Culp (CULP) 8-K Results of Operations and Financial Condition

Exhibit 99(b)

  Page 1 of 8

CULP, INC. FINANCIAL INFORMATION RELEASE
CONSOLIDATED STATEMENTS OF NET INCOME
FOR THE THREE MONTHS ENDED JULY 28, 2013 AND JULY 29, 2012
(UNAUDITED)
(Amounts in Thousands, Except for Per Share Data)
		THREE MONTHS ENDED
		Amounts				Percent of Sales
		July 28,	July 29,	% Over		July 28,		July 29,
		2013	2012	(Under)		2013		2012
Net sales	$	70,141	69,184	1.4	%	100.0	%	100.0	%
Cost of sales		57,067	56,064	1.8	%	81.4	%	81.0	%
Gross profit		13,074	13,120	(0.4)	%	18.6	%	19.0	%
Selling, general and
administrative expenses		7,100	7,641	(7.1)	%	10.1	%	11.0	%
Income from operations		5,974	5,479	9.0	%	8.5	%	7.9	%
Interest expense		140	190	(26.3)	%	0.2	%	0.3	%
Interest income		(92)	(127)	(27.6)	%	(0.1)	%	(0.2)	%
Other expense		391	44	788.6	%	0.6	%	0.1	%
Income before income taxes		5,535	5,372	3.0	%	7.9	%	7.8	%
Income taxes*		2,305	1,848	24.7	%	41.6	%	34.4	%
Net income	$	3,230	3,524	(8.3)	%	4.6	%	5.1	%
Net income per share-basic		$0.27	$0.28	(3.6)	%
Net income per share-diluted		$0.26	$0.28	(7.1)	%
Average shares outstanding-basic		12,148	12,551	(3.2)	%
Average shares outstanding-diluted		12,366	12,711	(2.7)	%
PRESENTATION OF ADJUSTED NET INCOME, ADJUSTED INCOME TAXES AND EARNINGS PER SHARE (1)
		THREE MONTHS ENDED
		Amounts				Percent of Sales
		July 28	July 29,	% Over		July 28		July 29,
		2013	2012	(Under)		2013		2012
Income before income taxes (see above)	$	5,535	5,372	3.0	%	7.9	%	7.8	%
Adjusted Income taxes (2)*		786	1,031	(23.8)	%	14.2	%	19.2	%
Adjusted net income		4,749	4,341	9.4	%	6.8	%	6.3	%
Adjusted net income per share-basic		$0.39	$0.35	11.4	%
Adjusted net income per share-diluted		$0.38	$0.34	11.8	%
Average shares outstanding-basic		12,148	12,551	(3.2)	%
Average shares outstanding-diluted		12,366	12,711	(2.7)	%
(1) Culp, Inc. currently does not incur cash income tax expense in the US due to its $50.7 million in net operating loss carryforwards. Therefore,
adjusted net income is calculated using only income tax expense for our subsidiaries located in Canada and China. See reconciliation on
page 8 of 8.
(2) Represents estimated income tax expense for our subsidiaries located in Canada and China. See reconciliation on page 8 of 8.
* Percent of sales column for income taxes is calculated as a % of income before income taxes.

