FALSE0000018255 0000018255 2020-08-20 2020-08-20

 

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
450 Fifth Street NW
Washington, D.C. 29549

 

 

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 20, 2020     

THE CATO CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

Delaware

1-31340

56-0484485

(State or Other Jurisdiction of Incorporation

(Commission

File Number)

(IRS Employer
Identification No.)

 

 

 

8100 Denmark Road, Charlotte, North Carolina

(Address of Principal Executive Offices)

28273-5975
(Zip Code)

 

 

 

(704)554-8510

(Registrant’s Telephone Number, Including Area Code)

 

 

 

Not Applicable

(Former Name or Former Address, if Changed Since 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:

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

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

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

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Class A - Common Stock, par value $.033 per share

CATO

New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

 


 

THE CATO CORPORATION

Item 2.02. Results of Operations and Financial Condition.

On August 20, 2020, The Cato Corporation issued a press release regarding its financial results for the second quarter ending August 1, 2020. A copy of this press release is furnished as Exhibit 99.1 hereto.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit 99.1 - Press Release issued August 20, 2020

Exhibit 104 – Cover Page Interactive Data File (embedded within Inline XBRL document)

2


 

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 CATO CORPORATION

 

 

August 24, 2020

 

/s/ John P. D. Cato

Date

 

John P. D. Cato

Chairman, President and

Chief Executive Officer

 

 

 

 

August 24, 2020

 

/s/ John R. Howe

Date

 

John R. Howe

Executive Vice President

Chief Financial Officer

3


 

Exhibit Index

 

 

 

 

 

Exhibit

 

Exhibit No.

 

 

 

 

 

Exhibit 99.1 - Press Release issued August 20, 2020

 

 

99.1

 

 

 

 

 

 

Exhibit 104 – Cover Page Interactive Data File (embedded within Inline XBRL document)

 

 

104

 

 

 

 

4

exhibit991
https://cdn.kscope.io/61d86da0a562658324202a3211a50932-exhibit991p1i0.gif
 
 
 
 
8100 Denmark Road
P.O.
 
Box 34216
Charlotte, NC
 
28234
(704) 554-8510
 
EXHIBIT 99.1
 
The CATO Corporation
 
NEWS RELEASE
FOR IMMEDIATE RELEASE
 
 
For Further Information Contact:
 
John R. Howe
 
Executive Vice President
 
Chief Financial Officer
 
704-551-7315
 
CATO
 
REPORTS 2Q NET LOSS
 
 
CHARLOTTE, N.C. (August 20, 2020) –– The Cato Corporation (NYSE: CATO)
 
today reported a net
loss of $7.2 million or ($0.30) per diluted share for the second quarter ended August 1, 2020,
compared to net income of $11.9
 
million or $0.48 per diluted share for the second quarter ended
August 3, 2019.
 
Sales for the second quarter were $166.3 million, or a decrease of 21% from sales
of $210.4 million for the second quarter ended August 3, 2019.
 
The Company’s same-store sales for
the quarter decreased 24% to the same period last year.
As previously announced Cato closed all stores due to the COVID-19 pandemic beginning March 19,
2020.
 
On May 1, 2020, the Company began reopening stores in a phased approach, with limited
operating hours, consistent with local health and safety guidelines and regulations.
 
As of June 15,
2020, all stores had reopened.
For the six months ended August 1, 2020, the Company reported a net loss of $35.6 million or ($1.48)
per diluted share, compared to net income of $33.1 million or $1.34 per diluted share for the six
months ended August 3, 2019.
 
Sales for the six months ended August 1, 2020 were $265.1 million,
down 40% to sales of $438.4 million for the six months ended August 3, 2019.
 
Year
 
-to-date same-
store sales decreased 39%.
“Sales softened through the quarter and into early August.
 
As we
 
see this trend continuing, we are
cautious about the second half of the year,” stated John Cato, Chairman, President, and Chief
Executive Officer.
 
