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UNITED STATES |
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SECURITIES AND EXCHANGE COMMISSION |
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WASHINGTON, D.C. 20549 |
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FORM 8-K |
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CURRENT REPORT |
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Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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Date of Report (Date of earliest event reported): May 27, 2010 |
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REX STORES CORPORATION |
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(Exact name of registrant as specified in its charter) |
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Delaware |
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001-09097 |
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31-1095548 |
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(State or other jurisdiction |
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(Commission File No.) |
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(IRS Employer Identification No.) |
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of incorporation) |
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2875 Needmore Road, Dayton, Ohio |
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45414 |
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(Address of principal executive offices) |
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(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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 |
On May 27, 2010, REX Stores Corporation issued a press release announcing financial results for the three month period ended April 30, 2010. The press release is furnished as Exhibit 99 to this report.
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Item 9.01. |
Financial Statements and Exhibits |
(d) Exhibits. The following exhibits are furnished with this report:
99 Press Release dated May 27, 2010
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.
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REX STORES CORPORATION |
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Date: May 27, 2010 |
By: /s/ DOUGLAS L. BRUGGEMAN |
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Name: |
Douglas L. Bruggeman |
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Title: |
Vice President - Finance, |
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Chief Financial Officer and Treasurer |
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Exhibit 99 |
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News Announcement |
For Immediate Release |
REX Q1 NET INCOME PER SHARE INCREASES TO $0.42 FROM A LOSS OF $0.19
- Growth Reflects Transition to Alternative
Energy, Operation of All Ethanol
Production Facilities and Improved Crush Spreads -
- Plans Name Change to “REX American
Resources Corporation”
Subject to Shareholder Approval on June 9 -
Dayton, Ohio (May 27, 2010) – REX Stores Corporation (NYSE: RSC) today announced improved financial results for its fiscal 2010 first quarter (“Q1 ‘10”) ended April 30, 2010.
Summary Consolidated Operating Results and
Balance Sheet Review
REX reported net sales and revenue of $71.3 million in Q1 ‘10 compared with net
sales and revenue of $14.2 million in Q1 ‘09. For Q1 ‘10, REX recorded income
from continuing operations before income taxes and non-controlling interests of
$7.4 million compared with a $2.4 million loss in the comparable prior year
period. The Q1 ‘10 pre-tax income from continuing operations is inclusive of
$2.8 million of equity in income of unconsolidated ethanol affiliates compared
with a $0.3 million loss from unconsolidated ethanol affiliates in Q1 ‘09. In
the quarter ended April 30, 2010, REX generated income from continuing operations
net of taxes and non-controlling interests of $3.5 million, or $0.35 per
diluted share, compared with a loss net of taxes and non-controlling interests
of $1.1 million, or $0.11 per diluted share, in the comparable prior year
period.
For Q1 ‘10 REX generated net income attributable to common shareholders of $4.2 million, or $0.42 per diluted share, versus a net loss attributable to common shareholders of $1.7 million, or $0.19 per diluted share, in Q1 ‘09. Per share results are based on 10,045,000 and 9,298,000 diluted weighted average shares outstanding for the Q1 ‘10 and Q1 ‘09 quarters, respectively.
Stuart Rose, Chairman and Chief Executive Officer commented on the results, “REX got off to a strong start in fiscal 2010 with Q1 operating results reflecting our transition over the last several years to focus on alternative energy. Fiscal 2010 Q1 comparisons benefited from the start of ethanol production last year at the One Earth Energy facility as well as a year-over-year improvement in crush spreads for the first three months of calendar 2010.”
-more-
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REX Reports Q1 Results, 5/27/10 |
page 2 |
At April 30, 2010, REX had cash and cash equivalents of $101.4 million, including $86.1 million of cash at the parent company (exclusive of approximately $15.3 million of cash at consolidated ethanol production facilities), compared with cash and cash equivalents of $100.4 million at January 31, 2010 including $82.5 million of cash at the parent company (exclusive of approximately $17.9 million of cash at consolidated ethanol production facilities).
REX repurchased 2,000 shares of its common stock in open market transactions in Q1 ‘10. Reflecting its current repurchase authorization, REX is presently authorized to repurchase up to 481,000 shares of its common stock.
Segment Operating Results Data
REX’s financial results primarily reflect its interests in six ethanol
production facilities, including the consolidation of its majority investments
in two ethanol affiliates, Levelland Hockley County Ethanol, LLC (“Levelland
Hockley”) and One Earth Energy, LLC (“One Earth”).
