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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Five Below Inc | NASDAQ:FIVE | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
1.86 | 1.31% | 143.79 | 143.71 | 143.87 | 144.54 | 142.02 | 143.12 | 318,975 | 18:58:19 |
|
|
þ
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
|
Pennsylvania
|
|
75-3000378
|
(State or Other Jurisdiction of
Incorporation or Organization)
|
|
(I.R.S. Employer
Identification No.)
|
|
|
|
701 Market Street, Suite 300
|
|
|
Philadelphia, PA
|
|
19106
|
(Address of Principal Executive Offices)
|
|
(Zip Code)
|
|
Large accelerated filer
|
|
ý
|
|
Accelerated filer
|
|
¨
|
Non-accelerated filer
|
|
¨
|
|
Smaller reporting company
|
|
¨
|
|
|
|
|
Emerging growth company
|
|
¨
|
INDEX
|
||
|
|
|
Page
|
||
Item 1.
|
||
|
||
|
||
|
||
|
||
|
||
Item 2.
|
||
Item 3.
|
||
Item 4.
|
||
|
|
|
|
||
Item 1.
|
||
Item 1A.
|
||
Item 2.
|
||
Item 3.
|
||
Item 4.
|
||
Item 5.
|
||
Item 6.
|
|
November 3, 2018
|
|
February 3, 2018
|
|
October 28, 2017
|
||||||
Assets
|
|
|
|
|
|
||||||
Current assets:
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
$
|
103,262
|
|
|
$
|
112,669
|
|
|
$
|
54,917
|
|
Short-term investment securities
|
85,029
|
|
|
131,958
|
|
|
56,678
|
|
|||
Inventories
|
339,898
|
|
|
187,037
|
|
|
271,685
|
|
|||
Prepaid income taxes
|
11,443
|
|
|
2,264
|
|
|
4,891
|
|
|||
Prepaid expenses and other current assets
|
59,500
|
|
|
45,434
|
|
|
41,894
|
|
|||
Total current assets
|
599,132
|
|
|
479,362
|
|
|
430,065
|
|
|||
Property and equipment, net of accumulated depreciation and amortization of $157,575, $127,679 and $123,248, respectively.
|
245,631
|
|
|
180,349
|
|
|
177,903
|
|
|||
Deferred income taxes
|
3,243
|
|
|
6,676
|
|
|
10,512
|
|
|||
Long-term investment securities
|
—
|
|
|
27,702
|
|
|
23,177
|
|
|||
Other assets
|
1,730
|
|
|
1,619
|
|
|
1,659
|
|
|||
|
$
|
849,736
|
|
|
$
|
695,708
|
|
|
$
|
643,316
|
|
|
|
|
|
|
|
||||||
Liabilities and Shareholders’ Equity
|
|
|
|
|
|
||||||
Current liabilities:
|
|
|
|
|
|
||||||
Line of credit
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Accounts payable
|
155,986
|
|
|
73,033
|
|
|
124,187
|
|
|||
Income taxes payable
|
281
|
|
|
25,275
|
|
|
55
|
|
|||
Accrued salaries and wages
|
11,139
|
|
|
22,906
|
|
|
14,770
|
|
|||
Other accrued expenses
|
72,019
|
|
|
43,246
|
|
|
55,154
|
|
|||
Total current liabilities
|
239,425
|
|
|
164,460
|
|
|
194,166
|
|
|||
Deferred rent and other
|
85,240
|
|
|
72,690
|
|
|
67,839
|
|
|||
Total liabilities
|
324,665
|
|
|
237,150
|
|
|
262,005
|
|
|||
Commitments and contingencies (note 5)
|
|
|
|
|
|
|
|
|
|||
Shareholders’ equity:
|
|
|
|
|
|
||||||
Common stock, $0.01 par value. Authorized 120,000,000 shares; issued and outstanding 55,760,985, 55,438,089 and 55,235,031 shares, respectively.
