UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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): September 9, 2009
REX STORES CORPORATION
(Exact name of registrant as specified in its charter)
| Delaware | 001-09097 | 31-1095548 | ||
| (State or other jurisdiction | (Commission File No.) | (IRS Employer Identification No.) | ||
| of incorporation) | ||||
| 2875 Needmore Road, Dayton, Ohio | 45414 | |||
| (Address of principal executive offices) | (Zip Code) |
Registrant's telephone number, including area code: (937) 276-3931
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))
Item 2.02. Results of Operations and Financial Condition
On September 9, 2009, REX Stores Corporation issued a press release announcing financial results for the three month period ended July 31, 2009. The press release is furnished as Exhibit 99 to this report.
| Item 9.01. | Financial Statements and Exhibits | ||
| (c) |
Exhibits. The following exhibits are furnished with this report: |
||
| 99.1 | Press Release dated September 9, 2009 | ||
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.
| REX STORES CORPORATION | |||
| Date: September 9, 2009 | By: | /s/DOUGLAS L. BRUGGEMAN | |
| Name: | Douglas L. Bruggeman | ||
| Title: | Vice President - Finance, | ||
| Chief Financial Officer | |||
| and Treasurer | |||
| News Announcement | For Immediate Release | |
| For further information contact: | ||
| Douglas Bruggeman | Joseph N. Jaffoni/David Collins | |
| Chief Financial Officer | Jaffoni & Collins Incorporated | |
| 937/276-3931 | 212/835-8500 or rsc@jcir.com | |
REX STORES REPORTS FISCAL 2009 SECOND QUARTER DILUTED EPS OF $0.09
- Repurchased 125,942 Common Shares in Fiscal 2009 Second Quarter
and 280,505 Common Shares in First Half of Fiscal 2009 -
Dayton, Ohio (September 9, 2009) – REX Stores Corporation (NYSE: RSC) today announced financial results for the three month period ended July 31, 2009 (the second quarter of the Company’s 2009 fiscal year). The Company will host a conference call and webcast this morning (details below) to review the results.
As of July 31, 2009, REX had unrestricted cash and cash equivalents of approximately $81.1 million (exclusive of approximately $3.0 million of cash at consolidated ethanol production facilities). Total REX shareholders’ equity at July 31, 2009 was $236.9 million and the Company had 9.2 million shares outstanding at the end of its fiscal 2009 second quarter.
During the fiscal 2009 second quarter the company closed its remaining retail locations though it continues to recognize deferred income from service contracts. Effective in the fiscal 2009 second quarter REX began reporting the results of its real estate operations as a separate segment which includes all owned and sub leased real estate including sites previously used as retail stores and distribution centers and certain administrative expenses. Reporting for REX’s real estate segment excludes results from discontinued operations.
At July 31, 2009, REX had lease or sub-lease agreements, as landlord, for all or parts of 24 properties, including 18 stores leased to a third party appliance retail chain. REX owns 20 of these properties and is the tenant/sub landlord for four of the properties. At July 31, 2009 the third party leased and occupied 15 of the owned properties and three of the sub leased properties. REX has 25 owned properties, including two distribution centers, that are vacant at July 31, 2009 which it is marketing as vacant properties to lease or sell.
At July 31, 2009 REX also had interests in the following ethanol production facilities with initial production commencing at One Earth Energy LLC and Big River Resources, LLC-Galva during the period:
-more-
| REX Reports Fiscal 2009 Second Quarter Results, 9/9/09 | page 2 |
| REX’s | Production | ||||
| Capital | Nameplate | ||||
| Investment | REX’s | Debt | Capacity | ||
| Entity | ($ in | Ownership | Investment | (millions of | |
| millions) | Interest | ($ in millions) | gallons) | ||
| Levelland Hockley County Ethanol, LLC (1) | $16.5 | 56% | $5.3 | 40 | |
| Patriot Renewable Fuels, LLC | $16.0 | 23% | $1.0 | 100 | |
| One Earth Energy, LLC | $50.8 | 74% | - | 100 | |
| Big River Resources, LLC-W. Burlington | - | 92 | |||
| Big River Resources, LLC-Galva | $20.0 | 10% | - | 100 |
| (1) |
On January 29, 2009, REX (through a wholly-owned subsidiary) agreed to fund up to $2.0 million in the form of a subordinated revolving line of credit to Levelland Hockley and to issue a $1.0 million letter of credit for the benefit of Levelland Hockley. These amounts are not reflected in the table above. |
| Segment Balance Sheet Data | ||||||
| July 31, 2009 | Jan. 31, 2009 | July 31, 2008 | ||||
| Assets: | ||||||
| Alternative energy | $280,490 | $249,422 | $217,994 | |||
| Real estate | 35,235 | 35,523 | 38,247 | |||
| Retail | 8,915 | 44,914 | 75,991 | |||
| Corporate | 121,509 | 121,429 | 107,975 | |||
| Total assets | $446,149 | $451,288 | $440,207 | |||
Segment Income Statement Data
The table below summarizes net sales and revenue from REX’s alternative energy, real estate and retail segments and income (loss) from continuing operations for the three and six month periods ended July 31, 2009 and July 31, 2008. The Company’s financial results reflect the consolidation of its investments in two ethanol affiliates, Levelland Hockley County Ethanol, LLC (“Levelland Hockley”) and One Earth Energy LLC (“One Earth”). The real estate revenue recorded in the fiscal 2009 second quarter is from rental income. Certain amounts differ from those previously reported as a result of certain retail stores being reclassified into discontinued operations.
