UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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): June 23, 2005
CITI TRENDS, INC.
(Exact Name of Registrant as Specified in Its Charter)
Delaware
(State or Other Jurisdiction of Incorporation)
333-123028 52-2150697
(Commission File Number) (IRS Employer Identification No.)
102 Fahm Street, Savannah, Georgia 31401
(Address of Principal Executive Offices) (Zip Code)
(912) 236-1561
(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 (see General Instruction A.2. below):
|_| 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))
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Item 2.02. Results of Operations and Financial Condition.
Pursuant to the decision by Citi Trends, Inc., a Delaware corporation
(the "Company"), to release sales results on a monthly instead of a quarterly
basis, the Company is disclosing historical unaudited monthly sales results for
the previous two fiscal years. In addition, the Company is releasing its
condensed, unaudited balance sheets for the second through fourth quarters of
fiscal 2004 to assist in comparative analyses during fiscal 2005.
The historical unaudited monthly sales results for fiscal 2004 and
fiscal 2003 are attached to this Current Report on Form 8-K (this "Current
Report") as Exhibit 99.1 and the contents of which are incorporated herein
solely for purposes of this Item 2.02 disclosure.
The condensed, unaudited balance sheets for the second through fourth
quarters of fiscal 2004 are attached to this Current Report as Exhibit 99.2 and
the contents of which are incorporated herein solely for purposes of this Item
2.02 disclosure.
In accordance with General Instruction B.2. of Form 8-K, the information
in this Current Report, including the exhibits, is being furnished and shall not
be deemed "Filed" for purposes of Section 18 of the Securities Exchange Act of
1934, as amended, or otherwise subject to the liabilities of such section. The
information in this Current Report, including the exhibits, shall not be
incorporated by reference in any filing under the Securities Act of 1933, as
amended, or the Exchange Act except as shall be expressly set forth by specific
reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
(C) Exhibits
Exhibit No. Description
99.1. Schedule of Unaudited Monthly Sales Results for
Fiscal 2004 and Fiscal 2003
99.2. Condensed, Unaudited Balance Sheets for the
second, third and fourth quarters of Fiscal 2004
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.
CITI TRENDS, INC
(Registrant)
Date: June 23, 2005 By: /s/ Thomas W. Stoltz
--------------------------
Thomas W. Stoltz
Chief Financial Officer
2
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Exhibit Index
Exhibit No. Description
99.1. Schedule of Unaudited Monthly Sales Results for
Fiscal 2004 and Fiscal 2003
99.2. Condensed, Unaudited Balance Sheets for the
second, third and fourth quarters of Fiscal 2004