|
557
|
|
|
554
|
|
|
552
|
|
|||
Additional paid-in capital
|
351,941
|
|
|
346,300
|
|
|
336,432
|
|
|||
Retained earnings
|
172,573
|
|
|
111,704
|
|
|
44,327
|
|
|||
Total shareholders’ equity
|
525,071
|
|
|
458,558
|
|
|
381,311
|
|
|||
|
$
|
849,736
|
|
|
$
|
695,708
|
|
|
$
|
643,316
|
|
|
Thirteen Weeks Ended
|
|
Thirty-Nine Weeks Ended
|
||||||||||||
November 3, 2018
|
|
October 28, 2017
|
|
November 3, 2018
|
|
October 28, 2017
|
|||||||||
Net sales
|
$
|
312,823
|
|
|
$
|
257,175
|
|
|
$
|
956,879
|
|
|
$
|
773,376
|
|
Cost of goods sold
|
210,733
|
|
|
173,544
|
|
|
635,799
|
|
|
517,453
|
|
||||
Gross profit
|
102,090
|
|
|
83,631
|
|
|
321,080
|
|
|
255,923
|
|
||||
Selling, general and administrative expenses
|
86,542
|
|
|
68,818
|
|
|
250,404
|
|
|
202,027
|
|
||||
Operating income
|
15,548
|
|
|
14,813
|
|
|
70,676
|
|
|
53,896
|
|
||||
Interest income, net
|
1,058
|
|
|
334
|
|
|
3,120
|
|
|
902
|
|
||||
Income before income taxes
|
16,606
|
|
|
15,147
|
|
|
73,796
|
|
|
54,798
|
|
||||
Income tax expense
|
3,090
|
|
|
5,268
|
|
|
13,413
|
|
|
19,724
|
|
||||
Net income
|
$
|
13,516
|
|
|
$
|
9,879
|
|
|
$
|
60,383
|
|
|
$
|
35,074
|
|
Basic income per common share
|
$
|
0.24
|
|
|
$
|
0.18
|
|
|
$
|
1.08
|
|
|
$
|
0.64
|
|
Diluted income per common share
|
$
|
0.24
|
|
|
$
|
0.18
|
|
|
$
|
1.07
|
|
|
$
|
0.63
|
|
Weighted average shares outstanding:
|
|
|
|
|
|
|
|
||||||||
Basic shares
|
55,742,854
|
|
|
55,215,850
|
|
|
55,731,098
|
|
|
55,148,316
|
|
||||
Diluted shares
|
56,228,305
|
|
|
55,608,035
|
|
|
56,185,305
|
|
|
55,493,452
|
|
|
|
Common stock
|
|
Additional
paid-in capital
|
|
Retained earnings
|
|
Total
shareholders’ equity
|
||||||||||||
Shares
|
|
Amount
|
|
|||||||||||||||||
Balance, February 3, 2018
|
|
55,438,089
|
|
|
$
|
554
|
|
|
$
|
346,300
|
|
|
$
|
111,704
|
|
|
$
|
458,558
|
|
|
Cumulative effect of ASC 606 adoption
|
|
—
|
|
|
—
|
|
|
—
|
|
|
486
|
|
|
486
|
|
|||||
Share-based compensation expense
|
|
—
|
|
|
—
|
|
|
9,139
|
|
|
—
|
|
|
9,139
|
|
|||||
Issuance of unrestricted stock awards
|
|
1,696
|
|
|
—
|
|
|
135
|
|
|
—
|
|
|
135
|
|
|||||
Exercise of options to purchase common stock
|
|
143,462
|
|
|
1
|
|
|
4,015
|
|
|
—
|
|
|
4,016
|
|
|||||
Vesting of restricted stock units and performance-based restricted stock units
|
|
287,754
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|||||
Common shares withheld for taxes
|
|
(111,649
|
)
|
|
(1
|
)
|
|
(7,816
|
)
|
|
—
|
|
|
(7,817
|
)
|
|||||
Issuance of common stock to employees under employee stock purchase plan
|
|
1,633
|
|
|
—
|
|
|
168
|
|
|
—
|
|
|
168
|
|
|||||
Net income
|
|
—
|
|
|
—
|
|
|
—
|
|
|
60,383
|
|
|
60,383
|
|
|||||
Balance, November 3, 2018
|
|
55,760,985
|
|
|
$
|
557
|
|
|
$
|
351,941
|
|
|
$
|
172,573
|
|
|
$
|
525,071
|
|
|
Thirty-Nine Weeks Ended
|
||||||
November 3, 2018
|
|
October 28, 2017
|
|||||
Operating activities:
|
|
|
|
||||
Net income