| Three Months Ended | Six Months Ended | ||||||||
| July 31, | July 31, | ||||||||
| 2009 | 2008 | 2009 | 2008 | ||||||
| Net sales and revenue: | |||||||||
| Alternative energy | $16,810 | $24,857 | $30,927 | $26,024 | |||||
| Real estate | 353 | 96 | 486 | 185 | |||||
| Retail | 4,314 | 17,150 | 15,513 | 35,009 | |||||
| Total net sales and revenues | $21,477 | $42,103 | $46,926 | $61,218 | |||||
| Segment gross profit (loss): | |||||||||
| Alternative energy | $1,209 | $634 | $1,441 | $690 | |||||
| Real estate | (163 | ) | 91 | (234 | ) | 178 | |||
| Retail | 2,519 | 5,949 | 6,203 | 11,968 | |||||
| Total gross profit | $3,565 | $6,674 | $7,410 | $12,836 | |||||
-more-
| REX Reports Fiscal 2009 Second Quarter Results, 9/9/09 | page 3 |
| Segment Income Statement Data (continued) | |||||||||
| Three Months Ended | Six Months Ended | ||||||||
| July 31, | July 31, | ||||||||
| 2009 | 2008 | 2009 | 2008 | ||||||
| Segment profit (loss): | |||||||||
| Alternative energy | $(551 | ) | $983 | $(2,367 | ) | $1,406 | |||
| Real estate | (214 | ) | 33 | (285 | ) | 95 | |||
| Retail | 2,185 | 539 | 2,453 | 893 | |||||
| Corporate expense | (430 | ) | (582 | ) | (787 | ) | (1,096 | ) | |
| Interest expense | (52 | ) | (93 | ) | (253 | ) | (221 | ) | |
| Investment income | 73 | 478 | 180 | 1,140 | |||||
| Income from synthetic fuel investments | - | - | - | 670 | |||||
| Income (loss) from continuing operations | |||||||||
| before income taxes | $1,011 | $1,358 | $(1,059 | ) | $2,887 | ||||
REX recorded pre-tax income from continuing operations, of $1.0 million in the quarter ended July 31, 2009 compared with $1.4 million in the comparable prior year period. In the quarter ended July 31, 2009 REX generated income from continuing operations including non-controlling interest, net of tax of $0.4 million and a gain from discontinued operations, net of tax, of $0.2 million. In the comparable year ago period REX reported income from continuing operations including non-controlling interest, net of tax of $1.0 million and a gain from discontinued operations, net of tax of $0.3 million. For the fiscal second quarter ended July 31, 2009 REX generated net income attributable to common shareholders of $0.8 million, or $0.09 per diluted share. In the second quarter of fiscal 2008 REX reported net income attributable to common shareholders of $1.2 million, or $0.11 per diluted share. Per share results are based on 9,486,000 and 11,146,000 diluted weighted average shares outstanding for the quarters ended July 31, 2009 and July 31, 2008, respectively.
During the fiscal 2009 second quarter REX purchased 125,942 shares of its common stock in open market transactions. In the first half of fiscal 2009, REX repurchased 280,505 of its common stock in open market transactions. Reflecting all purchases to-date, the Company has approximately 299,000 authorized shares remaining available to purchase under the expanded February 2009 stock buy-back authorization and presently has approximately 9,210,000 shares of common stock outstanding.
The Company will host a conference call and webcast today at 11:00 a.m. ET, which are open to the general public. The conference call dial-in number is 212/231-2910; please call ten minutes in advance to ensure that you are connected prior to the presentation. Interested parties may also access the call live via the Investor Relations page of the Company’s website, www.rextv.com; please allow 15 minutes to register, download and install any necessary software.
Following its completion, a telephonic replay of the call can be accessed through 1:00 p.m. ET on September 23, 2009 by dialing 800/633-8284 or 402/977-9140 (international callers). The access code for the audio replay is 21436625. Alternatively, a replay will be available on the Internet for 30 days at www.rextv.com.
