EX-99 2 dex99.htm NEWS RELEASE DATED 7/15/04 News Release dated 7/15/04

Exhibit 99

 

LOGO   Contact:  

Randall Oliver (media)

(323) 869-7607

randall.oliver@smartandfinal.com

 

Richard Phegley (investors)

(323) 869-7779

rick.phegley@smartandfinal.com

 

SMART & FINAL REPORTS 16 PERCENT SAME STORE SALES GROWTH

 

AND STRONG INCREASE IN OPERATING INCOME IN SECOND QUARTER

 

  Second Quarter Same Store Sales Increase 16.3 Percent

 

  Year-to-Date Sales Increase 17.9 Percent Over Prior Year

 

  Second Quarter Income from Continuing Operations of $8.3 Million

 

  Bank Debt Reduced $25 Million in Second Quarter

 

LOS ANGELES, July 15, 2004 – Smart & Final Inc. (NYSE – SMF) today reported income from continuing operations of $8.3 million for the twelve-week quarter ended June 13, 2004, an increase of $14.9 million over the prior year second quarter loss from continuing operations of $6.6 million.

 

On a per diluted share basis, income from continuing operations for the second quarter of 2004 was $0.26, a $0.48 increase over the loss from continuing operations of $0.22 per diluted share reported in the second quarter of 2003. The 2003 second quarter results included pre-tax charges of $18.4 million related to litigation and other charges. As adjusted for these charges net of tax, income from continuing operations in the second quarter of 2003 was $4.4 million, or $0.15 per diluted share. [This adjusted income from continuing operations and earnings per diluted share for the 2003 second quarter is a non-GAAP financial measure as defined by SEC Regulation G. See attached reconciliation of the non-GAAP financial measures.] Using the 2003 adjusted income, the year-to-year comparison of second quarter income from continuing operations was an increase of 88 percent.

 

Sales from continuing operations in the current year second quarter were $457.8 million, an increase of 16.6 percent over second quarter 2003 sales of $392.7 million. Second quarter 2004 comparable store sales increased by 16.3 percent.

 

Etienne Snollaerts, president and chief executive officer, stated, “Our second quarter sales and income performance was truly outstanding. Our same store sales continued to grow at strong rates, in both of our store concepts and in all of our major geographic regions. We’re particularly pleased that a substantial percentage of customers have continued to shop at Smart & Final stores since the southern California grocery strike ended in the first quarter of this year. All of our customers continue to enjoy our unique products and great values.”

 

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Smart & Final Inc. Second Quarter 2004

 

Snollaerts added, “Our strong operating income in the second quarter reflects not only the growth in sales, but also our efforts to control operating costs while continuing to invest in our future.”

 

Gross margin from continuing operations increased $10.4 million, or 15.6 percent, to $77.2 million for the second quarter of 2004 as compared to $66.8 million for the prior year second quarter. The increase in gross margin was primarily related to the significant increase in sales over the prior year quarter. As a percentage of sales, gross margin decreased slightly to 16.9 percent for second quarter 2004 compared to 17.0 percent for second quarter 2003. This decrease was primarily due to sales mix changes partially offset by the effect of adopting a new accounting pronouncement in 2003.

 

As a percentage of sales, operating and administrative expenses decreased to 13.2 percent for the 2004 second quarter from 14.2 percent for the 2003 second quarter. The decrease is primarily attributable to sales increasing at a faster rate than overall operating and administrative expenses. Operating and administrative expenses from continuing operations increased $4.5 million, or 8.1 percent, to $60.4 million for the second quarter of 2004 as compared to $55.8 million for the prior year second quarter. The increase was largely attributable to increased costs in labor, fringe benefit and incentive compensation, and marketing.

 

Interest expense increased to $3.7 million for the 2004 quarter as compared to $2.7 million for the prior year quarter. The increase was primarily due to adoption of an accounting pronouncement as referenced below (see Supplemental Disclosure) and the partial early termination cost of an interest rate hedging arrangement, partially offset by lower interest expense from reduced debt.

 

During the second quarter of 2004 the company reduced its outstanding obligation under its revolving credit facility by $25 million. At the end of the second quarter 2004, the outstanding balance on the revolving credit facility was $35.0 million as compared to $120.8 million at the end of the second quarter of 2003, a year-to-year reduction of 71.0 percent.

