Exhibit 99(b)
Page 1 of 12
CULP, INC. FINANCIAL INFORMATION RELEASE
CONSOLIDATED STATEMENTS OF NET LOSS
FOR THREE MONTHS ENDED MAY 3, 2020 AND APRIL 28, 2019
(UNAUDITED)
(Amounts in Thousands, Except for Per Share Data)
| | | THREE MONTHS ENDED | |
| | | | | | | Amount | | | | | Percent of Sales | |
| | | (6) | | | | (6) | | | | | | | | | | | | | |
| | | May 3, | | | | April 28, | | | % Over | | | May 3, | | | April 28, | |
| | | 2020 | | | | 2019 | | | (Under) | | | 2020 | | | 2019 | |
Net sales | | | $ | 47,378 | | | | | 67,023 | | | | (29.3 | )% | | | 100.0 | % | | | 100.0 | % |
Cost of sales | | | | (44,333 | ) | | | | (55,828 | ) | | | (20.6 | )% | | | 93.6 | % | | | 83.3 | % |
Gross profit from continuing operations | | | | 3,045 | | | | | 11,195 | | | | (72.8 | )% | | | 6.4 | % | | | 16.7 | % |
Selling, general and administrative expenses | | | | (7,327 | ) | | | | (8,758 | ) | | | (16.3 | )% | | | 15.5 | % | | | 13.1 | % |
Asset impairments | | (1) | | (13,712 | ) | | | | — | | | | 100.0 | % | | | 28.9 | % | | | 0.0 | % |
(Loss) income from continuing operations | | | | (17,994 | ) | | | | 2,437 | | | N.M. | | | | (38.0 | )% | | | 3.6 | % |
Interest expense | | | | (84 | ) | | | | — | | | | 100.0 | % | | | 0.2 | % | | | 0.0 | % |
Interest income | | | | 121 | | | | | 221 | | | | (45.2 | )% | | | 0.3 | % | | | 0.3 | % |
Other expense | | | | (426 | ) | | (5) | | (670 | ) | | | (36.4 | )% | | | 0.9 | % | | | 1.0 | % |
(Loss) income before income taxes from continuing operations | | | | (18,383 | ) | | | | 1,988 | | | N.M. | | | | (38.8 | )% | | | 3.0 | % |
Income tax expense (2) | | | | (704 | ) | | | | (3,091 | ) | | | (77.2 | )% | | | (3.8 | )% | | | 155.5 | % |
Loss from investment in unconsolidated joint venture | | | | (65 | ) | | | | (5 | ) | | N.M. | | | | (0.1 | )% | | | (0.0 | )% |
Net loss from continuing operations | | | | (19,152 | ) | | | | (1,108 | ) | | N.M. | | | | (40.4 | )% | | | (1.7 | )% |
Loss before income taxes from discontinued operations (4) | | | | (8,698 | ) | | | | (477 | ) | | N.M. | | | | (18.4 | )% | | | (0.7 | )% |
Income tax benefit (3) (4) | | | | 25 | | | | | 74 | | | | (66.2 | )% | | | 0.3 | % | | | 15.5 | % |
Net loss from discontinued operations (4) | | | | (8,673 | ) | | | | (403 | ) | | N.M. | | | | (18.3 | )% | | | (0.6 | )% |
Net loss | | | | (27,825 | ) | | | | (1,511 | ) | | N.M. | | | | (58.7 | )% | | | (2.3 | )% |
| | | | | | | | | | | | | | | | | | | | | | |
Net loss from continuing operations per share - basic | | | $ | (1.56 | ) | | | $ | (0.09 | ) | | N.M. | | | | | | | | | |
Net loss from continuing operations per share - diluted | | | $ | (1.56 | ) | | | $ | (0.09 | ) | | N.M. | | | | | | | | | |
Net loss from discontinued operations per share - basic | | | $ | (0.71 | ) | | | $ | (0.03 | ) | | N.M. | | | | | | | | | |
Net loss from discontinued operations per share - diluted | | | $ | (0.71 | ) | | | $ | (0.03 | ) | | N.M. | | | | | | | | | |
Net loss per share - basic | | | $ | (2.26 | ) | | | $ | (0.12 | ) | | N.M. | | | | | | | | | |
Net loss per share - diluted | | | $ | (2.26 | ) | | | $ | (0.12 | ) | | N.M. | | | | | | | | | |
Average shares outstanding-basic | | | | 12,297 | | | | | 12,384 | | | | (0.7 | )% | | | | | | | | |
Average shares outstanding-diluted | | | | 12,297 | | | | | 12,384 | | | | (0.7 | )% | | | | | | | | |
Notes
(1) | During the three-month period ending May 3, 2020, we incurred asset impairment charges totaling $13.7 million that pertained to goodwill and certain intangible assets. Of this $13.7 million, $11.5 million and $2.2 million were associated with the mattress fabrics segment and upholstery fabrics segment, respectively. |
(2) | Percent of sales column for income tax expense is calculated as a % of loss (income) before income taxes from continuing operations. |
(3) | Percent of sales column for income tax expense is calculated as a % of loss before income taxes from discontinued operations. |
(4) | Effective March 31, 2020, we sold our entire ownership of eLuxury, LLC to its noncontrolling interest holder, resulting in the elimination of the home accessories segment at such time. |
(5) | Other expense for the three-month period ending April 28, 2019, included a $500 non-recurring charge for an endowed scholarship to the University of North Carolina at Chapel Hill in honor of our Co-Founder and former Chairman of the Board. This charitable contribution is being paid over a period of three years. |
(6) | See page 10 for our Reconciliation of Selected Income Statement Information to Adjusted Results for the three-month periods ending May 3, 2020 and April 28, 2019, which exclude certain charges and credits. |
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CULP, INC. FINANCIAL INFORMATION RELEASE
CONSOLIDATED STATEMENTS OF NET (LOSS) INCOME
FOR TWELVE MONTHS ENDED MAY 3, 2020 AND APRIL 28, 2019
(UNAUDITED)
(Amounts in Thousands, Except for Per Share Data)
| | | TWELVE MONTHS ENDED | |
| | | | | | | Amounts | | | | | | | | | Percent of Sales | |
| | | (12) | | | | (12) | | | | | | | | | | | | | |
| | | May 3, | | | | April 28, | | | % Over | | | May 3, | | | April 28, | |
| | | 2020 | | | | 2019 | | | (Under) | | | 2020 | | | 2019 | |
Net sales | | | $ | 256,166 | | | | | 281,325 | | | | (8.9 | )% | | | 100.0 | % | | | 100.0 | % |
Cost of sales | | | | (215,668 | ) | | (6) (7) | | (235,556 | ) | | | (8.4 | )% | | | 84.2 | % | | | 83.7 | % |