At April 30, 2010, REX had lease or sub-lease agreements, as landlord for all or parts of ten former retail store locations (including one property that REX leases and sub-leases). REX also has 30 former retail stores and one former distribution center that were vacant at April 30, 2010 which it is marketing to lease or sell. In addition one former distribution center is partially leased, partially occupied for the REX corporate office and partially vacant. The Q1 ‘10 real estate revenue reflects rental income derived from these sites.
REX exited its retail operations in fiscal 2009, and the retail operations results are classified as discontinued operations. Certain amounts differ from those previously reported as a result of retail operations and certain real estate assets being reclassified as discontinued operations. In Q1 ‘10 REX recorded $0.7 million of income from discontinued operations, net of tax compared with a $0.7 million loss from discontinued operations and disposal of discontinued operations, net of tax in Q1 ‘09.
The table below summarizes net sales and revenue from REX’s alternative energy and real estate segments and income (loss) from continuing operations for the three-month periods ended April 30, 2010 and April 30, 2009.
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($ in thousands) |
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Three
Months Ended |
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2010 |
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2009 |
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Net sales and revenue: |
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Alternative energy (1) |
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$ |
71,022 |
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$ |
14,118 |
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Real estate |
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269 |
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130 |
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Total net sales and revenues |
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$ |
71,291 |
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$ |
14,248 |
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Segment profit (loss): |
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Alternative energy segment profit (loss) (1) |
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$ |
8,613 |
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$ |
(1,988 |
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Real estate segment (loss) profit |
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(428 |
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29 |
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Corporate expense |
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(773 |
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(476 |
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Interest expense |
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(49 |
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(189 |
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Interest income |
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69 |
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230 |
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Income (loss) from continuing operations before income taxes and noncontrolling interests |
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$ |
7,432 |
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$ |
(2,394 |
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(1) |
Includes results attributable to non-controlling interest of approximately 44% for Levelland Hockley and 26% for One Earth Energy. |
-more-
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REX Reports Q1 Results, 5/27/10 |
page 3 |
Supplemental Data Related to REX’s Alternative Energy Interests
At April 30, 2010 REX had interests in the following ethanol production facilities:
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Entity |
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Nameplate |
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REX’s |
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REX’s |
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Debt |
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REX |
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Levelland Hockley County Ethanol, LLC – Texas (1) |
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40M |
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$ |
16.5 |
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56 |
% |
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$ |
6.7 |
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22.4M |
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Patriot Renewable Fuels, LLC – Annawan, IL |
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100M |
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$ |
16.0 |
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23 |
% |
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$ |
0.5 |
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23.0M |
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One Earth Energy, LLC – Gibson City, IL |
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100M |
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$ |
50.8 |
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74 |
% |
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— |
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74.0M |
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Big River Resources, LLC - W. Burlington, IA |
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92M |
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10 |
% |
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— |
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9.2M |
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Big River Resources, LLC – Galva, IL |
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100M |
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$ |
20.0 |
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10 |
% |
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— |
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10.0M |
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Big River United Energy, LLC – Dyersville, IA (2) |
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100M |
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5 |
% |
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— |
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5.0M |
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Total |
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532M |
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$ |
103.3 |
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n/a |
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$ |
7.2 |
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143.6M |
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(1) |
REX has a contingent funding commitment of $1.1 million for the Levelland Hockley Facility |
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(2) |
REX has a 10% ownership interest in Big River Resources, LLC which owns 100% of the West Burlington and Galva plants and acquired a 50.5% interest in the Dyersville plant in August 2009. |
The following table summarizes select data related to the Company’s alternative energy interests:
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($ in thousands) |
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Three
Months Ended |
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2010 |
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2009 |
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Sales of Products: |
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Alternative Energy Segment |
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Ethanol |
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$ |
59,529 |
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84 |
% |
$ |
10,452 |
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74 |
% |
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Dried distiller grains |
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9,258 |
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13 |
% |
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1,633 |
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12 |
% |
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Wet distiller grains |
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2,031 |
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3 |
% |
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1,938 |
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14 |
% |
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Other |
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204 |
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— |
% |
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95 |
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— |
% |
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TOTAL ALTERNATIVE ENERGY SALES |
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$ |
71,022 |
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100 |
% |
$ |
14,118 |
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100 |
% |
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The following table summarizes selected operating data from Levelland Hockley and One Earth, the Company’s consolidated ethanol production facilities:
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Three
Months Ended |
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2010 |
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2009 |
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Average selling price per gallon of ethanol |
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$ |
1.73 |
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$ |
1.55 |
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Average selling price per ton of dried distiller grains |
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$ |
121.32 |
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$ |
160.10 |
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Average selling price per ton of wet distiller grains |
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$ |
31.56 |
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$ |
47.82 |
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Average cost per bushel of grain |
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$ |
3.67 |
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$ |
3.26 |
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Average cost of natural gas (per mmbtu) |
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$ |