|
$
|
60,383
|
|
|
$
|
35,074
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation and amortization
|
30,267
|
|
|
24,193
|
|
||
Share-based compensation expense
|
9,297
|
|
|
11,977
|
|
||
Deferred income tax expense
|
3,433
|
|
|
527
|
|
||
Other non-cash expenses
|
43
|
|
|
67
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Inventories
|
(152,861
|
)
|
|
(117,237
|
)
|
||
Prepaid income taxes
|
(9,179
|
)
|
|
(3,339
|
)
|
||
Prepaid expenses and other assets
|
(14,175
|
)
|
|
(12,865
|
)
|
||
Accounts payable
|
79,036
|
|
|
69,933
|
|
||
Income taxes payable
|
(24,994
|
)
|
|
(23,884
|
)
|
||
Accrued salaries and wages
|
(11,767
|
)
|
|
3,976
|
|
||
Deferred rent
|
12,785
|
|
|
12,799
|
|
||
Other accrued expenses
|
19,351
|
|
|
15,806
|
|
||
Net cash provided by operating activities
|
1,619
|
|
|
17,027
|
|
||
Investing activities:
|
|
|
|
|
|||
Purchases of investment securities
|
(91,375
|
)
|
|
(124,406
|
)
|
||
Sales, maturities, and redemptions of investment securities
|
166,006
|
|
|
132,855
|
|
||
Capital expenditures
|
(82,027
|
)
|
|
(49,518
|
)
|
||
Net cash used in investing activities
|
(7,396
|
)
|
|
(41,069
|
)
|
||
Financing activities:
|
|
|
|
||||
Net proceeds from issuance of common stock
|
168
|
|
|
135
|
|
||
Proceeds from exercise of options to purchase common stock and vesting of restricted and performance-based restricted stock units
|
4,019
|
|
|
3,799
|
|
||
Common shares withheld for taxes
|
(7,817
|
)
|
|
(1,063
|
)
|
||
Net cash (used in) provided by financing activities
|
(3,630
|
)
|
|
2,871
|
|
||
Net decrease in cash and cash equivalents
|
(9,407
|
)
|
|
(21,171
|
)
|
||
Cash and cash equivalents at beginning of period
|
112,669
|
|
|
76,088
|
|
||
Cash and cash equivalents at end of period
|
$
|
103,262
|
|
|
$
|
54,917
|
|
|
|
|
|
||||
Supplemental disclosures of cash flow information:
|
|
|
|
||||
Non-cash investing activities
|
|
|
|
||||
Increase in accrued purchases of property and equipment
|
$
|
11,813
|
|
|
$
|
11,266
|
|
(1)
|
Summary of Significant Accounting Policies
|
(a)
|
Nature of Business
|
(b)
|
Fiscal Year
|
|
|
As of November 3, 2018
|
||||||||||||||
|
|
Amortized Cost
|
|
Gross Unrealized Gains
|
|
Gross Unrealized Losses
|
|
Fair Market Value
|
||||||||
Short-term:
|
|
|
|
|
|
|
|
|
||||||||
Corporate bonds
|
|
$
|
82,710
|
|
|
$
|
—
|
|
|
$
|
194
|
|
|
$
|
82,516
|
|
Municipal bonds
|
|
2,319
|
|
|
—
|
|
|
7
|
|
|
2,312
|
|
||||
Total
|
|
$
|
85,029
|
|
|
$
|
—
|
|
|
$
|
201
|
|
|
$
|
84,828
|
|
|
|
As of February 3, 2018
|
||||||||||||||
|
|
Amortized Cost
|
|
Gross Unrealized Gains
|
|
Gross Unrealized Losses
|
|
Fair Market Value
|
||||||||
Short-term:
|
|
|
|
|
|
|
|
|
||||||||
Corporate bonds
|
|
$
|
117,373
|
|
|
$
|
—
|
|
|
$
|
177
|
|
|
$
|
117,196
|
|
Municipal bonds
|
|
14,585
|
|
|
—
|
|
|
—
|
|
|
14,585
|
|
||||
Total
|
|
$
|
131,958
|
|
|
$
|
—
|
|
|
$
|
177
|
|
|
$
|
131,781
|
|
|
|
|
|
|
|
