8-K

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): May 7, 2013

Vitamin Shoppe, Inc.

(Exact name of registrant as specified in its charter)

Delaware	11-3664322
(State or Other Jurisdiction of Incorporation or Organization)	(IRS Employer Identification No.)

001-34507

(Commission File Number)

2101 91st Street

North Bergen, New Jersey 07047

(Addresses of Principal Executive Offices, including Zip Code)

(201) 868-5959

(Registrant’s Telephone Number, Including Area Code)

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 & FINANCIAL CONDITIONS

On May 7, 2013, Vitamin Shoppe, Inc. issued a press release containing its preliminary unaudited financial results for its fiscal first quarter ended March 30, 2013. A copy of the press release is attached hereto as Exhibit 99.1.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(d) Exhibits.

Exhibit No.
99.1	Earnings release issued by Vitamin Shoppe, Inc., dated May 7, 2013.

This Form 8-K and the attached Exhibit are furnished to comply with Item 2.02, and Item 9.01 of Form 8-K. Neither this Form 8-K nor the attached Exhibit are to be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall this Form 8-K nor the attached Exhibit be deemed incorporated by reference in any filing under the Securities Act of 1933 (except as shall be expressly set forth by specific reference in such filing).

SIGNATURE

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.

	Vitamin Shoppe, Inc.
Date: May 7, 2013	By:	/s/ Brenda Galgano
	Name:	Brenda Galgano
	Title:	Chief Financial Officer

EX-99.1

Exhibit 99.1

VITAMIN SHOPPE, INC. 2101 91^st Street North Bergen, NJ07047 (201) 624-2900 www.vitaminshoppe.com NEWS       RELEASE

Vitamin Shoppe, Inc. Announces First Quarter 2013 Results

1Q13 Highlights:

• 1Q13 Comparable store sales grew 4.5%

• E-commerce revenues increased 16.1%, 7^th consecutive quarter of double-digit growth

• Fully diluted EPS of $0.68, or $0.72 excluding transaction and integration costs from the Super Supplements acquisition

• Opened 13 new stores in the U.S

• Acquired 31 stores in the Pacific Northwest

• First franchise store opened in Panama

NORTH BERGEN, N.J., May 7, 2013 — Vitamin Shoppe, Inc. (NYSE: VSI), a leading specialty retailer and direct marketer of nutritional products, today announced preliminary results for its fiscal first quarter ended March 30, 2013. On a reported basis, net income per diluted share for fiscal first quarter 2013 was $0.68. This includes an estimated negative $0.04 per share impact resulting from the Super Supplements acquisition.

Tony Truesdale, Chief Executive Officer of the Company commented, “For 30 consecutive quarters we have consistently delivered positive comparable store sales growth. In the quarter we opened 13 new stores and added 31 Super Supplements stores. We are making strategic investments in 2013 to position the Vitamin Shoppe for continued growth.”

Mr. Truesdale further commented, “While we achieved an overall sales growth of 12.5% in the quarter, we have experienced variability in our sales performance year-to-date, with April sales a bit slower than anticipated. As a result, we are taking a more cautious view on the year. Our comparable store sales growth performance is expected to be in the low-to-mid-single digits for the full year. Overall, I am pleased with the performance and progress that we made in the quarter and our expectations for longer-term growth remain unchanged.”

Fiscal First Quarter 2013 Results

Net sales in fiscal first quarter 2013 increased 12.5% to $279.1 million compared to $248.1 million in the same period of the prior year. Sales growth in the quarter was driven by: 1) a 4.5% increase in comparable sales, 2) growth from new stores, 3) the contribution from Super Supplements retail stores of $9.6 million, and, 4) a 16.1% increase in ecommerce sales.

The Company opened 13 stores and acquired 31 stores in the quarter. Total store count was 621 as of March 30, 2013, compared with 543 on March 31, 2012. This includes two company-operated stores in Canada but not the franchise store in Panama.

Cost of goods sold, which includes product, warehouse, distribution and occupancy costs, increased $17.7 million, or 11.1%, to $177.4 million for the three months ended March 30, 2013, compared with $159.7 million for the three months ended March 31, 2012.