“And we remain committed to protecting our customers, associates and the
communities we serve, in light of the unprecedented situation regarding the COVID-19 pandemic.”
 
 
8100 Denmark Road
P.O.
 
Box 34216
Charlotte, NC
 
28234
(704) 554-8510
 
Gross margin decreased to 20.2% from 38.0% of sales in the quarter, due to a reduction in
merchandise contribution, combined with the effects of deleveraging from the sales decline related to
the phased reopening of stores and limited operating hours.
 
SG&A expenses as a percent of sales
decreased to 26.4% from 31.4% during the quarter primarily due to company-wide expense reduction
initiatives and elimination of incentive compensation.
 
A pre-tax loss and the beneficial effects of the
CARES Act resulted in $3.9 million tax benefit versus $2.1 million expense in the prior year.
 
During
the quarter, the Company paid $30 million on its line of credit, bringing the outstanding balance to $0.
 
The Company ended the quarter with unrestricted cash and short-term investments of $137.0 million
and full availability on its $35 million revolving line of credit.
 
Year
 
-to-date gross margin decreased to 18.4% of sales from 39.2% the prior year primarily due to a
reduction in merchandise contribution combined with the effects of deleveraging resulting from the
sales decline.
 
The year-to-date SG&A rate was 36.4% versus 30.0% last year primarily due to the
effects of deleveraging and store impairment charges of $5.3 million, partially offset by company-wide
expense reductions and the elimination of incentive compensation.
 
Income tax benefit for the first
half was $13.0 million compared to an expense of $6.4 million last year.
During the second quarter ended August 1, 2020, the Company opened 36 new stores which were
previously committed, relocated 1 store and permanently closed 3 stores.
 
As of August 1, 2020, the
Company operated 1,333 stores in 31 states, compared to 1,299 stores in 31 states as of August 3,
2019.
The Cato Corporation is a leading specialty retailer of value-priced fashion apparel and accessories
operating three concepts, “Cato,” “Versona” and “It’s
 
Fashion.”
 
The Company’s Cato stores offer
exclusive merchandise with fashion and quality comparable to mall specialty stores at low prices
every day.
 
The Company also offers exclusive merchandise found in its Cato stores at
www.catofashions.com.
 
Versona is a unique fashion destination offering apparel
 
and accessories
including jewelry, handbags and
 
shoes at exceptional prices every day.
 
Select Versona merchandise
can also be found at www.shopversona.com.
 
It’s Fashion offers fashion with
 
a focus on the latest
trendy styles for the entire family at low prices every day.
Statements in this press release not historical in nature
 
i
ncluding, without limitation, statements regarding the Company’s
expected or estimated operational and financial results
 
and potential impact of the coronavirus are considered
 
“forward-
looking” within the meaning of The Private Securities Litigation
 
Reform Act of 1995.
 
Such forward-looking statements are
 
8100 Denmark Road
P.O.
 
Box 34216
Charlotte, NC
 
28234
(704) 554-8510
 
based on current expectations that are subject to known
 
and unknown risks, uncertainties and other factors
 
that could
cause actual results to differ materially from those contemplated
 
by the forward-looking statements.
 
Such factors include,
but are not limited to, any actual or perceived deterioration
 
in the conditions that drive consumer confidence and
spending, including, but not limited to, prevailing social,
 
economic, political and public health conditions and uncertainties,
levels of unemployment, fuel, energy and food costs, wage rates,
 
tax rates, interest rates, home values, consumer net
worth and the availability of credit; changes in laws or regulations
 
affecting our business including tariffs; uncertainties
regarding the impact of any governmental responses to
 
the foregoing conditions; competitive factors and pricing
pressures; our ability to predict and respond to rapidly changing
 
fashion trends and consumer demands; our ability to
successfully open new stores as planned and our ability
 
of any such new stores to grow and perform as expected;
adverse weather, public health
 
threats (including the global coronavirus (COVID-19) outbreak)
 
or similar conditions that
may affect our sales or operations; inventory risks due to shifts
 
in market demand, including the ability to liquidate excess
inventory at anticipated margins; and other factors discussed
 
under “Risk Factors” in Part I, Item 1A
 
of the Company’s
most recently filed annual report on Form 10-K
 
and in other reports the Company files with or furnishes to
 
the SEC from
time to time.
 