Page 2 of  8

CULP, INC. FINANCIAL INFORMATION RELEASE
CONSOLIDATED BALANCE SHEETS
JULY 28, 2013, JULY 29, 2012 AND APRIL 28, 2013
Unaudited
(Amounts in Thousands)
	Amounts				Increase
	July 28,		July 29,		(Decrease)						* April 28,
	2013		2012		Dollars			Percent			2013
Current assets
Cash and cash equivalents	$	21,423		21,889		(466	)		(2.1	) %		23,530
Short-term investments		6,174		5,200		974			18.7	%		5,286
Accounts receivable		24,493		20,021		4,472			22.3	%		23,392
Inventories		41,770		44,052		(2,282	)		(5.2	) %		38,418
Deferred income taxes		7,747		2,337		5,410			231.5	%		7,709
Assets held for sale		-		15		(15	)		(100.0	) %		-
Income taxes receivable		292		-		292			100.0	%		318
Other current assets		3,408		2,563		845			33.0	%		2,093
Total current assets		105,307		96,077		9,230			9.6	%		100,746
Property, plant & equipment, net		30,808		31,016		(208	)		(0.7	) %		30,594
Goodwill		11,462		11,462		-			0.0	%		11,462
Deferred income taxes		651		2,715		(2,064	)		(76.0	) %		753
Other assets		2,873		1,890		983			52.0	%		1,151
Total assets	$	151,101		143,160		7,941			5.5	%		144,706
Current liabilities
Current maturities of long-term debt	$	2,200		2,400		(200	)		(8.3	) %		2,200
Line of credit		-		834		(834	)		(100.0	) %		561
Accounts payable - trade		27,821		27,284		537			2.0	%		22,357
Accounts payable - capital expenditures		-		152		(152	)		(100.0	) %		225
Accrued expenses		8,704		8,366		338			4.0	%		11,829
Accrued restructuring		-		40		(40	)		(100.0	) %		-
Income taxes payable - current		320		751		(431	)		(57.4	) %		285
Total current liabilities		39,045		39,827		(782	)		(2.0	) %		37,457
Income taxes payable - long-term		4,176		4,131		45			1.1	%		4,191
Deferred income taxes		4,335		705		3,630			514.9	%		3,075
Line of credit		560		-		560			100.0	%		-
Long-term debt , less current maturities		4,400		6,666		(2,266	)		(34.0	) %		4,400
Total liabilities		52,516		51,329		1,187			2.3	%		49,123
Shareholders' equity		98,585		91,831		6,754			7.4	%		95,583
Total liabilities and
shareholders' equity	$	151,101		143,160		7,941			5.5	%		144,706
Shares outstanding		12,241		12,656		(415	)		(3.3	) %		12,225
* Derived from audited financial statements.

Page 3 of 8

CULP, INC. FINANCIAL INFORMATION RELEASE

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE THREE MONTHS ENDED JULY 28, 2013 AND JULY 29, 2012

Unaudited

(Amounts in Thousands)

		THREE MONTHS ENDED
		Amounts
		July 28,			July 29,
		2013			2012
Cash flows from operating activities:
	Net income	$	3,230			3,524
	Adjustments to reconcile net income to net cash
	provided by (used in) operating activities:
	Depreciation		1,305			1,254
	Amortization of other assets		39			60
	Stock-based compensation		152			70
	Deferred income taxes		1,438			675
	Gain on sale of equipment		(74	)		-
	Excess tax benefits related to stock-based compensation		(114	)		(55	)
	Foreign currency exchange losses (gains)		96			(80	)
	Changes in assets and liabilities, net of effects of acquisition of assets:
	Accounts receivable		(1,049	)		4,985
	Inventories		(3,271	)		(7,710	)
	Other current assets		(1,300	)		(572	)
	Other assets		(11	)		(43	)
	Accounts payable		5,284			(3,288	)
	Accrued expenses		(3,131	)		(930	)
	Income taxes		81			148
	Net cash provided by (used in) operating activities		2,675			(1,962	)
Cash flows from investing activities:
	Capital expenditures		(884	)		(1,008	)
	Net cash paid for acquisition of assets		(2,640	)		-
	Purchase of short-term investments		(1,023	)		(25	)
	Proceeds from the sale of short-term investments		-			795
	Proceeds from the sale of equipment		104			-
	Net cash used in investing activities		(4,443	)		(238	)
Cash flows from financing activities:
	Payments on long-term debt		-			(50	)
	Excess tax benefits related to stock-based compensation		114			55
	Repurchase of common stock		-			(470	)
	Dividends paid		(489	)		(381	)
	Proceeds from common stock issued		145			-
	Net cash used in financing activities		(230	)		(846	)
Effect of exchange rate changes on cash and cash equivalents			(109	)		(88	)
Decrease in cash and cash equivalents			(2,107	)		(3,134	)
Cash and cash equivalents at beginning of period			23,530			25,023
Cash and cash equivalents at end of period		$	21,423			21,889
Free Cash Flow (1)		$	1,900			(3,003	)

(1)    Free Cash Flow reconciliation is as follows:
		FY 2014			FY 2013
A)	Net cash provided by operating activities	$	2,675			(1,962	)
B)	Minus:  Capital Expenditures		(884	)		(1,008	)
C)	Add:     Proceeds from the sale of equipment		104			-
D)	Add:     Excess tax benefits related to stock-based compensation		114			55
E)	Effects of exchange rate changes on cash and cash equivalents		(109	)		(88	)
		$	1,900			(3,003	)