 

Snollaerts added, “Our financial position continues to strengthen following last year’s strategic repositioning. The company’s net cash flow from continuing operations was over $15 million through the first two quarters of 2004 and we have further reduced our outstanding debt by $25 million. Also, year-to-date we have invested over $11 million in store development and information systems, and we expect to increase our pace of store development in the balance of 2004 and in 2005.”

 

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Smart & Final Inc. Second Quarter 2004

 

In second quarter 2004, the company recorded an after-tax loss of $0.2 million from the effect of discontinued operations, largely representing the wind-down of broadline foodservice distribution operations in northern California and Florida, and the divestiture of its retail stores operation in the Florida market. In the second quarter of 2003, the company recorded an after-tax loss of $57.3 million from discontinued operations primarily reflecting charges related to the sale and divestiture of the discontinued operations. In the second quarter of 2003, the company also recorded a $5.3 million charge net of tax representing the cumulative effect of a change in accounting principle related to the consolidation by the company of a real estate synthetic lease facility not previously consolidated. Including the effect of discontinued operations, net income for the twelve-week quarter ended June 13, 2004 was $8.1 million, or $0.26 per diluted share. Including the effect of discontinued operations and the cumulative effect of accounting change, second quarter 2003 net loss was $69.2 million, or $2.31 per diluted share.

 

One store, in Murrieta, Calif., was relocated during the 2004 second quarter. On a continuing operations basis, the company operated 230 stores at the end of the 2004 second quarter compared with 228 stores at the end of the 2003 second quarter.

 

Supplemental Disclosure

 

In the second quarter of 2003, the company adopted Financial Accounting Standards Board Interpretation (“FIN”) No. 46 “Consolidation of Variable Interest Entities” which required the consolidation by the company of a real estate synthetic lease facility not previously consolidated. In accordance with the provisions of FIN No. 46, the company has recorded approximately $1.8 million of costs as interest expense in the second quarter 2004 that prior to adoption were recorded in cost of sales as rental expense. In addition pursuant to FIN No. 46, the company recorded in the second quarter 2004 approximately $0.3 million of depreciation expense in cost of sales that prior to adoption was not recorded. When compared to the prior year second quarter, the net effect of adopting FIN No. 46 to the second quarter of 2004 was to increase the gross margin as a percentage of sales by 0.4 percent.

 

Founded in 1871 in downtown Los Angeles, Smart & Final Inc. currently operates 230 non-membership warehouse stores for food and foodservice supplies in California, Oregon, Washington, Arizona, Nevada, Idaho and northern Mexico. For more information, visit the company’s website at www.smartandfinal.com.

 

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Smart & Final Inc. Second Quarter 2004

 

Forward-Looking and Cautionary Statements

 

This Smart & Final press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 and other expressions of management’s belief or opinion which reflect its current understanding or belief with respect to such matters. Such statements are subject to certain risks and uncertainties, including known and unknown factors as included in the company’s periodic filings with the Securities and Exchange Commission that could cause actual results to differ materially and adversely from those projected. All of these forward-looking statements are based on estimates and assumptions made by management of the company, which although believed to be reasonable, are inherently uncertain and difficult to predict; therefore, undue reliance should not be placed upon such statements. There can be no assurance that the company will not incur new or additional unforeseen costs in connection with the ongoing conduct of its business. Accordingly, any forward-looking statements included herein do not purport to be predictions of future events or circumstances and may not be realized. Except as specifically set forth herein, the company undertakes no obligation to update any such forward-looking or other statement.

 

STANDARD PRESS RELEASE CALL INFO

 

A telephone conference call with Smart & Final’s senior management will be held on Friday, July 16, 2004 at 8:00 a.m. Pacific Daylight Time. The conference call is available in a listen-only mode through www.CCBN.com. Replays of the conference call will also be available.

 

INVESTOR LIST PRESS RELEASE CALL INFO

 

A telephone conference call with Smart & Final’s senior management will be held on Friday, July 16, 2004 at 8:00 a.m. Pacific Daylight Time. To participate, call (415) 537-1890. A 24-hour replay of the conference call will be available after 9:30 a.m. Pacific time by calling (800) 633-8284 and entering reservation code 2119-9538. Replays of the conference call will also be available through www.CCBN.com

 

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SMART & FINAL INC.