5.65 |
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$ |
5.47 |
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Segment Balance Sheet Data
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April
30, |
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January 31, |
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Assets: |
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Alternative energy |
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$ |
295,166 |
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$ |
302,228 |
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Real estate |
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31,567 |
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31,796 |
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Corporate |
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112,743 |
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117,481 |
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Total assets |
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$ |
439,476 |
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$ |
451,505 |
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-more-
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REX Reports Q1 Results, 5/27/10 |
page 4 |
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Conference Call, Webcast and Replay Details: |
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REX is hosting a conference call and simultaneous webcast at 11:00 am ET today, both of which are open to the general public. The conference call number is 212/231-2915; please call five minutes in advance to ensure that you are connected prior to the presentation. Questions will be reserved for call-in analysts and investors. Interested parties may also access the live call on the Internet at www.rextv.com/Corp/Page4.aspx; allow 15 minutes to register and download and install any necessary software. Following its completion, a replay of the call can be accessed for 30 days at www.rextv.com/Corp/Page4.aspx. |
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Planned Name Change |
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As previously announced, REX plans to change the Company’s name to REX American Resources Corporation and its stock symbol to “REX.” The name change is subject to shareholder approval at REX’s Annual Meeting on June 9, and if approved, the symbol change will occur shortly thereafter. |
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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 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 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.
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For further information contact: |
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Douglas Bruggeman |
Joseph N. Jaffoni/David Collins |
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Chief Financial Officer |
Jaffoni & Collins Incorporated |
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937/276-3931 |
212/835-8500 or rsc@jcir.com |
-tables follow-
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REX Reports Q1 Results, 5/27/10 |
page 5 |
REX STORES CORPORATION AND SUBSIDIARIES
Consolidated Condensed Statements of Operations
(in thousands, except per share amounts)
Unaudited
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Three Months Ended April 30, |
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2010 |
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2009 |
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Net sales and revenue |
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$ |
71,291 |
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$ |
14,248 |
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Cost of sales |
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63,194 |
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13,923 |
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Gross profit |
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8,097 |
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325 |
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Selling, general and administrative expenses |
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(2,093 |
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(1,194 |
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Interest income |
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115 |
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230 |
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Interest expense |
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(1,367 |
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(878 |
) |
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Loss on early termination of debt |
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— |
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(61 |
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Equity in income (loss) of unconsolidated ethanol affiliates |
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2,847 |
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(260 |
) |
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Losses on derivative financial instruments, net |
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(167 |
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(556 |
) |
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Income (loss) from continuing operations before income taxes and noncontrolling interests |
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7,432 |
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(2,394 |
) |
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(Provision) benefit for income taxes |
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(2,484 |
) |
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715 |
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Income (loss) from continuing operations including noncontrolling interests |
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4,948 |
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(1,679 |
) |
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Income (loss) from discontinued operations, net of tax |
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657 |
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(545 |
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Loss on disposal of discontinued operations, net of tax |
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— |
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(129 |
) |
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Net income (loss) including noncontrolling interests |
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5,605 |
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(2,353 |
) |
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Net (income) loss attributable to noncontrolling interests |
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(1,417 |
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622 |
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Net income (loss) attributable to REX common shareholders |
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$ |
4,188 |
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$ |
(1,731 |
) |
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Weighted average shares outstanding - basic |
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9,840 |
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9,298 |
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Basic income (loss) per share from continuing operations attributable to REX common shareholders |
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$ |
0.36 |
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$ |
(0.11 |
) |
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Basic income (loss) per share from discontinued operations attributable to REX common shareholders |
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0.07 |
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(0.06 |
) |
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Basic loss per share from disposal of discontinued operations attributable to REX common shareholders |
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— |
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(0.02 |
) |
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Basic net income (loss) per share attributable to REX common shareholders |
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$ |
0.43 |
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$ |
(0.19 |
) |
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Weighted average shares outstanding – diluted |
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10,045 |
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9,298 |
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Diluted income (loss) per share from continuing operations attributable to REX common shareholders |
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$ |
0.35 |
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$ |
(0.11 |
) |
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Diluted income (loss) per share from discontinued operations attributable to REX common shareholders |
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0.07 |
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(0.06 |
) |
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Diluted loss per share from disposal of discontinued operations attributable to REX common shareholders |
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— |
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(0.02 |
) |
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Diluted net income (loss) per share attributable to REX common shareholders |
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$ |
0.42 |
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$ |
(0.19 |
) |
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Amounts attributable to REX common shareholders: |
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Income (loss) from continuing operations, net of tax |
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$ |
3,531 |
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$ |
(1,057 |
) |
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Income (loss) from discontinued operations, net of tax |
|
|
657 |
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|
(674 |
) |
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Net income (loss) |
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$ |
4,188 |
|
$ |
(1,731 |
) |
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Amounts differ from those previously reported as a result of retail operations and certain real estate assets being reclassified as discontinued operations.