Page 4 of 8

CULP, INC. FINANCIAL INFORMATION RELEASE
STATEMENTS OF OPERATIONS BY SEGMENT
FOR THE THREE MONTHS ENDED JULY 28, 2013 AND JULY 29, 2012
(Unaudited)
(Amounts in thousands)
	THREE MONTHS ENDED
	Amounts									Percent of Total Sales
	July 28,			July 29,			% Over			July 28,			July 29,
Net Sales by Segment	2013			2012			(Under)			2013			2012
Mattress Fabrics	$	38,164			37,964			0.5	%		54.4	%		54.9	%
Upholstery Fabrics		31,977			31,220			2.4	%		45.6	%		45.1	%
Net Sales	$	70,141			69,184			1.4	%		100.0	%		100.0	%
Gross Profit by Segment										Gross Profit Margin
Mattress Fabrics	$	7,392			7,622			(3.0	) %		19.4	%		20.1	%
Upholstery Fabrics		5,682			5,498			3.3	%		17.8	%		17.6	%
Gross Profit		13,074			13,120			(0.4	) %		18.6	%		19.0	%
Selling, General and Administrative expenses  by Segment										Percent of Sales
Mattress Fabrics	$	2,374			2,391			(0.7	) %		6.2	%		6.3	%
Upholstery Fabrics		3,266			3,340			(2.2	) %		10.2	%		10.7	%
Unallocated Corporate expenses		1,460			1,910			(23.6	) %		2.1	%		2.8	%
Selling, General and Administrative Expenses		7,100			7,641			(7.1	) %		10.1	%		11.0	%
Operating Income (loss)  by Segment										Operating Income (Loss) Margin
Mattress Fabrics	$	5,018			5,230			(4.1	) %		13.1	%		13.8	%
Upholstery Fabrics		2,416			2,159			11.9	%		7.6	%		6.9	%
Unallocated corporate expenses		(1,460	)		(1,910	)		(23.6	) %		(2.1	) %		(2.8	) %
Operating Income		5,974			5,479			9.0	%		8.5	%		7.9	%
Return on Capital (1)
Mattress Fabrics		34.2	%		37.8	%
Upholstery Fabrics		51.5	%		51.6	%
Unallocated Corporate		N/A			N/A
Consolidated		31.7	%		30.6	%
Capital Employed (2)
Mattress Fabrics		59,590			56,803			4.9	%
Upholstery Fabrics		20,209			18,967			6.5	%
Unallocated Corporate		(1,510	)		(593	)		N/A
Consolidated		78,289			75,177			4.1	%
Depreciation expense by Segment
Mattress Fabrics	$	1,149			1,092			5.2	%
Upholstery Fabrics		156			162			(3.7	) %
Depreciation expense		1,305			1,254			4.1	%
Notes:
(1) See pages 6 and 7 of this financial information release for calculations.
(2) The capital employed balances are as of July 28, 2013 and July 29, 2012

Page 5 of 8

CULP, INC.  FINANCIAL INFORMATION RELEASE

CONSOLIDATED STATEMENTS OF ADJUSTED EBITDA

FOR THE TWELVE MONTHS ENDED JULY 28, 2013 AND JULY 29, 2012

(UNAUDITED)

(AMOUNTS IN THOUSANDS)

	Quarter Ended
										Trailing 12
										Months
	10/28/12			1/27/13		4/28/2013		7/28/2013		7/28/2013
Net income	$	8,268		$	2,823	$	3,702	$	3,230	$	18,023
Income taxes		(3,736	)		1,700		2,161		2,305		2,430
Interest expense, net		60			40		50		48		198
Depreciation and amortization expense		1,344			1,338		1,354		1,344		5,380
Stock based compensation		127			111		254		152		644
Adjusted EBITDA	$	6,063		$	6,012	$	7,521	$	7,079	$	26,675
	Quarter Ended
										Trailing 12
										Months
	10/30/11			1/29/12		4/29/2012		7/29/2012		7/29/2012
Net income	$	6,252		$	1,802	$	3,423	$	3,524	$	15,001
Income taxes		(3,389	)		1,075		2,071		1,848		1,605
Interest expense, net		78			33		69		63		243
Depreciation and amortization expense		1,270			1,270		1,325		1,314		5,179
Stock based compensation		101			80		91		70		342
Adjusted EBITDA	$	4,312		$	4,260	$	6,979	$	6,819	$	22,370

