8-K

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): May 3, 2021

PetMed Express, Inc.
 (Exact name of registrant as specified in its charter)

Florida	000-28827	65-0680967
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

420 South Congress Avenue, Delray Beach, FL 33445

(Address of principal executive offices) (Zip Code)

(561) 526-4444

(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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $.001 per share	PETS	NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.01   Results of Operations and Financial Condition.

On May 3, 2021, PetMed Express, Inc. (the “Company”) issued a press release announcing its March 31, 2021 quarter-end and fiscal year-end financial results. Additionally, the Company announced that its Board of Directors declared an increased quarterly dividend from $0.28 to $0.30 per share on its common stock. The dividend will be payable on May 21, 2021, to shareholders of record at the close of business on May 14, 2021. The Company intends to continue to pay regular quarterly dividends; however, the declaration and payment of future dividends is discretionary and will be subject to a determination by the Board of Directors each quarter following its review of the Company’s financial performance. A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.

The information in this Item 2.02 and the information contained in Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (“Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed incorporated by reference in any Company filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except as shall be expressly set forth by specific reference in such filing.

Item 9.01   Financial Statements and Exhibits.

(d)	Exhibits.
	99.1 – Press release dated May 3, 2021.
	104 – Cover Page Interactive Data File (formatted as Inline XBRL).

EXHIBIT INDEX

Exhibit No.	Description
99.1	Press release dated May 3, 2021

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.

Dated: May 4, 2021

PETMED EXPRESS, INC.
By:	/s/ Bruce S. Rosenbloom
Name:	Bruce S. Rosenbloom
Title:	Chief Financial Officer

EX-99.1

Exhibit 99.1

PETMED EXPRESS, INC. D/B/A 1-800-PETMEDS ANNOUNCES ITS FOURTH QUARTER AND FISCAL YEAR END FINANCIAL RESULTS AND INCREASES ITS QUARTERLY DIVIDEND TO $0.30 PER SHARE

8.8% Increase in Fiscal 2021 Sales

18.4% Increase in Fiscal 2021 Net Income

9.7% Increase in Fiscal 2021 Reorder Sales

Delray Beach, Florida, May 3, 2021 - PetMed Express, Inc. (NASDAQ: PETS) today announced its financial results for its fourth quarter and fiscal year ended March 31, 2021. Net sales for the year ended March 31, 2021 were $309.2 million, compared to $284.1 million for the year ended March 31, 2020, an increase of 8.8%. Net income for the year ended March 31, 2021 was $30.6 million, or $1.52 diluted per share, compared to net income of $25.9 million, or $1.29 diluted per share, for the prior year, an increase to net income of 18.4%. Reorder sales for the year ended March 31, 2021 were $272.6 million, compared to $248.6 million for the year ended March 31, 2020, an increase of 9.7%. New order sales for the year ended March 31, 2021 were $36.6 million, compared to $35.6 million for the year ended March 31, 2020, an increase of 2.8%. The Company acquired approximately 443,000 new customers in the year ended March 31, 2021, compared to 421,000 new customers in the prior year. The average order size for the year ended March 31, 2021 was $89, compared to $87 for the year ended March 31, 2020. Net sales for the quarter ended March 31, 2021 were $71.7 million, compared to $74.3 million for the quarter ended March 31, 2020, a decrease of 3.5%. Net income for the quarter ended March 31, 2021 was $6.8 million, or $0.34 diluted per share, compared to net income of $7.0 million, or $0.35 diluted per share, for the same quarter the prior year, a decrease to net income of 2.7%. The average order size for the quarter ended March 31, 2021 was $93, compared to $90 for the quarter ended March 31, 2020.