CONSOLIDATED BALANCE SHEETS

(dollars in thousands, except share amounts)

 

     June 13,
2004


    December 28,
2003


 
     (Unaudited)        

ASSETS

                

Current assets:

                

Cash and cash equivalents

   $ 35,795     $ 50,949  

Accounts receivable, less allowance for doubtful accounts of $330 in 2004 and $307 in 2003

     13,537       15,524  

Inventories

     130,372       123,428  

Prepaid expenses and other current assets

     20,856       27,069  

Deferred tax assets

     16,181       16,660  

Assets of discontinued operations

     2,327       4,681  
    


 


Total current assets

     219,068       238,311  

Property, plant and equipment:

                

Land

     66,798       68,042  

Buildings and improvements

     63,069       64,237  

Leasehold improvements

     113,446       113,388  

Fixtures and equipment

     182,849       179,079  
    


 


       426,162       424,746  

Less – Accumulated depreciation and amortization

     188,201       177,706  
    


 


Net property, plant and equipment

     237,961       247,040  

Assets under capital leases, net of accumulated amortization of $9,982 in 2004 and $9,417 in 2003

     3,361       3,926  

Goodwill

     34,775       34,775  

Deferred tax assets

     16,123       16,123  

Other assets

     53,339       55,350  
    


 


Total assets

   $ 564,627     $ 595,525  
    


 


LIABILITIES AND STOCKHOLDERS’ EQUITY

                

Current liabilities:

                

Current maturities of long-term debt and capital leases

   $ 37,033     $ 61,964  

Accounts payable

     87,380       94,402  

Accrued salaries and wages

     16,112       15,827  

Other accrued liabilities

     32,003       45,646  

Liabilities of discontinued operations

     3,845       7,296  
    


 


Total current liabilities

     176,373       225,135  

Long-term liabilities:

                

Obligations under capital leases

     3,601       4,511  

Notes payable

     53,456       53,496  

Notes payable to affiliate

     33,154       33,173  

Other long-term liabilities

     25,574       25,253  

Workers’ compensation reserve, postretirement and postemployment benefits

     41,748       40,380  
    


 


Total long-term liabilities

     157,533       156,813  

Commitments and contingencies

                

Stockholders’ equity:

                

Preferred stock, $1 par value (authorized 10,000,000 shares; no shares issued)

     —         —    

Common stock, $0.01 par value (authorized 100,000,000 shares; 30,166,155 shares issued and outstanding in 2004 and 29,922,821 in 2003)

     302       299  

Additional paid-in capital

     209,345       207,296  

Notes receivable for common stock

     (91 )     (100 )

Accumulated other comprehensive loss

     (9,104 )     (9,881 )

Retained earnings

     30,269       15,963  
    


 


Total stockholders’ equity

     230,721       213,577  
    


 


Total liabilities and stockholders’ equity

   $ 564,627     $ 595,525  
    


 


 

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SMART & FINAL INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(dollars in thousands, except per share amounts)

 

     Twelve Weeks Ended

    Twenty-four Weeks Ended

 
     June 13,
2004


    June 15,
2003


    June 13,
2004


    June 15,
2003


 
     (Unaudited)  

Sales

   $ 457,794     $ 392,664     $ 881,267     $ 747,301  

Cost of sales, buying and occupancy

     380,603       325,880       731,101       622,843  
    


 


 


 


Gross margin

     77,191       66,784       150,166       124,458  

Operating and administrative expenses

     60,352       55,847       118,462       106,246  

Litigation and other charges

     —         18,400       —         18,400  
    


 


 


 


Income (loss) from operations

     16,839       (7,463 )     31,704       (188 )

Interest expense, net

     3,722       2,694       7,411       5,448  
    


 


 


 


Income (loss) from continuing operations before income taxes

     13,117       (10,157 )     24,293       (5,636 )

Income taxes

     (5,247 )     3,480       (9,721 )     1,683  

Equity earnings in unconsolidated subsidiary

     460       64       354       75  
    


 


 


 


Income (loss) from continuing operations

     8,330       (6,613 )     14,926       (3,878 )

Discontinued operations, net of tax

     (221 )     (57,318 )     (620 )     (59,890 )
    