Page 6 of 8

	CULP, INC. FINANCIAL INFORMATION RELEASE
	RETURN ON CAPITAL EMPLOYED BY SEGMENT
	FOR THE THREE MONTHS ENDED JULY 28, 2013
	(Amounts in Thousands)
	(Unaudited)
	Operating Income
	Three Months			Average			Return on
	Ended			Capital			Avg. Capital
	July 28, 2013 (1)			Employed (3)			Employed (2)
Mattress Fabrics	$	5,018		$	58,770			34.2	%
Upholstery Fabrics		2,416			18,761			51.5	%
(less: Unallocated Corporate)		(1,460	)		(2,037	)		N/A
Total	$	5,974		$	75,494			31.7	%
Average Capital Employed	As of the three Months Ended July 28, 2013												As of the three Months Ended April 28, 2013
	Mattress			Upholstery			Unallocated						Mattress			Upholstery			Unallocated
	Fabrics			Fabrics			Corporate			Total			Fabrics			Fabrics			Corporate			Total
Total assets		78,217			34,381			38,503			151,101			73,954			30,995			39,757			144,706
Total liabilities		(18,627	)		(14,172	)		(19,717	)		(52,516	)		(16,004	)		(13,682	)		(19,437	)		(49,123	)
Subtotal	$	59,590		$	20,209		$	18,786		$	98,585		$	57,950		$	17,313		$	20,320		$	95,583
Less:
Cash and cash equivalents		-			-			(21,423	)		(21,423	)		-			-			(23,530	)		(23,530	)
Short-term investments		-			-			(6,174	)		(6,174	)		-			-			(5,286	)		(5,286	)
Income taxes receivable		-			-			(292	)		(292	)		-			-			(318	)		(318	)
Deferred income taxes - current		-			-			(7,747	)		(7,747	)		-			-			(7,709	)		(7,709	)
Deferred income taxes - non-current		-			-			(651	)		(651	)		-			-			(753	)		(753	)
Current maturities of long-term debt		-			-			2,200			2,200			-			-			2,200			2,200
Line of credit		-			-			560			560									561			561
Income taxes payable - current		-			-			320			320			-			-			285			285
Income taxes payable - long-term		-			-			4,176			4,176			-			-			4,191			4,191
Deferred income taxes - non-current		-			-			4,335			4,335			-			-			3,075			3,075
Long-term debt, less current maturities		-			-			4,400			4,400			-			-			4,400			4,400
Total Capital Employed	$	59,590		$	20,209		$	(1,510	)	$	78,289		$	57,950		$	17,313		$	(2,564	)	$	72,699
	Mattress			Upholstery			Unallocated
	Fabrics			Fabrics			Corporate			Total
Average Capital Employed (3)	$	58,770		$	18,761		$	(2,037	)	$	75,494

Notes:
(1)	Operating income excludes restructuring and related charges--see reconciliation per page 4 of this financial information release.
(2)	Return on average capital employed represents operating income for the three month period ending July 28, 2013 times four quarters
	to arrive at an annualized value then divided by average capital employed. Average capital employed does not include cash and cash equivalents,
	short-term investments, long-term debt, including current maturities, line of credit, current and noncurrent deferred tax assets and liabilities, and
	income taxes receivable and payable.
(3)	Average capital employed was computed using the two periods ending July 28, 2013 and April 28, 2013.