|
|
|
||||||||
Long-term:
|
|
|
|
|
|
|
|
|
||||||||
Corporate bonds
|
|
$
|
25,465
|
|
|
$
|
—
|
|
|
$
|
170
|
|
|
$
|
25,295
|
|
Municipal bonds
|
|
2,237
|
|
|
—
|
|
|
2
|
|
|
2,235
|
|
||||
Total
|
|
$
|
27,702
|
|
|
$
|
—
|
|
|
$
|
172
|
|
|
$
|
27,530
|
|
|
|
As of October 28, 2017
|
||||||||||||||
|
|
Amortized Cost
|
|
Gross Unrealized Gains
|
|
Gross Unrealized Losses
|
|
Fair Market Value
|
||||||||
Short-term:
|
|
|
|
|
|
|
|
|
||||||||
Corporate bonds
|
|
$
|
50,778
|
|
|
$
|
—
|
|
|
$
|
46
|
|
|
$
|
50,732
|
|
Municipal bonds
|
|
5,900
|
|
|
—
|
|
|
—
|
|
|
5,900
|
|
||||
Total
|
|
$
|
56,678
|
|
|
$
|
—
|
|
|
$
|
46
|
|
|
$
|
56,632
|
|
|
|
|
|
|
|
|
|
|
||||||||
Long-term:
|
|
|
|
|
|
|
|
|
||||||||
Corporate bonds
|
|
$
|
23,177
|
|
|
$
|
—
|
|
|
$
|
98
|
|
|
$
|
23,079
|
|
Total
|
|
$
|
23,177
|
|
|
$
|
—
|
|
|
$
|
98
|
|
|
$
|
23,079
|
|
(2)
|
Revenue from Contracts with Customers
|
|
Thirteen Weeks Ended
|
|
Thirteen Weeks Ended
|
||||||||||
|
November 3, 2018
|
|
October 28, 2017
|
||||||||||
|
Amount
|
|
Percentage of Net Sales
|
|
Amount
|
|
Percentage of Net Sales
|
||||||
Leisure
|
$
|
161,634
|
|
|
51.7
|
%
|
|
$
|
132,227
|
|
|
51.4
|
%
|
Fashion and home
|
97,107
|
|
|
31.0
|
%
|
|
81,372
|
|
|
31.6
|
%
|
||
Party and snack
|
54,082
|
|
|
17.3
|
%
|
|
43,576
|
|
|
17.0
|
%
|
||
Total
|
$
|
312,823
|
|
|
100.0
|
%
|
|
$
|
257,175
|
|
|
100.0
|
%
|
|
Thirty-Nine Weeks Ended
|
|
Thirty-Nine Weeks Ended
|
||||||||||
|
November 3, 2018
|
|
October 28, 2017
|
||||||||||
|
Amount
|
|
Percentage of Net Sales
|
|
Amount
|
|
Percentage of Net Sales
|
||||||
Leisure
|
$
|
493,650
|
|
|
51.6
|
%
|
|
$
|
398,033
|
|
|
51.4
|
%
|
Fashion and home
|
288,944
|
|
|
30.2
|
%
|
|
232,435
|
|
|
30.1
|
%
|
||
Party and snack
|
174,285
|
|
|
18.2
|
%
|
|
142,908
|
|
|
18.5
|
%
|
||
Total
|
$
|
956,879
|
|
|
100.0
|
%
|
|
$
|
773,376
|
|
|
100.0
|
%
|
(3)
|
Income Per Common Share
|
|
Thirteen Weeks Ended
|
|
Thirty-Nine Weeks Ended
|
||||||||||||
|
November 3, 2018
|
|
October 28, 2017
|
|
November 3, 2018
|
|
October 28, 2017
|
||||||||
Numerator:
|
|
|
|
|
|
|
|
||||||||
Net income
|
$
|
13,516
|
|
|
$
|
9,879
|
|
|
$
|
60,383
|
|
|
$
|
35,074
|
|
Denominator:
|
|
|
|
|
|
|
|
||||||||
Weighted average common shares outstanding - basic
|
55,742,854
|
|
|
55,215,850
|
|
|
55,731,098
|
|
|
55,148,316
|
|
||||
Dilutive impact of options, restricted stock units and employee stock purchase plan
|
485,451
|
|
|
392,185
|
|
|
454,207
|
|
|
345,136
|
|
||||
Weighted average common shares outstanding - diluted
|
56,228,305
|
|
|
55,608,035
|
|
|
56,185,305
|
|
|
55,493,452
|
|
||||
Per common share:
|
|
|
|
|
|
|
|
||||||||
Basic income per common share
|
$
|
0.24
|
|
|
$
|
0.18
|
|
|
$
|
1.08
|
|
|
$
|
0.64
|
|
Diluted income per common share
|
$
|
0.24
|
|
|
$
|
0.18
|
|
|
$
|
1.07
|
|
|
$
|
0.63
|
|
(4)
|
Line of Credit
|
(5)
|
Commitments and Contingencies
|
(6)
|