 


 


 


Income (loss) before cumulative effect of accounting change

     8,109       (63,931 )     14,306       (63,768 )

Cumulative effect of accounting change (variable interest entity, net of tax of $3,534)

     —         (5,301 )     —         (5,301 )
    


 


 


 


Net income (loss)

   $ 8,109     $ (69,232 )   $ 14,306     $ (69,069 )
    


 


 


 


Earnings (loss) per common share

                                

Earnings (loss) per common share from continuing operations

   $ 0.28     $ (0.22 )   $ 0.50     $ (0.13 )

Earnings (loss) per common share from discontinued operations

     (0.01 )     (1.92 )     (0.02 )     (2.01 )

Cumulative effect of accounting change per common share

     —         (0.18 )     —         (0.18 )
    


 


 


 


Earnings (loss) per common share

   $ 0.27     $ (2.31 )   $ 0.48     $ (2.32 )
    


 


 


 


Weighted average common shares

     30,051,810       29,909,973       29,961,360       29,819,103  
    


 


 


 


Earnings (loss) per common share, assuming dilution

                                

Earnings (loss) per common share, assuming dilution, from continuing operations

   $ 0.26     $ (0.22 )   $ 0.48     $ (0.13 )

Earnings (loss) per common share, assuming dilution, from discontinued operations

     (0.01 )     (1.92 )     (0.02 )     (2.01 )

Cumulative effect of accounting change per common share, assuming dilution

     —         (0.18 )     —         (0.18 )
    


 


 


 


Earnings (loss) per common share, assuming dilution

   $ 0.26     $ (2.31 )   $ 0.46     $ (2.32 )
    


 


 


 


Weighted average common shares and common share equivalents

     31,557,253       29,909,973       31,408,287       29,819,103  
    


 


 


 


 

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SMART & FINAL INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

AS A PERCENTAGE OF SALES

 

     Twelve Weeks Ended

    Twenty-four Weeks Ended

 
     June 13,
2004


    June 15,
2003


    June 13,
2004


    June 15,
2003


 
     (Unaudited)  

Sales

   100.0 %   100.0 %   100.0 %   100.0 %

Cost of sales, buying and occupancy

   83.1     83.0     83.0     83.3  
    

 

 

 

Gross margin

   16.9     17.0     17.0     16.7  

Operating and administrative expenses

   13.2     14.2     13.4     14.2  

Litigation and other charges

   —       4.7     —       2.5  
    

 

 

 

Income (loss) from operations

   3.7     (1.9 )   3.6     —    

Interest expense, net

   0.8     0.7     0.8     0.7  
    

 

 

 

Income (loss) from continuing operations before income taxes

   2.9     (2.6 )   2.8     (0.8 )

Income taxes

   (1.1 )   0.9     (1.1 )   0.2  

Equity earnings in unconsolidated subsidiary

   0.1     —       —       —    
    

 

 

 

Income (loss) from continuing operations

   1.8     (1.7 )   1.7     (0.5 )

Discontinued operations, net of tax

   —       (14.6 )   (0.1 )   (8.0 )
    

 

 

 

Income (loss) before cumulative effect of accounting change

   1.8     (16.3 )   1.6     (8.5 )

Cumulative effect of accounting change (variable interest entity, net of tax of $3,534)

   —       (1.4 )   —       (0.7 )
    

 

 

 

Net income (loss)

   1.8 %   (17.6 )%   1.6 %   (9.2 )%
    

 

 

 

 

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SMART & FINAL INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(dollars in thousands)

 

     Twenty-four Weeks Ended

 
     June 13,
2004


    June 15,
2003


 
     (Unaudited)  

Cash Flows from Operating Activities:

                

Income (loss) from continuing operations before cumulative effect of accounting change

   $ 14,926     $ (3,878 )

Adjustments to reconcile income (loss) from continuing operations before cumulative effect of accounting change to net cash provided by continuing activities:

                

Non-cash litigation and other charges, net of tax

     —         11,040  

Gain on disposal of property, plant and equipment

     (600 )     (415 )

Depreciation

     8,400       8,770  

Amortization

     5,987       5,611  

Amortization of deferred financing costs

     1,326       1,293  

Deferred tax provision

     478       162  

Equity earnings in unconsolidated subsidiary

     (354 )     (75 )

