee
stock options 22 228
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Net cash provided by financing activities 208 437
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Effect of exchange rate change on cash 95 (44)
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Net decrease in cash and cash equivalents (6,653) (16,609)
Cash and cash equivalents at beginning of period 63,130 24,079
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Cash and cash equivalents at end of period $56,477 $7,470
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<CAPTION>
Supplemental disclosure of cash flow information:
<S> <C> <C>
Income taxes paid (refunded) ($581) $595
<FN>
The accompanying notes are an integral part of these consolidated
financial statements.
</TABLE>
THE BOMBAY COMPANY, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(1) Accounting Principles
---------------------
In the opinion of the Company, the accompanying consolidated financial
statements contain all adjustments (consisting of only normal recurring
adjustments) necessary to present fairly the
financial position as of May 3, 1997 and May 4, 1996, and the results of
operations and cash flows for the three months then ended. The results of
operations for the three month periods ended May 3, 1997 and May 4, 1996 are
not necessarily indicative of the results to be expected for the full fiscal
year. The consolidated financial statements should be read in conjunction
with the financial statement disclosures contained in the Company's 1996
Annual Report to Shareholders.
(2) Financing Arrangements
----------------------
The Company has renewed its unsecured revolving credit agreements with banks,
aggregating $40,000,000, of which $30,000,000 is committed. These credit
facilities, which expire April 14, 1998, are for working capital and letter of
credit purposes, primarily to fund seasonal merchandise purchases, and bear
interest at market rates based on prime.
THE BOMBAY COMPANY, INC. AND SUBSIDIARIES
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Special Note Regarding Forward-Looking Statements
- -------------------------------------------------
Certain statements in this Form 10-Q under "Management's Discussion and
Analysis of Financial Condition and Results of Operations" constitute
"forward-looking statements" within the meaning of the Private Securities
Litigation Reform Act of 1995. Such forward-looking statements involve known
and unknown risks, uncertainties and other factors which may cause the actual
results, performance or achievements of The Bombay Company, Inc. ("Company")
to be materially different from any future results, performance or achievements
expressed or implied by such forward-looking statements. Such factors include,
among others, the following: competition; seasonality; success of operating
initiatives; new product development and introduction schedules; acceptance of
new product offerings; advertising and promotional efforts; adverse publicity;
expansion of the store chain; availability, locations and terms of sites for
store development; changes in business strategy or development plans;
availability and terms of capital; labor and employee benefit costs; changes in
government regulations; risks associated with international business; regional
weather conditions; and other factors referenced in the Company's 1996 Form 10-K
Annual Report.
General
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The Bombay Company, Inc. is a specialty retailer which markets traditional and
classic furniture, prints and accessories through its 424 locations of The
Bombay Company ("Bombay") retail stores in 42 states in the United States and
nine Canadian provinces. To accommodate the increasing number of products, the
Company introduced a large format Bombay store in late fiscal 1992. The large
format stores average 4,000 square feet, while the regular stores average 1,700
square feet. Presently, the Company's store opening program calls for large
format stores ranging in size from 2,500 to 3,500 square feet. At May 3, 1997,
224 large format Bombay stores were in operation, including 135 stores that
have been converted from regular stores since fiscal 1992.
The largest percentage of the Company's sales and operating income is realized
in the fiscal quarter that includes December (Christmas season). Although the
precise effect of inflation on operations cannot be accurately determined,
management does not believe inflation has a material impact on sales or results
of operations.
Results of Operations
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Quarters ended May 3, 1997 and May 4, 1996
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Net sales were $67,231,000 for the quarter ended May 3, 1997 compared to
$68,082,000 for the same period last year, a decrease of 1.2%. Same store
sales were flat for the first fiscal quarter. The decreased sales is
attributed to having 9 fewer stores than in the comparative quarter.
Cost of sales, including buying and occupancy costs, was $52,399,000 for the
first fiscal quarter compared to $49,610,000 for the same period last year. As
a percentage of sales, cost of sales increased to 77.9% for the quarter
compared to 72.9% for the prior year period. The 5.0% increase is due to lower
product margin (4.6%) and higher buying and occupancy costs relative to sales.
The lower product margin is the residual effect of selling off older excess
inventories as the Company continues to refresh its product offerings. The
percentage increase in buying and occupancy costs reflects their relative fixed
nature measured against sales declines.
Selling, general and administrative expenses were $23,214,000 or 34.5% of sales
for the quarter compared to $23,878,000 or 35.1% of sales for the comparable
prior year period. The decreases are primarily related to reduced advertising
costs.
Liquidity and Capital Resources
- -------------------------------
The primary sources of liquidity and capital resources are cash flows from
operations and bank lines of credit. Bank borrowings are utilized to fund
seasonal inventory purchases. In addition, the bank credit lines are used for
overseas merchandise purchases. Letters of credit totaling $16,786,000 were
outstanding at May 3, 1997. Bank lines total $40,000,000, of which $30,000,000
is committed, under revolving credit agreements expiring April 14, 1998. Based
on available cash balances at May 3, 1997 of over $56 million and cash
forecasts for the year, the Company does not presently expect to be in a
borrowing position at any time during fiscal 1997. The bank credit lines are,
however, being utilized to support inventory purchases under letters of credit.
Capital expenditures for the quarter, totaling $397,000, included one new store
opening and one conversion. The store expansion program for the remainder of
the fiscal year anticipates approximately one new store and six store
conversions. The total estimated capital expenditures for fiscal 1997 are
$7,500,000. The Company believes that its current cash position, cash flow
from operations and credit line facilities will be sufficient
to fund current operations and its capital expenditure program.
THE BOMBAY COMPANY, INC. AND SUBSIDIARIES
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
No reports on Form 8-K have been filed during the quarter ended May 3, 1997.
No exhibits have been filed as a part of this report.
THE BOMBAY COMPANY, INC. AND SUBSIDIARIES
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 thereunto duly authorized.
THE BOMBAY COMPANY, INC.
(Registrant)
/s/ Robert S. Jackson
----------------------
Robert S. Jackson
Interim President
and Chief Executive Officer
/s/ James E. Herlihy
---------------------
James E. Herlihy
Executive Vice President
and Chief Financial Officer
Date: June 16, 1997
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from The
Bombay Company, Inc. quarterly report on Form 10-Q for the three months
ended May 3, 1997 and is qualified in its entirety by reference to
such 10-Q.
</LEGEND>
<CIK> 0000096287
<NAME> THE BOMBAY COMPANY, INC.
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