Share-Based Compensation
|
|
Options
Outstanding |
|
Weighted
Average Exercise Price |
|
Weighted
Average Remaining Contractual Term (in years) |
|||
Balance as of February 3, 2018
|
519,485
|
|
|
$
|
29.53
|
|
|
5.9
|
Forfeited
|
(71
|
)
|
|
4.95
|
|
|
|
|
Exercised
|
(143,462
|
)
|
|
27.98
|
|
|
|
|
Balance as of November 3, 2018
|
375,952
|
|
|
30.13
|
|
|
5.3
|
|
Exercisable as of November 3, 2018
|
321,932
|
|
|
$
|
29.62
|
|
|
5.1
|
|
Restricted Stock Units
|
|
Performance-Based Restricted Stock Units
|
||||||||||
|
Number
|
|
Weighted-Average Grant Date Fair Value
|
|
Number
|
|
Weighted-Average Grant Date Fair Value
|
||||||
Non-vested balance as of February 3, 2018
|
309,554
|
|
|
$
|
38.48
|
|
|
495,659
|
|
|
$
|
37.43
|
|
Granted
|
111,123
|
|
|
76.35
|
|
|
121,333
|
|
|
69.59
|
|
||
Vested
|
(90,218
|
)
|
|
38.68
|
|
|
(197,534
|
)
|
|
35.69
|
|
||
Forfeited
|
(23,496
|
)
|
|
43.07
|
|
|
(3,258
|
)
|
|
69.03
|
|
||
Non-vested balance as of November 3, 2018
|
306,963
|
|
|
$
|
51.78
|
|
|
416,200
|
|
|
$
|
47.38
|
|
(7)
|
Income Taxes
|
|
Thirteen Weeks Ended
|
|
Thirty-Nine Weeks Ended
|
||||||||||||
November 3, 2018
|
|
October 28, 2017
|
|
November 3, 2018
|
|
October 28, 2017
|
|||||||||
Income before income taxes
|
$
|
16,606
|
|
|
$
|
15,147
|
|
|
$
|
73,796
|
|
|
$
|
54,798
|
|
Income tax expense
|
$
|
3,090
|
|
|
$
|
5,268
|
|
|
$
|
13,413
|
|
|
$
|
19,724
|
|
Effective tax rate
|
18.6
|
%
|
|
34.8
|
%
|
|
18.2
|
%
|
|
36.0
|
%
|
•
|
failure to successfully implement our growth strategy;
|
•
|
disruptions in our ability to select, obtain, distribute and market merchandise profitably;
|
•
|
reliance on merchandise manufactured outside of the United States;
|
•
|
dependence on a volume of traffic to our stores;
|
•
|
inability to attract and retain qualified employees;
|
•
|
inability to successfully build, operate or expand our distribution centers or network capacity;
|
•
|
disruptions to our distribution network or the timely receipt of inventory;
|
•
|
extreme weather conditions in the areas in which our stores are located could negatively affect our business and results of operations;
|
•
|
failure to secure customers’ confidential or credit card information, or other private data relating to our employees or our company;
|
•
|
increased operating costs or exposure to fraud or theft due to customer payment-related risks;
|
•
|
inability to increase sales and improve the efficiencies, costs and effectiveness of our operations;
|
•
|
dependence on our executive officers, senior management and other key personnel or inability to hire additional qualified personnel;
|
•
|
inability to successfully manage our inventory balances and inventory shrinkage;
|
•
|
inability to meet our lease obligations;
|
•
|
changes in our competitive environment, including increased competition from other retailers and the presence of online retailers;
|
•
|