Gross profit increased $13.3 million, or 15.1%, to $101.6 million for the fiscal 2013 first quarter, compared with $88.3 million for fiscal first quarter 2012. Gross profit as a percentage of net sales was 36.4% for the quarter ended March 30, 2013, up from 35.6% in fiscal first quarter 2012. The improvement was primarily due to improvement in warehouse and transportation and leverage on occupancy. The decrease in warehouse and transportation costs as a percentage of net sales is primarily the result of an increase in capitalized inventory costs during the three months ended March 30, 2013 as compared to the three months ended March 31, 2012. The decrease in occupancy as a percentage of net sales reflects the maturation of our newer stores as the increase in store sales more than offsets the increase in our store occupancy costs.

Selling, general and administrative expenses (SG&A), including operating payroll and related benefits, advertising and promotion expense, depreciation and amortization, and other SG&A, increased $9.1 million, or 15.6%, to $67.0 million for the quarter ended March 30, 2013, compared with $57.9 million for the quarter ended March 31, 2012. SG&A as a percentage of net sales were 24.0% for first quarter 2013. SG&A includes transaction and integration related expenses for the Super Supplements acquisition of $2.0 million. Adjusted SG&A as a percentage of net sales was 23.3% in both of the fiscal first quarters of 2013 and 2012.

Income from operations in fiscal first quarter 2013 was $34.7 million compared to $30.4 million in fiscal first quarter 2012. As a percentage of net sales, income from operations was 12.4% for the fiscal 2013 first quarter. Adjusted operating margin, which excludes transaction and integration

costs, was 13.1% in fiscal 1Q13. This compares with 12.3% for fiscal first quarter 2012. By segment, the retail income from operations margin increased in the quarter and reflects continued leverage from sales growth. For the direct business, income from operations reflects the inclusion of the lower performing Super Supplements e-commerce business as well as an increase in advertising expenses.

Net income was $20.8 million for fiscal first quarter 2013, compared with $18.3 million for fiscal first quarter 2012. Adjusted net income in fiscal first quarter 2013 was $22.0 million.

Reported earnings per diluted share (EPS) were $0.68 in fiscal first quarter 2013 compared with $0.61 in first quarter 2012. Fiscal first quarter 2013 diluted EPS, was $0.72 excluding transaction and integration costs.

Balance Sheet and Cash Flow

Cash and equivalents at March 30, 2013 were $31.2 million as we utilized approximately $50 million for the acquisition of Super Supplements. Capital expenditures were $11.8 million in the quarter. Capital expenditures were used primarily for the new distribution center, build-out of new stores, improvements to existing stores, as well as computer equipment related to those stores.

2013 Outlook

For the current year management expects:

• Approximately 50 new stores

• Low to mid single digit comparable store sales growth for the year.

• Capital expenditures of approximately $45 - $50 million, which includes capital for the new distribution center

• Depreciation & amortization of approximately $28 million which includes the additional depreciation from the Super Supplements acquisition.

• Super Supplements acquisition is expected to be dilutive to earnings per share by approximately $0.03, which includes transaction and integration costs

• Fully diluted shares outstanding of 30.7 million

Webcast

Management will host a conference call to discuss its first quarter 2013 results at 8:30 a.m. Eastern Time (ET) today. Interested investors and other parties may listen to the simultaneous webcast of the conference call by logging onto the Investor Relations section of the Company’s website at www.vitaminshoppe.com. The online replay will be available immediately following the call. A telephonic replay will also be available beginning at 11:30 a.m. ET and can be accessed by dialing 1-877-870-5176 or for international callers, 1-858-384-5517. The passcode for the replay is 5822100. The replay will be available until 11:59 p.m. ET on May 14, 2013.

About the Vitamin Shoppe, Inc. (NYSE:VSI)

Vitamin Shoppe is a leading multi-channel specialty retailer of nutritional products based in North Bergen, New Jersey. In its stores and on its website, the company carries one of the most comprehensive retail assortments in the industry, including vitamins, minerals, specialty supplements, herbs, sports nutrition, homeopathic remedies, green living products, and beauty aids. In addition to offering 600 national brand products, the Vitamin Shoppe also exclusively carries products under The Vitamin Shoppe, BodyTech, True Athlete and MyTrition brands. The Vitamin Shoppe conducts business through more than 621 company-operated retail stores under The Vitamin Shoppe, Super Supplements and Vitapath retail banners, and through its website, www.VitaminShoppe.com. Follow The Vitamin Shoppe on Facebook at http://www.facebook.com/THEVITAMINSHOPPE and on Twitter at http://twitter.com/VitaminShoppe

Forward Looking Statements

Certain statements in this press release are “forward-looking statements.” Such forward-looking statements reflect the Company’s current expectations or beliefs concerning future events and actual results of operations may differ materially from historical results or current expectations. Any such forward-looking statements are subject to various risks and uncertainties, including, the risk that the operations of Super Supplements will not be integrated successfully, the strength of the economy, changes in the overall level of consumer spending, the performance of the Company’s products within the prevailing retail environment, trade restrictions, availability of suitable store locations at appropriate terms and other factors which are described in the Company’s Annual Report on Form 10-K for the fiscal year ended December 29, 2012 and in all filings with the Securities and Exchange Commission made by the Company subsequent to the filing of the Form 10-K. The Company does not undertake to publicly update or revise its forward-looking statements, whether as a result of new information, future events or otherwise, unless required by law.