Decrease (increase) in:

                

Accounts receivable

     2,126       3,270  

Inventories

     (6,944 )     162  

Prepaid expenses and other assets

     5,746       (1,228 )

Increase (decrease) in:

                

Accounts payable

     (5,068 )     9,707  

Accrued salaries and wages

     285       2,195  

Other accrued liabilities

     (10,850 )     21  
    


 


Net cash provided by continuing activities

     15,458       36,635  

Net cash (used in) provided by discontinued activities

     (2,444 )     3,289  
    


 


Net cash provided by operating activities

     13,014       39,924  
    


 


Cash Flows from Investing Activities:

                

Acquisition of property, plant and equipment

     (6,962 )     (9,291 )

Proceeds from disposal of property, plant and equipment

     2,662       1,451  

Investment in capitalized software

     (4,451 )     (3,185 )

Other

     4,566       (1,381 )
    


 


Net cash used in continuing activities

     (4,185 )     (12,406 )

Net proceeds from divestitures

     325       —    

Net cash provided by discontinued activities

     79       53  
    


 


Net cash used in investing activities

     (3,781 )     (12,353 )
    


 


Cash Flows from Financing Activities:

                

Payments on bank line of credit

     (30,000 )     (16,678 )

Borrowings on bank line of credit

     5,000       7,500  

Payments on notes payable

     (900 )     (5,855 )

Proceeds from issuance of common stock, net of costs

     1,513       —    
    


 


Net cash used in continuing activities

     (24,387 )     (15,033 )

Net cash used in discontinued activities

     —         (94 )
    


 


Net cash used in financing activities

     (24,387 )     (15,127 )
    


 


(Decrease) increase in cash and cash equivalents

     (15,154 )     12,444  

Cash and cash equivalents at beginning of the period

     50,949       23,002  
    


 


Cash and cash equivalents at end of the period

   $ 35,795     $ 35,446  
    


 


 

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SMART & FINAL INC.

NON-GAAP FINANCIAL MEASURES

 

The second paragraph of the news release contains information regarding our income from continuing operations for the 2003 second quarter, as adjusted for the exclusion of $18.4 million of expenses associated with litigation and other charges. This financial information is a non-GAAP financial measure as defined by SEC Regulation G. The GAAP financial measure most directly comparable is income from continuing operations unadjusted for these items. The reconciliation of each of the non-GAAP financial measures is as follows:

 

SMART & FINAL INC.

CONSOLIDATED STATEMENT OF OPERATIONS

(dollars in thousands, except per share amounts)

 

     Quarter ended

 
     June 13,
2004


   

June 15,

2003


 
     GAAP (a)

    GAAP (a)

    Adjustments

    Non-GAAP (b)

 

Sales

   $ 457,794     $ 392,664     $ —       $ 392,664  

Cost of sales, buying and occupancy

     380,603       325,880       —         325,880  
    


 


 


 


Gross margin

     77,191       66,784       —         66,784  

Operating and administrative expenses

     60,352       55,847       —         55,847  

Litigation and other charges

     —         18,400       (18,400 )(c)     —    
    


 


 


 


Income (loss) from operations

     16,839       (7,463 )     18,400       10,937  

Interest expense, net

     3,722       2,694       —         2,694  
    


 


 


 


Income from continuing operations before income taxes

     13,117       (10,157 )     18,400       8,243  

Income taxes

     (5,247 )     3,480       (7,360 )     (3,880 )

Equity earnings in unconsolidated subsidiary

     460       64       —         64  
    


 


 


 


Income (loss) from continuing operations

   $ 8,330     $ (6,613 )   $ 11,040     $ 4,427  
    


 


 


 


Earnings (loss) per common share, assuming dilution, from continuing operations

   $ 0.26     $ (0.22 )           $ 0.15  
    


 


         


Income(loss) from operations as a percentage of sales (Earnings Before Interest expense and Taxes)

     3.7 %     (1.9 )%             2.8 %

(a) Reflects operating results from continuing operations in accordance with U.S. generally accepted accounting principles (“GAAP”).
(b) Non-GAAP amounts exclude expense associated with litigation and other charges.
(c) Amount represents expense associated with litigation and other charges.

 

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