-more-
| REX Reports Fiscal 2009 Second Quarter Results, 9/9/09 | page 4 |
This news announcement contains or may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements can be identified by use of forward-looking terminology such as “may,” “expect,” “believe,” “estimate,” “anticipate” or “continue” or the negative thereof or other variations thereon or comparable terminology. Readers are cautioned that there are risks and uncertainties that could cause actual events or results to differ materially from those referred to in such forward-looking statements. These risks and uncertainties include the risk factors set forth from time to time in the Company’s filings with the Securities and Exchange Commission and include among other things: the uncertainty of constructing ethanol plants on time and on budget, the impact of legislative changes, the price volatility and availability of corn, sorghum, dried distiller grains, ethanol, gasoline and natural gas, ethanol plants operating efficiently and according to forecasts and projections, changes in the national or regional economies, weather, the effects of terrorism or acts of war, changes in real estate market conditions, the fluctuating amount of income received from the Company’s synthetic fuel investments and the impact of Internal Revenue Service audits. The Company does not intend to update publicly any forward-looking statements except as required by law.
-tables follow-
| REX Reports Fiscal 2009 Second Quarter Results, 9/9/09 | page 5 |
REX STORES CORPORATION AND SUBSIDIARIES
Consolidated Condensed Statements Of Income
(In Thousands, Except Per Share Amounts)
Unaudited
| Three Months | Six Months | |||||||||||
| Ended July 31, | Ended July 31, | |||||||||||
| 2009 | 2008* | 2009 | 2008* | |||||||||
| Net sales and revenue | $ | 21,477 | $ | 42,103 | $ | 46,926 | $ | 61,218 | ||||
| Cost of sales (excluding retail segment depreciation) | 17,912 | 35,429 | 39,516 | 48,382 | ||||||||
| Gross profit | 3,565 | 6,674 | 7,410 | 12,836 | ||||||||
| Selling, general and administrative expenses | (1,905 | ) | (6,779 | ) | (6,282 | ) | (14,340 | ) | ||||
| Investment income | 114 | 519 | 259 | 1,374 | ||||||||
| Interest expense | (811 | ) | (890 | ) | (1,604 | ) | (1,003 | ) | ||||
| Loss on early termination of debt | (28 | ) | - | (100 | ) | - | ||||||
| Equity in income (loss)of unconsolidated ethanol affiliates | 184 | 874 | (77 | ) | 1,922 | |||||||
| Income from synthetic fuel investments | - | - | - | 670 | ||||||||
| (Losses) gains on derivative financial instruments, net | (108 | ) | 960 | (665 | ) | 1,428 | ||||||
| Income (loss) from continuing operations before provision/benefit for | ||||||||||||
| income taxes and discontinued operations | 1,011 | 1,358 | (1,059 | ) | 2,887 | |||||||
| (Provision) benefit for income taxes | (569 | ) | (399 | ) | 24 | (762 | ) | |||||
| Income (loss) from continuing operations including noncontrolling | ||||||||||||
| interest | 442 | 959 | (1,035 | ) | 2,125 | |||||||
| (Loss) income from discontinued operations, net of tax | (52 | ) | 86 | (800 | ) | 224 | ||||||
| Gain on disposal of discontinued operations, net of tax | 251 | 197 | 124 | 196 | ||||||||
| Net income (loss) including noncontrolling interest | 641 | 1,242 | (1,711 | ) | 2,545 | |||||||
| Net loss (income) attributable to noncontrolling interest | 196 | (36 | ) | 817 | 187 | |||||||
| Net income (loss) attributable to REX common shareholders | $ | 837 | $ | 1,206 | $ | (894 | ) | $ | 2,732 | |||
| Weighted average shares outstanding – basic | 9,231 | 10,510 | 9,264 | 10,618 | ||||||||
| Basic income (loss) per share from continuing operations attributable | ||||||||||||
| to REX common shareholders | $ | 0.07 | $ | 0.08 | $ | (0.02 | ) | $ | 0.22 | |||
| Basic (loss) income per share from discontinued operations attributable | ||||||||||||
| to REX common shareholders | (0.01 | ) | 0.01 | (0.09 | ) | 0.02 | ||||||
| Basic income per share on disposal of discontinued operations | ||||||||||||
| attributable to REX common shareholders | 0.03 | 0.02 | 0.01 | 0.02 | ||||||||
| Basic net income (loss) per share attributable to REX common | ||||||||||||