increasing costs due to inflation, increased operating costs, wage rate increases or energy prices;
|
•
|
the seasonality of our business;
|
•
|
inability to successfully implement our expansion into online retail;
|
•
|
disruptions to our information technology systems in the ordinary course, including data breaches by online attackers, or as a result of system upgrades;
|
•
|
the impact of damage, breaches or interruptions to our technology systems;
|
•
|
failure to maintain adequate internal controls;
|
•
|
complications with the design or implementation of the new enterprise resource system;
|
•
|
natural disasters, adverse weather conditions, pandemic outbreaks, global political events, war and terrorism;
|
•
|
the impact of changes in tax legislation;
|
•
|
current economic conditions and other economic factors;
|
•
|
the impact of governmental laws and regulations;
|
•
|
the direct and indirect impact of recent and potential tariffs imposed and proposed by the United States on foreign imports, including, without limitation, the tariffs themselves, any counter-measures thereto and any indirect effects on consumer discretionary spending, which could increase the cost to us of certain products, lower our margins, increase our import related expenses, and reduce consumer spending for discretionary items, each of which could have a material adverse effect on our business, financial condition and results of future operations;
|
•
|
the impact of changes in accounting standards;
|
•
|
the impact to our financial performance related to insurance programs;
|
•
|
the costs and consequences of legal proceedings;
|
•
|
inability to protect our brand name, trademarks and other intellectual property rights;
|
•
|
the impact of product and food safety claims and effects of legislation;
|
•
|
inability to obtain additional financing, if needed;
|
•
|
restrictions imposed by our indebtedness on our current and future operations; and
|
•
|
regulations related to conflict minerals.
|
•
|
Stores that have been remodeled while remaining open;
|
•
|
Stores that have been relocated within the same trade area, to a location that is not significantly different in size, in which the new store opens at about the same time as the old store closes; and
|
•
|
Stores that have expanded, but are not significantly different in size, within their current locations.
|
•
|
The period beginning when the closing store receives its last merchandise delivery from one of our distribution centers through:
|
▪
|
the last day of the fiscal year in which the store was relocated or expanded (for stores that increased significantly in size); or
|
▪
|
the last day of the fiscal month in which the store re-opens (for all other stores); and
|
•
|
The period beginning on the first anniversary of the date the store received its last merchandise delivery from one of our distribution centers through the first anniversary of the date the store re-opened.