Gross profit from continuing operations | | | | 40,498 | | | | | 45,769 | | | | (11.5 | )% | | | 15.8 | % | | | 16.3 | % |
Selling, general and administrative expenses | | | | (34,424 | ) | | (7) (8) | | (33,243 | ) | | | 3.6 | % | | | 13.4 | % | | | 11.8 | % |
Asset impairments | | (1) | | (13,712 | ) | | | | — | | | | 100.0 | % | | | 5.4 | % | | | 0.0 | % |
Restructuring credit | | (2) | | 70 | | | (9) | | 825 | | | | (91.5 | )% | | | 0.0 | % | | | 0.3 | % |
(Loss) income from continuing operations | | | | (7,568 | ) | | | | 13,351 | | | N.M. | | | | (3.0 | )% | | | 4.7 | % |
Interest expense | | | | (106 | ) | | | | (35 | ) | | | 202.9 | % | | | 0.0 | % | | | 0.0 | % |
Interest income | | | | 897 | | | | | 789 | | | | 13.7 | % | | | 0.4 | % | | | 0.3 | % |
Other expense | | | | (902 | ) | | (10) | | (1,383 | ) | | | (34.8 | )% | | | 0.4 | % | | | 0.5 | % |
(Loss) income before income taxes from continuing operations | | | | (7,679 | ) | | | | 12,722 | | | N.M. | | | | (3.0 | )% | | | 4.5 | % |
Income tax expense (3) | | | | (3,354 | ) | | (11) | | (6,537 | ) | | | (48.7 | )% | | | (43.7 | )% | | | 51.4 | % |
Loss from investment in unconsolidated joint venture | | | | (125 | ) | | | | (114 | ) | | | 9.6 | % | | | (0.0 | )% | | | (0.0 | )% |
Net (loss) income from continuing operations | | | | (11,158 | ) | | | | 6,071 | | | N.M. | | | | (4.4 | )% | | | 2.2 | % |
Loss before income taxes from discontinued operations (5) | | | | (17,577 | ) | | | | (726 | ) | | N.M. | | | | (6.9 | )% | | | (0.3 | )% |
Income tax benefit (4) (5) | | | | 68 | | | | | 113 | | | | (39.8 | )% | | | 0.4 | % | | | 15.6 | % |
Net loss from discontinued operations (5) | | | | (17,509 | ) | | | | (613 | ) | | N.M. | | | | (6.8 | )% | | | (0.2 | )% |
Net (loss) income | | | | (28,667 | ) | | | | 5,458 | | | N.M. | | | | (11.2 | )% | | | 1.9 | % |
| | | | | | | | | | | | | | | | | | | | | | |
Net (loss) income from continuing operations per share - basic | | | $ | (0.90 | ) | | | $ | 0.49 | | | N.M. | | | | | | | | | |
Net (loss) income from continuing operations per share - diluted | | | $ | (0.90 | ) | | | $ | 0.48 | | | N.M. | | | | | | | | | |
Net loss from discontinued operations per share - basic | | | $ | (1.41 | ) | | | $ | (0.05 | ) | | N.M. | | | | | | | | | |
Net loss from discontinued operations per share - diluted | | | $ | (1.41 | ) | | | $ | (0.05 | ) | | N.M. | | | | | | | | | |
Net (loss) income per share - basic | | | $ | (2.32 | ) | | | $ | 0.44 | | | N.M. | | | | | | | | | |
Net (loss) income per share - diluted | | | $ | (2.32 | ) | | | $ | 0.43 | | | N.M. | | | | | | | | | |
Average shares outstanding-basic | | | | 12,378 | | | | | 12,462 | | | | (0.7 | )% | | | | | | | | |
Average shares outstanding-diluted | | | | 12,378 | | | | | 12,548 | | | | (1.4 | )% | | | | | | | | |
Notes
(1) | During the year ending May 3, 2020, we incurred asset impairment charges totaling $13.7 million that pertained to goodwill and certain intangible assets. Of this $13.7 million, $11.5 million and $2.2 million were associated with the mattress fabrics segment and upholstery fabrics segment, respectively. |
(2) | The $70 restructuring credit pertains to employee termination benefits associated with the closure of our Anderson, SC upholstery fabrics facility. |
(3) | Percent of sales column for income tax expense is calculated as a % of (loss) income before income taxes from continuing operations. |
(4) | Percent of sales column for income tax expense is calculated as a % of loss before income taxes from discontinued operations. |
(5) | Effective March 31, 2020, we sold our entire ownership of eLuxury, LLC to its noncontrolling interest holder, resulting in the elimination of the home accessories segment at such time. |
Page 3 of 12
(6) | Cost of sales for the year ending April 28, 2019, includes restructuring and related charges totaling $2.3 million, of which $1.6 million pertains to inventory markdowns and $784 pertains to operating costs associated with our closed upholstery fabrics plant facility located in Anderson, SC. |
(7) | During the year ending April 28, 2019, our mattress fabrics segment incurred non-recurring charges totaling $249 that were associated with employee termination benefits and other operational reorganization costs. Of this $249 total non-recurring charge, $159 and $90 were recorded in cost of sales and selling, general, administrative expenses, respectively. |
(8) | Selling, general, and administrative expenses for the year ending April 28, 2019, includes a $469 non-recurring charge associated with the accelerated vesting of certain stock-based compensation agreements. Of this $469, non-recurring charge, $429 and $40 pertain to unallocated corporate expenses and a restructuring related charge associated with our closed Anderson, SC upholstery fabrics facility. |
(9) | The $825 restructuring credit represents a $1.5 million gain on the sale of property, plant, and equipment associated with our closed Anderson, SC upholstery fabrics facility, partially offset by a charge of $661 for employee termination benefits. |
(10) Other expense for the year ending April 28, 2019, included a $500 non-recurring charge for an endowed scholarship to the University of North Carolina at Chapel Hill in honor of our Co-Founder and former Chairman of the Board. This charitable contribution is being paid over a period of three years.