Menderes Akdag, President and CEO, commented: “Overall we were pleased with our fiscal 2021 results with increases to both our top and bottom line. The year started out with greater than expected ecommerce demand due to COVID-19, with consumers shifting their purchases to online, which positively impacted our sales for the year, then in the back half of fiscal 2021, veterinarian clinics and retail stores re-opened. Our bottom line was positively impacted by growth in our gross margins by 50 basis points, due to having direct relationships with the major manufacturers, and with our operating expenses decreasing by 76 basis points, which resulted in a 126 basis points improvement to our operating income. Cash from operations increased to $40.1 million in fiscal 2021, compared to $38.8 million in fiscal 2020. In the quarter ended March 31, 2021 the reduction to sales and net income were possibly related to a pull forward of demand in the prior year due to the pandemic, along with colder weather during the March quarter, which might have delayed the start of flea and tick season. In fiscal 2022, we will be exploring alternative ways of acquiring new customers and adding value-added services, and we will continue investing in our e-commerce platform and mobile app to optimize our customers’ digital experience.”

The Board of Directors declared an increased quarterly dividend from $0.28 to $0.30 per share on its common stock. The dividend will be payable on May 21, 2021, to shareholders of record at the close of business on May 14, 2021. The Company intends to continue to pay regular quarterly dividends; however, the declaration and payment of future dividends is discretionary and will be subject to a determination by the Board of Directors each quarter following its review of the Company’s financial performance. This morning at 8:30 A.M. Eastern Time, Mr. Akdag will host a conference call to review the year-end financial results. To access the call which is open to the public, dial (888) 455-1758 (toll free) or (203) 827-7025. Please call in fifteen minutes prior to the scheduled start time. Callers will be required to supply PETMEDS as the passcode. For those unable to participate in the live event, the call will be available for replay from 10:00 A.M. Eastern Time on May 3, 2021 until May 17, 2021 at 11:59 P.M. Eastern Time. To access the replay, call (800) 860-4709 (toll free) or (203) 369-3837 and enter passcode 5500.

Founded in 1996, PetMed Express is America’s Most Trusted Pet Pharmacy, delivering prescription and non-prescription pet medications and other health products for dogs, cats, and horses at competitive prices direct to the consumer through its 1-800-PetMeds toll free number and on the Internet through its website at www.1800petmeds.com. This press release may contain “forward-looking” statements, as defined in the Private Securities Litigation Reform Act of 1995 or by the Securities and Exchange Commission, that involve a number of risks and uncertainties, including the Company’s ability to meet the objectives included in its business plan. Important factors that could cause results to differ materially from those indicated by such “forward-looking” statements are set forth in Management’s Discussion and Analysis of Financial Condition and Results of Operations in the PetMed Express Annual Report on Form 10-K for the year ended March 31, 2020. The Company’s future results may also be impacted by other risk factors listed from time to time in its SEC filings, including, but not limited to, the Company's Form 10-Q and its Annual Report on Form 10-K. For investment relations contact PetMed Express, Inc., Bruce S. Rosenbloom, CFO, 561-526-4444.

###

Exhibit 99.1 Page 1 of 4

PETMED EXPRESS, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In thousands, except for per share amounts)

	March 31,		March 31,
	2021		2020
	(UNAUDITED)
ASSETS
Current assets:
Cash and cash equivalents	$	118,718	$	103,762
Accounts receivable, less allowance for doubtful accounts of $39 and $59, respectively		2,587		3,843
Inventories - finished goods		34,420		17,884
Prepaid expenses and other current assets		4,503		3,529
Prepaid income taxes		959		-
Total current assets		161,187		129,018
Noncurrent assets:
Property and equipment, net		25,450		25,445
Intangible assets		860		860
Total noncurrent assets		26,310		26,305
Total assets	$	187,497	$	155,323
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	39,548	$	19,658
Accrued expenses and other current liabilities		5,387		4,214
Income taxes payable		-		471
Total current liabilities		44,935		24,343
Deferred tax liabilities		1,281		970
Total liabilities		46,216		25,313
Commitments and contingencies
Shareholders' equity:
Preferred stock, $.001 par value, 5,000 shares authorized; 3 convertible shares issued and outstanding with a liquidation preference of $4 per share		9		9
Common stock, $.001 par value, 40,000 shares authorized; 20,269 and 20,166 shares issued and outstanding, respectively		20		20
Additional paid-in capital		7,111		3,804
Retained earnings		134,141		126,177
Total shareholders' equity		141,281		130,010
Total liabilities and shareholders' equity	$	187,497	$	155,323