|
•
|
consumer preferences, buying trends and overall economic trends;
|
•
|
our ability to identify and respond effectively to customer preferences and trends;
|
•
|
our ability to provide an assortment of high-quality, trend-right and everyday product offerings that generate new and repeat visits to our stores;
|
•
|
the customer experience we provide in our stores and online;
|
•
|
the level of traffic near our locations in the power, community and lifestyle centers in which we operate;
|
•
|
competition;
|
•
|
changes in our merchandise mix;
|
•
|
pricing;
|
•
|
our ability to source and distribute products efficiently;
|
•
|
the timing of promotional events and holidays;
|
•
|
the timing of introduction of new merchandise and customer acceptance of new merchandise;
|
•
|
our opening of new stores in the vicinity of existing stores;
|
•
|
the number of items purchased per store visit; and
|
•
|
weather conditions.
|
|
Thirteen Weeks Ended
|
|
Thirty-Nine Weeks Ended
|
||||||||||||
November 3, 2018
|
|
October 28, 2017
|
|
November 3, 2018
|
|
October 28, 2017
|
|||||||||
(in millions, except percentages and total stores)
|
|||||||||||||||
Consolidated Statements of Operations Data
(1)
:
|
|
|
|
|
|
|
|
||||||||
Net sales
|
$
|
312.8
|
|
|
$
|
257.2
|
|
|
$
|
956.9
|
|
|
$
|
773.4
|
|
Cost of goods sold
|
210.7
|
|
|
173.5
|
|
|
635.8
|
|
|
517.5
|
|
||||
Gross profit
|
102.1
|
|
|
83.6
|
|
|
321.1
|
|
|
255.9
|
|
||||
Selling, general and administrative expenses
|
86.5
|
|
|
68.8
|
|
|
250.4
|
|
|
202.0
|
|
||||
Operating income
|
15.5
|
|
|
14.8
|
|
|
70.7
|
|
|
53.9
|
|
||||
Interest income, net
|
1.1
|
|
|
0.3
|
|
|
3.1
|
|
|
0.9
|
|
||||
Income before income taxes
|
16.6
|
|
|
15.1
|
|
|
73.8
|
|
|
54.8
|
|
||||
Income tax expense
|
3.1
|
|
|
5.3
|
|
|
13.4
|
|
|
19.7
|
|
||||
Net income
|
$
|
13.5
|
|
|
$
|
9.9
|
|
|
$
|
60.4
|
|
|
$
|
35.1
|
|
Percentage of Net Sales
(1)
:
|
|
|
|
|
|
|
|
||||||||
Net sales
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
||||
Cost of goods sold
|
67.4
|
|
|
67.5
|
|
|
66.4
|
|
|
66.9
|
|
||||
Gross profit
|
32.6
|
|
|
32.5
|
|
|
33.6
|
|
|
33.1
|
|
||||
Selling, general and administrative expenses
|
27.7
|
|
|
26.8
|
|
|
26.2
|
|
|
26.1
|
|
||||
Operating income
|
5.0
|
|
|
5.8
|
|
|
7.4
|
|
|
7.0
|
|
||||
Interest income, net
|
0.3
|
|
|
0.1
|
|
|
0.3
|
|
|
0.1
|
|
||||
Income before income taxes
|
5.3
|
|
|
5.9
|
|
|
7.7
|
|
|
7.1
|
|
||||
Income tax expense
|
1.0
|
|
|
2.0
|
|
|
1.4
|
|
|
2.6
|
|
||||
Net income
|
4.3
|
%
|
|
3.8
|
%
|
|
6.3
|
%
|
|
4.5
|
%
|
||||
Operational Data:
|
|
|
|
|
|
|
|
||||||||
Total stores at end of period
|
745
|
|
|
625
|
|
|
745
|
|
|
625
|
|
||||
Comparable sales growth
|
4.8
|
%
|
|
8.5
|
%
|
|
3.6
|
%
|
|
6.9
|
%
|
||||
Average net sales per store
(2)
|
$
|
0.4
|
|
|
$
|
0.4
|
|
|
$
|
1.4
|
|
|
$
|
1.3
|
|
(1)
|
Components may not add to total due to rounding.