(11) Income taxes for the year ending April 28, 2019, included provisional adjustments related to the Tax Cuts and Jobs Act enacted on December 22, 2017. We recorded an income tax benefit of $550 for the year-end April 28, 2019.
(12) See page 11 for our Reconciliation of Selected Income Statement Information to Adjusted Results for the twelve-month periods ending May 3, 2020 and April 28, 2019, which exclude certain charges and credits
Page 4 of 12
CULP, INC. FINANCIAL INFORMATION RELEASE
CONSOLIDATED BALANCE SHEETS
MAY 3, 2020 AND APRIL 28, 2019
Unaudited
(Amounts in Thousands)
| | Amounts | | | | �� | | | | | |
| | (Condensed) | | | | | | | | | | | | | |
| | May 3, | | | * April 28, | | | Increase (Decrease) | |
| | 2020 | | | 2019 | | | Dollars | | | Percent | |
Current assets | | | | | | | | | | | | | | | | |
Cash and cash equivalents | | $ | 69,790 | | | | 40,008 | | | | 29,782 | | | | 74.4 | % |
Short-term investments - Held-To-Maturity | | | 4,271 | | | | 5,001 | | | | (730 | ) | | | (14.6 | )% |
Short-term investments - Available for Sale | | | 923 | | | | — | | | | 923 | | | | 100.0 | % |
Accounts receivable | | | 25,093 | | | | 23,373 | | | | 1,720 | | | | 7.4 | % |
Inventories | | | 47,907 | | | | 47,564 | | | | 343 | | | | 0.7 | % |
Current income taxes receivable | | | 1,585 | | | | 776 | | | | 809 | | | | 104.3 | % |
Current assets held for sale - Discontinued operation | | | — | | | | 3,707 | | | | (3,707 | ) | | | (100.0 | )% |
Other current assets | | | 2,116 | | | | 2,816 | | | | (700 | ) | | | (24.9 | )% |
Total current assets | | | 151,685 | | | | 123,245 | | | | 28,440 | | | | 23.1 | % |
| | | | | | | | | | | | | | | | |
Property, plant & equipment, net | | | 43,147 | | | | 46,479 | | | | (3,332 | ) | | | (7.2 | )% |
Goodwill | | | — | | | | 13,569 | | | | (13,569 | ) | | | (100.0 | )% |
Intangible assets | | | 3,380 | | | | 3,899 | | | | (519 | ) | | | (13.3 | )% |
Long-term investments - Rabbi Trust | | | 7,834 | | | | 7,081 | | | | 753 | | | | 10.6 | % |
Long-term investments - Held-To-Maturity | | | 2,076 | | | | — | | | | 2,076 | | | | 100.0 | % |
Right of use asset | | | 3,903 | | | | — | | | | 3,903 | | | | 100.0 | % |
Noncurrent income taxes receivable | | | — | | | | 733 | | | | (733 | ) | | | (100.0 | )% |
Deferred income taxes | | | 793 | | | | 457 | | | | 336 | | | | 73.5 | % |
Investment in unconsolidated joint venture | | | 1,602 | | | | 1,508 | | | | 94 | | | | 6.2 | % |
Long-term note receivable affiliated with discontinued operation | | | — | | | | 830 | | | | (830 | ) | | | (100.0 | )% |
Noncurrent assets held for sale - Discontinued operation | | | — | | | | 22,112 | | | | (22,112 | ) | | | (100.0 | )% |
Other assets | | | 664 | | | | 643 | | | | 21 | | | | 3.3 | % |
Total assets | | $ | 215,084 | | | | 220,556 | | | | (5,472 | ) | | | (2.5 | )% |
Current liabilities | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | |
Line of credit - China operations | | $ | 1,015 | | | | - | | | | 1,015 | | | | 100.0 | % |
Paycheck Protection Plan Loan | | | 7,606 | | | | - | | | | 7,606 | | | | 100.0 | % |
Accounts payable - trade | | | 23,002 | | | | 22,734 | | | | 268 | | | | 1.2 | % |