CONTACTS:
Investors:	Media:
Kathleen Heaney	Susan McLaughlin
646-912-3844	201-624-3134
ir@vitaminshoppe.com	smclaughlin@vitaminshoppe.com

TABLE 1

VITAMIN SHOPPE, INC. AND SUBSIDIARY

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

($ in thousands, except share and per share data)

(Unaudited)

	Three Months Ended
	March 30,		March 31,
	2013		2012
Net sales	$	279,087	$	248,051
Cost of goods sold		177,445		159,715
Gross profit		101,642		88,336
Selling, general and administrative expenses		66,961		57,907
Income from operations		34,681		30,429
Interest expense, net		105		187
Income before provision for income taxes		34,576		30,242
Provision for income taxes		13,779		11,981
Net income	$	20,797	$	18,261
Weighted average common shares outstanding
Basic		29,919,356		29,045,529
Diluted		30,494,915		29,817,937
Net income per common share
Basic	$	0.70	$	0.63
Diluted	$	0.68	$	0.61

TABLE 2

VITAMIN SHOPPE, INC. AND SUBSIDIARY

SEGMENT DATA, KEY PERFORMANCE INDICATORS AND STORE INFO

($ in thousands)

(Unaudited)

	Three Months Ended
	March 30,			March 31,
	2013			2012
Net sales:
Retail	$	248,422		$	220,975
Direct		30,665			27,076
Net sales	$	279,087		$	248,051
Income from operations:
Retail	$	55,175		$	47,970
Direct		5,876			5,610
Corporate costs		(26,370	)		(23,151	)
Income from operations	$	34,681		$	30,429
Increase in comparable store net sales		4.5	%		9.6	%
Gross profit as a percent of net sales		36.4	%		35.6	%
Income from operations as a percent of net sales		12.4	%		12.3	%
Capital Expenditures	$	11,843		$	5,887
Depreciation and Amortization		6,335			5,529
Impairment charge on fixed assets		—			528
Acquisition and integration costs	$	1,988		$	—
Store Data:
Stores open at beginning of period		579			528
Stores opened		13			15
Stores acquired		31			—
Stores closed		(2	)		—
Stores open at end of period		621			543

TABLE 3

VITAMIN SHOPPE, INC. AND SUBSIDIARY

CONDENSED CONSOLIDATED BALANCE SHEETS

($ in thousands, except per share data)

(Unaudited)

	March 30,			December 29,
	2013			2012
ASSETS
Current assets:
Cash and cash equivalents	$	31,213		$	81,168
Inventories		151,852			137,693
Prepaid expenses and other current assets		26,582			22,476
Total current assets		209,647			241,337
Property and equipment, net of accumulated depreciation and amortization of $187,691 and $182,173 in 2013 and 2012, respectively		108,537			95,401
Goodwill		209,541			177,248
Other intangibles, net		71,467			69,116
Other assets		3,663			3,183
Total assets	$	602,855		$	586,285
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	31,230		$	22,445
Accrued expenses and other current liabilities		47,263			65,439
Total current liabilities		78,493			87,884
Deferred income taxes		13,391			13,011
Deferred rent		31,357			30,150
Other long-term liabilities		8,396			7,822
Commitments and contingencies
Stockholders’ equity:
Preferred stock, $0.01 par value; 250,000,000 shares authorized and no shares issued and outstanding at March 30, 2013 and December 29, 2012		—			—
Common stock, $0.01 par value; 400,000,000 shares authorized, 30,213,430 shares issued and outstanding at March 30, 2013, and 30,170,627 shares issued and outstanding at December 29, 2012		302			302
Additional paid-in capital		290,616			287,574
Accumulated other comprehensive (loss) income		(38	)		1
Retained earnings		180,338			159,541
Total stockholders’ equity		471,218			447,418
Total liabilities and stockholders’ equity	$	602,855		$	586,285

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