|
(2)
|
Only includes stores open during the full
thirteen and thirty-nine weeks ended
.
|
|
Thirty-Nine Weeks Ended
|
||||||
November 3, 2018
|
|
October 28, 2017
|
|||||
Net cash provided by operating activities
|
$
|
1.6
|
|
|
$
|
17.0
|
|
Net cash used in investing activities
|
(7.4
|
)
|
|
(41.1
|
)
|
||
Net cash (used in) provided by financing activities
|
(3.6
|
)
|
|
2.9
|
|
||
Net decrease during period in cash and cash equivalents
(1)
|
$
|
(9.4
|
)
|
|
$
|
(21.2
|
)
|
No.
|
|
Description
|
|
|
|
3.1
|
|
Amended and Restated Bylaws of Five Below Inc., effective October 2, 2018 (incorporated by reference to Exhibit 3.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on October 5, 2018).
|
|
|
|
10.1†
|
|
Form of Award Agreement for Restricted Stock Units (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on October 5, 2018).
|
|
|
|
10.2†
|
|
Form of Award Agreement for Performance-Based Restricted Stock Units (incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K filed with the Securities and Exchange Commission on October 5, 2018).
|
|
|
|
31.1
|
|
Certification of Chief Executive Officer required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
31.2
|
|
Certification of Chief Financial Officer required by Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
32.1
|
|
Certification of Chief Executive Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
32.2
|
|
Certification of Chief Financial Officer pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
|
101*
|
|
The following financial information from this Quarterly Report on Form 10-Q for the fiscal quarter ended November 3, 2018, formatted in XBRL (Extensible Business Reporting Language) and furnished electronically herewith: (i) the Unaudited Consolidated Balance Sheets as of November 3, 2018, February 3, 2018 and October 28, 2017; (ii) the Unaudited Consolidated Statements of Operations for the Thirteen Weeks Ended and Thirty-Nine Weeks Ended November 3, 2018 and October 28, 2017; (iii) the Unaudited Consolidated Statement of Shareholders’ Equity for the Thirty-Nine Weeks Ended November 3, 2018; (iv) the Unaudited Consolidated Statements of Cash Flows for the Thirty-Nine Weeks Ended November 3, 2018 and October 28, 2017 and (v) the Notes to Unaudited Consolidated Financial Statements, tagged in detail.
|
*
|
Pursuant to applicable securities laws and regulations, this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of section 18 of the Exchange Act of 1934, as amended, and otherwise is not subject to liability under those sections.
|
†
|
Management contract or compensatory plan or arrangement
|
|
|
FIVE BELOW, INC.
|
|
|
|
Date: December 6, 2018
|
|
/s/ Joel D. Anderson
|
|
|
Joel D. Anderson
|
|
|
President and Chief Executive Officer (Principal Executive Officer)
|
|
|
|
Date: December 6, 2018
|
|
/s/ Kenneth R. Bull
|
|
|
Kenneth R. Bull
|
|
|
Chief Financial Officer and Treasurer (Principal Financial Officer and Principal Accounting Officer)
|
No.
|
|
Description
|
|
|
|
3.1
|
|
|
|
|
|
10.1†
|
|
|
|
|
|
10.2†
|
|
|
|
|
|
31.1
|
|
|
|
|
|
31.2
|
|
|
|
|
|
32.1
|
|
|
|
|
|
32.2
|
|
|
|
|
|
101*
|
|
|
*
|
Pursuant to applicable securities laws and regulations, this interactive data file is deemed not filed or part of a registration statement or prospectus for purposes of sections 11 or 12 of the Securities Act of 1933, as amended, is deemed not filed for purposes of section 18 of the Exchange Act of 1934, as amended, and otherwise is not subject to liability under those sections.
|
†
|
Management contract or compensatory plan or arrangement
|
1 Year Five Below Chart |
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