Accounts payable - capital expenditures | | | 107 | | | | 68 | | | | 39 | | | | 57.4 | % |
Operating lease liability - current | | | 1,805 | | | | — | | | | 1,805 | | | | 100.0 | % |
Deferred revenue | | | 502 | | | | 399 | | | | 103 | | | | 25.8 | % |
Accrued expenses | | | 5,687 | | | | 8,632 | | | | (2,945 | ) | | | (34.1 | )% |
Accrued restructuring costs | | | — | | | | 124 | | | | (124 | ) | | | (100.0 | )% |
Current liabilities held for sale - Discontinued operation | | | — | | | | 2,213 | | | | (2,213 | ) | | | (100.0 | )% |
Income taxes payable - current | | | 395 | | | | 1,022 | | | | (627 | ) | | | (61.4 | )% |
Total current liabilities | | | 40,119 | | | | 35,192 | | | | 4,927 | | | | 14.0 | % |
| | | | | | | | | | | | | | | | |
Line of credit - U.S. operations | | | 29,750 | | | | — | | | | 29,750 | | | | 100.0 | % |
Accrued expenses - long-term | | | 167 | | | | 333 | | | | (166 | ) | | | (49.8 | )% |
Operating lease liability - long-term | | | 2,016 | | | | — | | | | 2,016 | | | | 100.0 | % |
Contingent consideration affiliated with discontinued operation | | | — | | | | 5,856 | | | | (5,856 | ) | | | (100.0 | )% |
Income taxes payable - long-term | | | 3,796 | | | | 3,249 | | | | 547 | | | | 16.8 | % |
Deferred income taxes | | | 1,818 | | | | 3,176 | | | | (1,358 | ) | | | (42.8 | )% |
Deferred compensation | | | 7,720 | | | | 6,998 | | | | 722 | | | | 10.3 | % |
Noncurrent liabilities held for sale - Discontinued operation | | | — | | | | 1,505 | | | | (1,505 | ) | | | (100.0 | )% |
Total liabilities | | | 85,386 | | | | 56,309 | | | | 29,077 | | | | 51.6 | % |
Shareholders' equity | | | | | | | | | | | | | | | | |
Shareholders' equity attributable to Culp Inc. | | | 129,698 | | | | 159,933 | | | | (30,235 | ) | | | (18.9 | )% |
Non-controlling interest - Discontinued Operation | | | - | | | | 4,314 | | | | (4,314 | ) | | | (100.0 | )% |
| | | 129,698 | | | | 164,247 | | | | (34,549 | ) | | | (21.0 | )% |
| | | | | | | | | | | | | | | | |
Total liabilities and shareholders' equity | | $ | 215,084 | | | | 220,556 | | | | (5,472 | ) | | | (2.5 | )% |
Shares outstanding | | | 12,285 | | | | 12,391 | | | | (106 | ) | | | (0.9 | )% |
* Derived from audited financial statements.
Page 5 of 12
CULP, INC. FINANCIAL INFORMATION RELEASE
SUMMARY OF CASH, INVESTMENTS, AND DEBT
MAY 3, 2020 AND APRIL 28, 2019
Unaudited
(Amounts in Thousands)
| | Amounts | |
| | May 3, | | | | April 28, | |
| | 2020 | | | | 2019* | |
Cash and Investments | | | | | | | | | |
Cash and cash equivalents | | $ | 69,790 | | | | $ | 40,008 | |
Short-term investments - Available for Sale | | | 923 | | | | | — | |
Short-term investments - Held-To-Maturity | | | 4,271 | | | | | 5,001 | |
Long-term investments - Held-To-Maturity | | | 2,076 | | | | | — | |
Total Cash and Investments | | $ | 77,060 | | | | $ | 45,009 | |
| | | | | | | | | |
Debt | | | | | | | | | |
Line of credit - China operations | | $ | 1,015 | | | | $ | — | |
Paycheck Protection Plan Loan | | | 7,606 | | | | | — | |
Line of credit - U.S. operations | | | 29,750 | | | | | — | |
Total debt | | $ | 38,371 | | | | $ | — | |
Net Cash Position | | $ | 38,689 | | | | $ | 45,009 | |
* Derived from audited financial statements.