- balance sheet follows -
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REX Reports Q1 Results, 5/27/10 |
page 6 |
REX STORES CORPORATION AND SUBSIDIARIES
Consolidated Condensed Balance Sheets
(in thousands) Unaudited
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April 30, |
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January 31, |
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Assets |
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Current assets: |
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Cash and cash equivalents |
|
$ |
101,420 |
|
$ |
100,398 |
|
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Accounts receivable, net |
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|
7,460 |
|
|
9,123 |
|
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Inventory, net |
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|
7,430 |
|
|
8,698 |
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Refundable income taxes |
|
|
6,240 |
|
|
12,813 |
|
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Prepaid expenses and other |
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|
2,751 |
|
|
2,691 |
|
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Deferred taxes, net |
|
|
5,138 |
|
|
6,375 |
|
|
|
|
|
|
|
|
|
|
|
Total current assets |
|
|
130,439 |
|
|
140,098 |
|
|
Property and equipment, net |
|
|
242,345 |
|
|
246,874 |
|
|
Other assets |
|
|
9,517 |
|
|
8,880 |
|
|
Deferred taxes, net |
|
|
8,480 |
|
|
8,468 |
|
|
Equity method investments |
|
|
46,081 |
|
|
44,071 |
|
|
Investments in debt instruments |
|
|
514 |
|
|
1,014 |
|
|
Restricted investments |
|
|
2,100 |
|
|
2,100 |
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
$ |
439,476 |
|
$ |
451,505 |
|
|
|
|
|
|
|
|
|
|
|
Liabilities and equity |
|
|
|
|
|
|
|
|
Current liabilities: |
|
|
|
|
|
|
|
|
Current portion of long-term debt and capital lease obligations, alternative energy |
|
$ |
13,397 |
|
$ |
12,935 |
|
|
Current portion of long-term debt, other |
|
|
323 |
|
|
371 |
|
|
Accounts payable, trade |
|
|
5,642 |
|
|
6,976 |
|
|
Deferred income |
|
|
6,772 |
|
|
7,818 |
|
|
Accrued restructuring charges |
|
|
502 |
|
|
511 |
|
|
Accrued real estate taxes |
|
|
1,815 |
|
|
2,968 |
|
|
Derivative financial instruments |
|
|
1,749 |
|
|
1,829 |
|
|
Other current liabilities |
|
|
5,324 |
|
|
5,442 |
|
|
|
|
|
|
|
|
|
|
|
Total current liabilities |
|
|
35,524 |
|
|
38,850 |
|
|
|
|
|
|
|
|
|
|
|
Long-term liabilities: |
|
|
|
|
|
|
|
|
Long-term debt and capital lease obligations, alternative energy |
|
|
110,716 |
|
|
124,093 |
|
|
Long-term debt, other |
|
|
2,182 |
|
|
2,596 |
|
|
Deferred income |
|
|
5,122 |
|
|
6,396 |
|
|
Derivative financial instruments |
|
|
3,946 |
|
|
4,055 |
|
|
Other |
|
|
575 |
|
|
419 |
|
|
|
|
|
|
|
|
|
|
|
Total long-term liabilities |
|
|
122,541 |
|
|
137,559 |
|
|
|
|
|
|
|
|
|
|
|
Equity: |
|
|
|
|
|
|
|
|
REX shareholders’ equity: |
|
|
|
|
|
|
|
|
Common stock |
|
|
299 |
|
|
299 |
|
|
Paid-in capital |
|
|
142,120 |
|
|
141,698 |
|
|
Retained earnings |
|
|
295,172 |
|
|
290,984 |
|
|
Treasury stock |
|
|
(186,097 |
) |
|
(186,407 |
) |
|
Accumulated other comprehensive income, net of tax |
|
|
27 |
|
|
49 |
|
|
|
|
|
|
|
|
|
|
|
Total REX shareholders’ equity |
|
|
251,521 |
|
|
246,623 |
|
|
Noncontrolling interests |
|
|
29,890 |
|
|
28,473 |
|
|
|
|
|
|
|
|
|
|
|
Total equity |
|
|
281,411 |
|
|
275,096 |
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and equity |
|
$ |
439,476 |
|
$ |
451,505 |
|
|
|
|
|
|
|
|
|
|
# # #