The Company does not undertake to publicly update or
 
revise the forward-looking statements even if
experience or future changes make it clear that the projected
 
results expressed or implied therein will not be realized.
 
The
Company is not responsible for any changes made to this
 
press release by wire or Internet services.
 
# # #
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
8100 Denmark Road
P.O.
 
Box 34216
Charlotte, NC
 
28234
(704) 554-8510
 
THE CATO CORPORATION
 
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
FOR THE PERIODS ENDED AUGUST 1, 2020 AND AUGUST
 
3, 2019
 
(Dollars in thousands, except per share data)
 
Quarter Ended
Six Months Ended
August 1,
%
August 3,
%
August 1,
%
August 3,
%
2020
 
Sales
2019
 
Sales
2020
 
Sales
2019
 
Sales
REVENUES
 
Retail sales
$
166,265
100.0%
$
210,357
100.0%
$
265,078
100.0%
$
438,423
100.0%
 
Other revenue (principally finance,
 
late fees and layaway charges)
1,905
1.1%
2,224
1.1%
3,824
1.4%
4,510
1.0%
 
Total revenues
168,170
101.1%
212,581
101.1%
268,902
101.4%
442,933
101.0%
GROSS MARGIN (Memo)
33,529
20.2%
79,985
38.0%
48,745
18.4%
171,968
39.2%
COSTS AND EXPENSES, NET
 
Cost of goods sold
132,736
79.8%
130,372
62.0%
216,333
81.6%
266,455
60.8%
 
Selling, general and administrative
43,957
26.4%
66,066
31.4%
96,468
36.4%
132,056
30.0%
 
Depreciation
3,488
2.1%
3,836
1.8%
7,494
2.8%
7,679
1.8%
 
Interest and other income
(961)
-0.6%
(1,693)
-0.8%
(2,812)
-1.1%
(2,829)
-0.7%
 
Cost and expenses, net
179,220
107.8%
198,581
94.4%
317,483
119.8%
403,361
92.0%
Income (Loss) Before Income Taxes
(11,050)
-6.7%
14,000
6.7%
(48,581)
-18.3%
39,572
9.0%
Income Tax (Benefit)/Expense
(3,880)
-2.3%
2,134
1.0%
(12,994)
-4.9%
6,450
1.5%
Net Income (Loss)
$
(7,170)
-4.3%
$
11,866
5.6%
$
(35,587)
-13.4%
$
33,122
7.6%
Basic Earnings Per Share
$
(0.30)
$
0.48
$
(1.48)
$
1.34
Diluted Earnings Per Share
$
(0.30)
$
0.48
$
(1.48)
$
1.34
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
8100 Denmark Road
P.O.
 
Box 34216
Charlotte, NC
 
28234
(704) 554-8510
 
THE CATO CORPORATION
 
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)
August 1,
February 1,
2020
2020
(Unaudited)
(Unaudited)
ASSETS
Current Assets:
Cash and cash equivalents
 
$
36,565
$
11,824
Short-term investments
 
100,391
200,387
Restricted cash
 
3,917
3,896
Accounts receivable - net
39,037
26,088
Merchandise inventories
 
88,280
115,365
Other current assets
12,460
5,237
Total Current Assets
 
280,650
362,797
Property and Equipment – net
 
84,938
88,667
Noncurrent Deferred Income Taxes
5,911
8,636
Other Assets
 
23,142
24,073
Right-of-Use Assets, net
201,776
200,803
 
TOTAL
$
596,417
$
684,976
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
$
96,149
$
136,153
Current Lease Liability
57,878
63,149
Noncurrent Liabilities
23,663
21,976
Lease Liability
152,508
147,184
Stockholders' Equity
266,219
316,514
 
TOTAL
$
596,417
$
684,976