Page 6 of 12
CULP, INC. FINANCIAL INFORMATION RELEASE
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE TWELVE MONTHS ENDED MAY 3, 2020 AND APRIL 28, 2019
Unaudited
(Amounts in Thousands)
| | TWELVE MONTHS ENDED | |
| | Amounts | |
| | May 3, | | | April 28, | |
| | 2020 | | | 2019 | |
Cash flows from operating activities: | | | | | | | | |
Net (loss) income | | $ | (28,667 | ) | | $ | 5,458 | |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | | | | | | | | |
Depreciation | | | 7,827 | | | | 8,117 | |
Amortization | | | 647 | | | | 780 | |
Asset impairments | | | 33,914 | | | | — | |
Reversal of contingent consideration associated with discontinued operation | | | (6,081 | ) | | | — | |
Loss on disposal of discontinued operation | | | 1,606 | | | | — | |
Stock-based compensation | | | 614 | | | | 130 | |
Deferred income taxes | | | (1,694 | ) | | | 2,027 | |
Realized loss on sale of short-term investments (Available for Sale) | | | 10 | | | | 94 | |
Gain on sale of property, plant, and equipment | | | (238 | ) | | | (1,452 | ) |
Loss from investment in unconsolidated joint venture | | | 125 | | | | 114 | |
Foreign currency exchange loss (gain) | | | 109 | | | | (17 | ) |
Changes in assets and liabilities, net of effects of acquisition and disposal of business: | | | | | | | | |
Accounts receivable | | | (1,994 | ) | | | 2,339 | |
Inventories | | | (837 | ) | | | 3,841 | |
Other current assets | | | 342 | | | | 41 | |
Other assets | | | (48 | ) | | | (65 | ) |
Accounts payable | | | 499 | | | | (3,427 | ) |
Deferred revenue | | | 103 | | | | (410 | ) |
Accrued expenses and deferred compensation | | | (1,017 | ) | | | (1,492 | ) |
Accrued restructuring costs | | | (124 | ) | | | 124 | |
Income taxes | | | (126 | ) | | | (2,329 | ) |
Net cash provided by operating activities | | | 4,970 | | | | 13,873 | |
Cash flows from investing activities: | | | | | | | | |
Net cash paid for acquisition of businesses | | | — | | | | (12,096 | ) |
Capital expenditures | | | (4,585 | ) | | | (3,261 | ) |
Proceeds from the sale of property, plant, and equipment | | | 672 | | | | 1,894 | |
Proceeds from long-term note receivable associated with discontinued operation | | | 1,523 | | | | — | |
Investment in unconsolidated joint venture | | | (220 | ) | | | (120 | ) |
Proceeds from the sale of short-term investments (Held to Maturity) | | | 6,100 | | | | 25,680 | |
Purchase of short-term and long-term investments (Held to Maturity) | | | (7,465 | ) | | | — | |
Proceeds from the sale of short-term investments (Available for Sale) | | | 6,606 | | | | 2,458 | |
Purchase of short-term investments (Available for Sale) | | | (7,555 | ) | | | (10 | ) |
Proceeds from the sale of long-term investments (Rabbi Trust) | | | — | | | | 1,233 | |
Purchase of long-term investments (Rabbi Trust) | | | (788 | ) | | | (1,011 | ) |
Proceeds from life insurance policy | | | — | | | | 394 | |
Net cash (used in) provided by investing activities | | | (5,712 | ) | | | 15,161 | |
Cash flows from financing activities: | | | | | | | | |
Proceeds from lines of credit | | | 30,765 | | | | 12,000 | |
Payments associated with lines of credit | | | — | | | | (12,000 | ) |
Proceeds from Paycheck Protection Plan loan | | | 7,606 | | | | — | |
Payments on vendor-financed capital expenditures | | | — | | | | (1,412 | ) |
Proceeds from subordinated loan payable associated with the noncontrolling interest of discontinued operation | | | 250 | | | | 675 | |
Cash paid for acquisition of businesses | | | (1,532 | ) | | | — | |
Dividends paid | | | (5,075 | ) | | | (4,732 | ) |
Common stock repurchased | | | (1,680 | ) | | | (3,323 | ) |
Common stock surrendered for withholding taxes payable | | | (51 | ) | | | (1,319 | ) |
Capital contribution associated with the noncontrolling interest of discontinued operation | | | 360 | | | | — | |
Payments of debt issuance costs | | | — | | | | (50 | ) |
Net cash provided by (used in) financing activities | | | 30,643 | | | | (10,161 | ) |
Effect of exchange rate changes on cash and cash equivalents | | | (119 | ) | | | (93 | ) |
Increase in cash and cash equivalents | | | 29,782 | | | | 18,780 | |
Cash and cash equivalents at beginning of year | | | 40,008 | | | | 21,228 | |
Cash and cash equivalents at end of year | | $ | 69,790 | | | $ | 40,008 | |
Free Cash Flow (1) | | $ | 1,453 | | | $ | 11,497 | |
Page 7 of 12
(1) Free Cash Flow reconciliation is as follows: | | | | | | | | |
| | | FY 2020 | | | FY 2019 | |
A) Net cash provided by operating activities | | $ | 4,970 | | | | 13,873 | |
B) Minus: Capital Expenditures | | | (4,585 | ) | | | (3,261 | ) |
C) Plus: Proceeds from the sale of property, plant, and equipment | | | 672 | | | | 1,894 | |
D) Plus: Proceeds from long-term note receivable associated with discontinued operation | | | 1,523 | | | | — | |
E) Minus: Investment in unconsolidated joint venture | | | (220 | ) | | | (120 | ) |
F) Plus: 'Proceeds from life insurance policy | | | — | | | | 394 | |
G) Minus: Payments on vendor-financed capital expenditures | | | — | | | | (1,412 | ) |