Exhibit 99.1 Page 2 of 4

PETMED EXPRESS, INC. AND SUBSIDIARIES 

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME 

(In thousands, except for per share amount) 

	Three Months Ended				Year Ended
	March 31,				March 31,
	2021		2020		2021		2020
	(UNAUDITED)				(UNAUDITED)
Sales	$	71,679	$	74,286	$	309,215	$	284,125
Cost of sales		51,157		52,600		219,267		202,879
Gross profit		20,522		21,686		89,948		81,246
Operating expenses:
General and administrative		7,243		6,413		28,293		25,264
Advertising		4,256		6,205		21,641		22,748
Depreciation		636		555		2,427		2,257
Total operating expenses		12,135		13,173		52,361		50,269
Income from operations		8,387		8,513		37,587		30,977
Other income:
Interest income, net		85		300		314		1,747
Other, net		377		307		1,315		1,169
Total other income		462		607		1,629		2,916
Income before provision for income taxes		8,849		9,120		39,216		33,893
Provision for income taxes		2,037		2,117		8,613		8,042
Net income	$	6,812	$	7,003	$	30,603	$	25,851
Net income per common share:
Basic	$	0.34	$	0.35	$	1.53	$	1.29
Diluted	$	0.34	$	0.35	$	1.52	$	1.29
Weighted average number of common shares outstanding:
Basic		20,100		19,984		20,060		20,041
Diluted		20,177		20,010		20,119		20,055
Cash dividends declared per common share	$	0.28	$	0.27	$	1.12	$	1.08

Exhibit 99.1 Page 3 of 4

PETMED EXPRESS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

	Year Ended
	March 31,
	2021			2020
	(UNAUDITED)
Cash flows from operating activities:
Net income	$	30,603		$	25,851
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation		2,427			2,257
Share based compensation		3,307			2,822
Deferred income taxes		311			(151	)
Bad debt expense		130			191
(Increase) decrease in operating assets and increase (decrease) in liabilities:
Accounts receivable		1,126			(1,492	)
Inventories - finished goods		(16,536	)		3,486
Prepaid income taxes		(959	)		582
Prepaid expenses and other current assets		(974	)		(376	)
Accounts payable		19,890			3,383
Accrued expenses and other current liabilities		1,221			1,820
Income taxes payable		(471	)		471
Net cash provided by operating activities		40,075			38,844
Cash flows from investing activities:
Purchases of property and equipment		(2,432	)		(2,311	)
Net cash used in investing activities		(2,432	)		(2,311	)
Cash flows from financing activities:
Dividends paid		(22,687	)		(21,803	)
Repurchase and retirement of common stock		-			(11,497	)
Net cash used in financing activities		(22,687	)		(33,300	)
Net increase in cash and cash equivalents		14,956			3,233
Cash and cash equivalents, at beginning of year		103,762			100,529
Cash and cash equivalents, at end of year	$	118,718		$	103,762
Supplemental disclosure of cash flow information:
Cash paid for income taxes	$	10,018		$	7,140
Property and equipment in current assets	$	-		$	1,745
Dividends payable in accrued expenses	$	198		$	246

Exhibit 99.1 Page 4 of 4

XML

Document And Entity Information	May 03, 2021
Document Information [Line Items]
Entity, Registrant Name	PetMed Express, Inc.
Document, Type	8-K
Document, Period End Date	May 03, 2021
Entity, Incorporation, State or Country Code	FL
Entity, File Number	000-28827
Entity, Tax Identification Number	65-0680967
Entity, Address, Address Line One	420 South Congress Avenue
Entity, Address, City or Town	Delray Beach
Entity, Address, State or Province	FL
Entity, Address, Postal Zip Code	33445
City Area Code	561
Local Phone Number	526-4444
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock
Trading Symbol	PETS
Security Exchange Name	NASDAQ
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0001040130