| shareholders | $ | 0.09 | $ | 0.11 | $ | (0.10 | ) | $ | 0.26 | |||
| Weighted average shares outstanding – diluted | 9,486 | 11,146 | 9,264 | 11,396 | ||||||||
| Diluted income (loss) per share from continuing operations attributable | ||||||||||||
| to REX common shareholders | $ | 0.07 | $ | 0.08 | $ | (0.02 | ) | $ | 0.20 | |||
| Diluted (loss) income per share from discontinued operations | ||||||||||||
| attributable to REX common shareholders | (0.01 | ) | 0.01 | (0.09 | ) | 0.02 | ||||||
| Diluted income per share on disposal of discontinued operations | ||||||||||||
| attributable to REX common shareholders | 0.03 | 0.02 | 0.01 | 0.02 | ||||||||
| Diluted net income (loss) per share attributable to REX common | ||||||||||||
| shareholders | $ | 0.09 | $ | 0.11 | $ | (0.10 | ) | $ | 0.24 | |||
| Amounts attributable to REX common shareholders: | ||||||||||||
| Income (loss) from continuing operations, net of tax | $ | 638 | $ | 923 | $ | (218 | ) | $ | 2,312 | |||
| Income (loss) from discontinued operations, net of tax | 199 | 283 | (676 | ) | 420 | |||||||
| Net income (loss) | $ | 837 | $ | 1,206 | $ | (894 | ) | $ | 2,732 | |||
| * |
Amounts differ from those previously reported as a result of certain stores being reclassified into discontinued operations. |
- balance sheet follows -
| REX Reports Fiscal 2009 Second Quarter Results, 9/9/09 | page 6 |
REX STORES CORPORATION AND SUBSIDIARIES
Consolidated Condensed Balance Sheets
(in thousands)
Unaudited
| |
July 31, | January 31, | July 31, | ||||||
| 2009 | 2009 | 2008 | |||||||
| Assets | |
||||||||
| Current assets: | |
||||||||
| Cash and cash equivalents |
$ |
84,103 | $ | 91,991 | $ | 79,608 | |||
| Restricted cash | |
1,024 | - | 2,774 | |||||
| Accounts receivable, net | |
2,119 | 4,197 | 3,509 | |||||
| Inventory, net | |
7,832 | 24,374 | 59,457 | |||||
| Refundable income taxes | |
7,364 | 7,790 | 1,158 | |||||
| Prepaid expenses and other | |
3,267 | 1,063 | 1,274 | |||||
| Deferred taxes, net | 8,523 | 13,230 | 10,312 | ||||||
| Total current assets | |
114,232 | 142,645 | 158,092 | |||||
| Property and equipment, net | |
255,879 | 235,454 | 202,193 | |||||
| Other assets | |
10,203 | 12,414 | 13,670 | |||||
| Goodwill | |
- | - | 1,322 | |||||
| Deferred taxes, net | |
23,836 | 18,697 | 21,929 | |||||
| Investments | 41,999 | 42,078 | 43,001 | ||||||
| Total assets | $ | 446,149 | $ | 451,288 | $ | 440,207 | |||
| Liabilities and shareholders' equity: | |
||||||||
| Current liabilities: | |
||||||||
| Current portion of long-term debt and capital lease | |
||||||||
| obligations, alternative energy | $ | 10,642 | $ | 5,898 | $ | 4,874 | |||
| Current portion of long-term debt, other | |
362 | 1,576 | 1,735 | |||||
| Accounts payable, trade | |
5,099 | 25,167 | 49,688 | |||||
| Deferred income | |
9,659 | 13,510 | 14,533 | |||||
| Derivative financial instruments | |
2,105 | 1,996 | - | |||||
| Other current liabilities | 6,696 | 10,122 | 7,140 | ||||||
| Total current liabilities | 34,563 | 58,269 | 77,970 | ||||||
| Long-term liabilities: | |
||||||||
| Long-term debt and capital lease obligations, alternative energy | |
128,045 | 94,003 | 49,877 | |||||
| Long-term debt, other | |
2,780 | 9,936 | 12,250 | |||||
| Deferred income | |
9,793 | 17,263 | 18,919 | |||||
| Derivative financial instruments | |
3,776 | 4,032 | 839 | |||||
| Other | 6,559 | 4,152 | 1,152 | ||||||
| Total long-term liabilities | 150,953 | 129,386 | 83,037 | ||||||
| Equity: | |
||||||||
| REX shareholders’ equity: | |
||||||||
| Common stock | |
299 | 299 | 299 | |||||
| Paid-in capital | |
142,735 | 142,486 | 142,584 | |||||
| Retained earnings | |
281,438 | 282,332 | 288,361 | |||||
| Treasury stock | |
(187,632 | ) | (186,057 | ) | (179,583 | ) | ||
| Accumulated other comprehensive income, net of tax | 37 | - | - | ||||||
| Total REX shareholders' equity | |
236,877 | 239,060 | 251,661 | |||||
| Noncontrolling interests | 23,756 | 24,573 | 27,539 | ||||||
| Total equity | 260,633 | 263,633 | 279,200 | ||||||
| Total liabilities and equity | $ | 446,149 | $ | 451,288 | $ | 440,207 | |||
| # # # | |||||||||