H) Plus: Proceeds from the sale of long-term investments (Rabbi Trust) | | | — | | | | 1,233 | |
I) Minus: Purchase of long-term investments (Rabbi Trust) | | | (788 | ) | | | (1,011 | ) |
J) Effects of exchange rate changes on cash and cash equivalents | | | (119 | ) | | | (93 | ) |
Free Cash Flow | | $ | 1,453 | | | | 11,497 | |
| | | | | | | | |
Page 8 of 12
CULP, INC. FINANCIAL INFORMATION RELEASE
STATEMENTS OF OPERATIONS BY SEGMENT
FOR THE THREE MONTHS ENDED MAY 3, 2020 AND APRIL 28, 2019
(Unaudited)
(Amounts in thousands)
| | | | THREE MONTHS ENDED | |
| | | | Amounts | | | | | | | Percent of Total Sales | |
| | | | May 3, | | | | April 28, | | | % Over | | | May 3, | | | April 28, | |
Net Sales by Segment | | | | 2020 | | | | 2019 | | | (Under) | | | 2020 | | | 2019 | |
Mattress Fabrics | | | | $ | 23,354 | | | | | 37,981 | | | | (38.5 | )% | | | 49.3 | % | | | 56.7 | % |
Upholstery Fabrics | | | | | 24,024 | | | | | 29,042 | | | | (17.3 | )% | | | 50.7 | % | | | 43.3 | % |
Net Sales | | | | $ | 47,378 | | | | | 67,023 | | | | (29.3 | )% | | | 100.0 | % | | | 100.0 | % |
| | | | | | | | | | | | | | | | | | | | | | | |
Gross Profit (Loss) from Continuing | | | | | | | | | | | | | | | | | Gross Profit | |
Operations by Segment | | | | | | | | | | | | | | | | | (Loss) Margin | |
Mattress Fabrics | | | | $ | (270 | ) | | | | 5,854 | | | | (104.6 | )% | | | (1.2 | )% | | | 15.4 | % |
Upholstery Fabrics | | | | | 3,315 | | | | | 5,341 | | | | (37.9 | )% | | | 13.8 | % | | | 18.4 | % |
Gross Profit From Continuing Operations | | | | $ | 3,045 | | | | | 11,195 | | | | (72.8 | )% | | | 6.4 | % | | | 16.7 | % |
| | | | | | | | | | | | | | | | | | | | | | | |
Selling, General and Administrative Expenses | | | | | | | | | | | | | | | | | | | | | | | |
by segment | | | | | | | | | | | | | | | | | Percent of Sales | |
Mattress Fabrics | | | | $ | 2,494 | | | | | 3,155 | | | | (21.0 | )% | | | 10.7 | % | | | 8.3 | % |
Upholstery Fabrics | | | | | 2,825 | | | | | 3,565 | | | | (20.8 | )% | | | 11.8 | % | | | 12.3 | % |
Unallocated Corporate expenses | | | | | 2,008 | | | | | 2,038 | | | | (1.5 | )% | | | 4.2 | % | | | 3.0 | % |
Selling, General and Administrative Expenses | | | | $ | 7,327 | | | | | 8,758 | | | | (16.3 | )% | | | 15.5 | % | | | 13.1 | % |
| | | | | | | | | | | | | | | | | | | | | | | |
(Loss) Income from Continuing | | | | | | | | | | | | | | | | | Operating (Loss) | |
Operations by Segment | | | | | | | | | | | | | | | | | Income Margin | |
Mattress Fabrics | | | | $ | (2,764 | ) | | | | 2,698 | | | | (202.4 | )% | | | (11.8 | )% | | | 7.1 | % |
Upholstery Fabrics | | | | | 490 | | | | | 1,777 | | | | (72.4 | )% | | | 2.0 | % | | | 6.1 | % |
Unallocated corporate expenses | | | | | (2,008 | ) | | | | (2,038 | ) | | | (1.5 | )% | | | (4.2 | )% | | | (3.0 | )% |
Subtotal | | | | | (4,282 | ) | | | | 2,437 | | | | (275.7 | )% | | | (9.0 | )% | | | 3.6 | % |
Asset Impairments | | (1) | | | (13,712 | ) | | | | — | | | | 100.0 | % | | | (28.9 | )% | | | 0.0 | % |
(Loss) Income From Continuing Operations | | | | $ | (17,994 | ) | | | | 2,437 | | | N.M. | | | | (38.0 | )% | | | 3.6 | % |
| | | | | | | | | | | | | | | | | | | | | | | |
Depreciation Expense by Segment | | | | | | | | | | | | | | | | | | | | | | | |
Mattress Fabrics | | | | $ | 1,695 | | | | | 1,742 | | | | (2.7 | )% | | | | | | | | |
Upholstery Fabrics | | | | | 187 | | | | | 191 | | | | (2.1 | )% | | | | | | | | |
Discontinued Operation | | | | | 64 | | | | | 97 | | | | (34.0 | )% | | | | | | | | |
Depreciation Expense | | | | $ | 1,946 | | | | | 2,030 | | | | (4.1 | )% | | | | | | | | |
Notes
(1) | See page 10 for our Reconciliation of Selected Income Statement Information to Adjusted Results for the three-month periods ending May 3, 2020 and April 28, 2019, for a description of this asset impairment. |
Page 9 of 12
CULP, INC. FINANCIAL INFORMATION RELEASE
STATEMENTS OF OPERATIONS BY SEGMENT
FOR THE TWELVE MONTHS ENDED MAY 3, 2020 AND APRIL 28, 2019
(Unaudited)
(Amounts in thousands)
| | | | TWELVE MONTHS ENDED | |
| | | | Amounts | | | | | | | Percent of Total Sales | |
| | | | May 3, | | | | April 28, | | | % Over | | | May 3, | | | April 28, | |
Net Sales by Segment | | | | 2020 | | | | 2019 | | | (Under) | | | 2020 | | | 2019 | |
Mattress Fabrics | | | | $ | 131,412 | | | | | 145,671 | | | | (9.8 | )% | | | 51.3 | % | | | 51.8 | % |
Upholstery Fabrics | | | | | 124,754 | | | | | 135,654 | | | | (8.0 | )% | | | 48.7 | % | | | 48.2 | % |
Net Sales | | | | $ | 256,166 | | | | | 281,325 | | | | (8.9 | )% | | | 100.0 | % | | | 100.0 | % |
| | | | | | | | | | | | | | | | | | | | | | | |
Gross Profit from Continuing | | | | | | | | | | | | | | | | | | | | | | | |
Operations by Segment | | | | | | | | | | | | | | | | | Gross Profit Margin | |
Mattress Fabrics | | | | $ | 16,278 | | | | | 22,904 | | | | (28.9 | )% | | | 12.4 | % | | | 15.7 | % |
Upholstery Fabrics | | | | | 24,220 | | | | | 25,373 | | | | (4.5 | )% | | | 19.4 | % | | | 18.7 | % |
Subtotal | | | | | 40,498 | | | | | 48,277 | | | | (16.1 | )% | | | 15.8 | % | | | 17.2 | % |