Page 7 of 8

	CULP, INC. FINANCIAL INFORMATION RELEASE
	RETURN ON CAPITAL EMPLOYED BY SEGMENT
	FOR THE THREE MONTHS ENDED JULY 29, 2012
	(Amounts in Thousands)
	(Unaudited)
	Operating Income
	Three Months			Average			Return on
	Ended			Capital			Avg. Capital
	July 29, 2012 (1)			Employed (3)			Employed (2)
Mattress Fabrics	$	5,230		$	55,357			37.8	%
Upholstery Fabrics		2,159			16,743			51.6	%
(less: Unallocated Corporate)		(1,910	)		(567	)		N/A
Total	$	5,479		$	71,532			30.6	%
Average Capital Employed	As of the three Months Ended July 29, 2012												As of the three Months Ended April 29, 2012
	Mattress			Upholstery			Unallocated						Mattress			Upholstery			Unallocated
	Fabrics			Fabrics			Corporate			Total			Fabrics			Fabrics			Corporate			Total
Total assets		78,098			29,973			35,089			143,160			71,563			33,641			39,512			144,716
Total liabilities		(21,295	)		(11,006	)		(19,028	)		(51,329	)		(17,653	)		(19,123	)		(18,940	)		(55,716	)
Subtotal	$	56,803		$	18,967		$	16,061		$	91,831		$	53,910		$	14,518		$	20,572		$	89,000
Less:
Cash and cash equivalents		-			-			(21,889	)		(21,889	)		-			-			(25,023	)		(25,023	)
Short-term investments		-			-			(5,200	)		(5,200	)		-			-			(5,941	)		(5,941	)
Deferred income taxes - current		-			-			(2,337	)		(2,337	)		-			-			(2,467	)		(2,467	)
Deferred income taxes - non-current		-			-			(2,715	)		(2,715	)		-			-			(3,205	)		(3,205	)
Current maturities of long-term debt		-			-			2,400			2,400			-			-			2,404			2,404
Line of credit		-			-			834			834									889			889
Income taxes payable - current		-			-			751			751			-			-			642			642
Income taxes payable - long-term		-			-			4,131			4,131			-			-			4,164			4,164
Deferred income taxes - non-current		-			-			705			705			-			-			705			705
Long-term debt, less current maturities		-			-			6,666			6,666			-			-			6,719			6,719
Total Capital Employed	$	56,803		$	18,967		$	(593	)	$	75,177		$	53,910		$	14,518		$	(541	)	$	67,887
	Mattress			Upholstery			Unallocated
	Fabrics			Fabrics			Corporate			Total
Average Capital Employed (3)	$	55,357		$	16,743		$	(567	)	$	71,532

Notes:
(1)	Operating income excludes restructuring and related charges--see reconciliation per page 4 of this financial information release.
(2)	Return on average capital employed represents operating income for the three month period ending July 29, 2012 times four quarters
	to arrive at an annualized value then divided by average capital employed. Average capital employed does not include cash and cash equivalents,
	short-term investments, long-term debt, including current maturities, line of credit, current and noncurrent deferred tax assets and liabilities, and
	income taxes payable.
(3)	Average capital employed was computed using the two periods ending July 29, 2012 and April 29, 2012.

Page 8 of 8

CULP, INC. FINANCIAL INFORMATION RELEASE
CONSOLIDATED ADJUSTED EFFECTIVE INCOME TAX RATE, NET INCOME AND EARNINGS PER SHARE
FOR THE THREE MONTHS ENDED JULY 28, 2013 AND JULY 29, 2012
Unaudited
(Amounts in Thousands)
		THREE MONTHS ENDED
		Amounts
		July 28,			July 29,
		2013			2012
Consolidated Effective GAAP Income Tax Rate	(1)		41.6	%		34.4	%
Non-Cash U.S. Income Tax Expense			(27.0	)%		(15.0	)%
Non-Cash Foreign Income Tax Expense			(0.4	)%		(0.2	)%
Consolidated Adjusted Effective Income Tax Rate	(2)		14.2	%		19.2	%
		THREE MONTHS ENDED
		As reported						As adjusted		As reported					As adjusted
		July 28,						July 28,		July 29,					July 29,
			2013		Adjustments			2013		2012		Adjustments			2012
Income before income taxes		$	5,535					$	5,535	$	5,372				$	5,372
Income taxes (3)			2,305		$	(1,519	)		786		1,848	$	(817	)		1,031
Net income		$	3,230		$	1,519		$	4,749	$	3,524	$	817		$	4,341
Net income per share-basic		$	0.27		$	(0.13	)	$	0.39	$	0.28	$	(0.07	)	$	0.35
Net income per share-diluted		$	0.26		$	(0.12	)	$	0.38	$	0.28	$	(0.06	)	$	0.34
Average shares outstanding-basic			12,148			12,148			12,148		12,551		12,551			12,551
Average shares outstanding-diluted			12,366			12,366			12,366		12,711		12,711			12,711
(1) Calculated by dividing consolidated income tax expense by
consolidated income before income taxes.
(2) Represents estimated cash income tax expense for our subsidiaries located
in Canada and China divided by consolidated income before income taxes.
(3) Proforma taxes calculated using the Consolidated Adjusted Effective Income Tax Rate as reflected above.