Other non-recurring charges | | | | | — | | | (1) | | (159 | ) | | | (100.0 | )% | | | 0.0 | % | | | (0.1 | )% |
Restructuring related charges | | | | | — | | | (1) | | (2,349 | ) | | | (100.0 | )% | | | 0.0 | % | | | (0.8 | )% |
Gross Profit | | | | $ | 40,498 | | | | | 45,769 | | | | (11.5 | )% | | | 15.8 | % | | | 16.3 | % |
| | | | | | | | | | | | | | | | | | | | | | | |
Selling, General and Administrative Expenses | | | | | | | | | | | | | | | | | | | | | | | |
by Segment | | | | | | | | | | | | | | | | | Percent of Sales | |
Mattress Fabrics | | | | $ | 11,354 | | | | | 11,296 | | | | 0.5 | % | | | 8.6 | % | | | 7.8 | % |
Upholstery Fabrics | | | | | 14,353 | | | | | 14,551 | | | | (1.4 | )% | | | 11.5 | % | | | 10.7 | % |
Unallocated Corporate expenses | | | | | 8,717 | | | | | 6,838 | | | | 27.5 | % | | | 3.4 | % | | | 2.4 | % |
Subtotal | | | | | 34,424 | | | | | 32,685 | | | | 5.3 | % | | | 13.4 | % | | | 11.6 | % |
Other non-recurring charges | | | | | — | | | (1) | | 518 | | | | (100.0 | )% | | | 0.0 | % | | | 0.2 | % |
Restructuring related charges | | | | | — | | | (1) | | 40 | | | | (100.0 | )% | | | 0.0 | % | | | 0.0 | % |
Selling, General and Administrative Expenses | | | | $ | 34,424 | | | | | 33,243 | | | | 3.6 | % | | | 13.4 | % | | | 11.8 | % |
| | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | |
(Loss) Income from Continuing | | | | | | | | | | | | | | | | | Operating (Loss) | |
Operations by Segment | | | | | | | | | | | | | | | | | Income Margin | |
Mattress Fabrics | | | | $ | 4,924 | | | | | 11,607 | | | | (57.6 | )% | | | 3.7 | % | | | 8.0 | % |
Upholstery Fabrics | | | | | 9,867 | | | | | 10,823 | | | | (8.8 | )% | | | 7.9 | % | | | 8.0 | % |
Unallocated corporate expenses | | | | | (8,717 | ) | | | | (6,838 | ) | | | 27.5 | % | | | (3.4 | )% | | | (2.4 | )% |
Subtotal | | | | $ | 6,074 | | | | | 15,592 | | | | (61.0 | )% | | | 2.4 | % | | | 5.5 | % |
Asset Impairments | | (1) | | | (13,712 | ) | | | | — | | | | 100.0 | % | | | (5.4 | )% | | | 0.0 | % |
Other non-recurring charges | | | | | — | | | (1) | | (678 | ) | | | (100.0 | )% | | | 0.0 | % | | | (0.2 | )% |
Restructuring credit and related charges | | (1) | | | 70 | | | (1) | | (1,563 | ) | | N.M. | | | | 0.0 | % | | | (0.6 | )% |
(Loss) income from continuing operations | | | | | (7,568 | ) | | | | 13,351 | | | N.M. | | | | (3.0 | )% | | | 4.7 | % |
| | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | | | | | | | | | | | | | | | | | | |
Depreciation Expense by Segment | | | | | | | | | | | | | | | | | | | | | | | |
Mattress Fabrics | | | | $ | 6,712 | | | | | 7,008 | | | | (4.2 | )% | | | | | | | | |
Upholstery Fabrics | | | | | 765 | | | | | 787 | | | | (2.8 | )% | | | | | | | | |
Discontinued Operation | | | | | 350 | | | | | 322 | | | | 8.7 | % | | | | | | | | |
Depreciation Expense | | | | $ | 7,827 | | | | | 8,117 | | | | (3.6 | )% | | | | | | | | |
Notes
| (1) | See page 11 for our Reconciliation of Selected Income Statement Information to Adjusted Results for the twelve-month periods enidng May 3, 2020 and April 28, 2019, for descriptions of these charges and credits. |
Page 10 of 12
CULP, INC.
RECONCILIATION OF SELECTED INCOME STATEMENT INFORMATION TO ADJUSTED RESULTS
FOR THE THREE MONTHS ENDED MAY 3, 2020 AND APRIL 28, 2019
| | THREE MONTHS ENDED (UNAUDITED) | |
| | As | | | | | | | | May 3, | | | As | | | | | | | | April 28, | |
| | Reported | | | | | | | | 2020 | | | Reported | | | | | | | | 2019 | |
| | May 3, | | | | | | | | Adjusted | | | April 28, | | | | | | | | Adjusted | |
| | 2020 | | | | Adjustments | | | Results | | | 2019 | | | | Adjustments | | | Results | |
Gross profit from continuing operations | $ | | 3,045 | | | | | — | | | | 3,045 | | | | 11,195 | | | | | — | | | | 11,195 | |
Selling, general and administrative expenses | | | (7,327 | ) | | | | — | | | | (7,327 | ) | | | (8,758 | ) | | | | — | | | | (8,758 | ) |
Asset impairments | | | (13,712 | ) | | (1) | | 13,712 | | | | — | | | | — | | | | | — | | | | — | |
(Loss) income from continuing operations | | | (17,994 | ) | | | | 13,712 | | | | (4,282 | ) | | | 2,437 | | | | | - | | | | 2,437 | |
Other expense | | | (426 | ) | | | | — | | | | (426 | ) | | | (670 | ) | | (2) | | 500 | | | | (170 | ) |
(Loss) income before income taxes from continuing operations | $ | | (18,383 | ) | | | | 13,712 | | | | (4,671 | ) | | | 1,988 | | | | | 500 | | | | 2,488 | |
Notes
(1) | During the three-month period ending May 3, 2020, we incurred asset impairment charges totaling $13.7 million that pertained to goodwill and certain intangible assets. Of this $13.7 million, $11.5 million and $2.2 million were associated with the mattress fabrics segment and upholstery fabrics segment, respectively. |
(2) | Other expense for the three-month period ending April 28, 2019, included a $500 non-recurring charge for an endowed scholarship to the University of North Carolina at Chapel Hill in honor of our Co-Founder and former Chairman of the Board. This charitable contribution is being paid over a period of three years. |
Page 11 of 12
CULP, INC.
RECONCILIATION OF SELECTED INCOME STATEMENT INFORMATION TO ADJUSTED RESULTS
FOR THE TWELVE MONTHS ENDED MAY 3, 2020 AND APRIL 28, 2019
| | TWELVE MONTHS ENDED (UNAUDITED) | |
| | As | | | | | | | | May 3, | | | As | | | | | | | | April 28, | |
| | Reported | | | | | | | | 2020 | | | Reported | | | | | | | | 2019 | |
| | May 3, | | | | | | | | Adjusted | | | April 28, | | | | | | | | Adjusted | |
| | 2020 | | | | Adjustments | | | Results | | | 2019 | | | | Adjustments | | | Results | |
Gross profit from continuing operations | $ | | 40,498 | | | | | — | | | | 40,498 | | | | 45,769 | | (3) | | | 2,508 | | | | 48,277 | |
Selling, general and administrative expenses | | | (34,424 | ) | | | | — | | | | (34,424 | ) | | | (33,243 | ) | (4) | | | 558 | | | | (32,685 | ) |
Asset impairments | | | (13,712 | ) | | (1) | | 13,712 | | | | — | | | | — | | | | | — | | | | — | |
Restructuring credit | | | 70 | | | (2) | | (70 | ) | | | — | | | | 825 | | (5) | | | (825 | ) | | | — | |
(Loss) income from continuing operations | | | (7,568 | ) | | | | 13,642 | | | | 6,074 | | | | 13,351 | | | | | 2,241 | | | | 15,592 | |
Other expense | | | (902 | ) | | | | — | | | | (902 | ) | | | (1,383 | ) | (6) | | | 500 | | | | (883 | ) |
(Loss) income before income taxes from continuing operations | $ | | (7,679 | ) | | | | 13,642 | | | | 5,963 | | | | 12,722 | | | | | 2,741 | | | | 15,463 | |
Notes
(1) | During the year ending May 3, 2020, we incurred asset impairment charges totaling $13.7 million that pertained to goodwill and certain intangible assets. Of this $13.7 million, $11.5 million and $2.2 million were associated with the mattress fabrics segment and upholstery fabrics segment, respectively. |
(2) | The $70 restructuring credit pertains to employee termination benefits associated with the closure of our Anderson, SC upholstery fabrics facility. |
(3) | The $2.5 million represents a restructuring related charge of $1.6 million for inventory markdowns, $784 for other operating costs associated with closed Anderson, SC upholstery fabrics facility, and $159 for employee termination benefits and other operational reorganization costs associated with our mattress fabrics segment. |
(4) | The $558 consists of a non-recurring charge totaling $469 that was associated with the accelerated vesting of certain stock-based compensation agreements. Of this $469 non-recurring charge, $429 and $40 pertain to unallocated corporate expenses and a restructuring related charge associated with our closed Anderson, SC upholstery fabrics facility. Additionally, the $558 consists of a non-recurring charge of $89 for employee termination benefits and operational reorganization costs associated with our mattress fabrics segment. |
(5) | The $825 restructuring credit represents a $1.5 million gain on sale of property, plant, and equipment associated with our closed Anderson, SC upholstery fabrics facility, partially offset by a charge of $661 for employee termination benefits. |
(6) | Other expense for the year ending April 28, 2019, included a $500 non-recurring charge for an endowed scholarship to the University of North Carolina at Chapel Hill in honor of our Co-Founder and former Chairman of the Board. The charitable contribution is being paid over a period of three years. |
Page 12 of 12
CULP, INC. FINANCIAL INFORMATION RELEASE
CONSOLIDATED STATEMENTS OF ADJUSTED EBITDA
FOR THE TWELVE MONTHS ENDED MAY 3, 2020 AND APRIL 28, 2019
(UNAUDITED)
(AMOUNTS IN THOUSANDS)
| | Amounts | |
| | May 3, | | | April 28, | |
| | 2020 | | | 2019 | |
Net (loss) income | | $ | (28,667 | ) | | $ | 5,458 | |
Loss before income taxes from discontinued operations | | | 17,577 | | | | 726 | |
Income tax expense from continuing operations | | | 3,354 | | | | 6,537 | |
Interest income, net | | | (791 | ) | | | (754 | ) |
Asset impairments from continuing operations | | | 13,712 | | | | — | |
Restructuring credit and related charges | | | (70 | ) | | | 1,563 | |
Other non-recurring charges | | | — | | | | 1,178 | |
Depreciation expense - continuing operations | | | 7,477 | | | | 7,795 | |
Amortization expense | | | 647 | | | | 780 | |
Stock based compensation | | | 614 | | | | 130 | |
Adjusted EBITDA | | $ | 13,853 | | | $ | 23,413 | |
% Net Sales | | | 5.4 | % | | | 8.3 | % |
| | | | | | | | |