Kirkland's(KIRK) - 2019 Q4 - Annual Report

Part I Business Kirkland's is a specialty home décor retailer with 428 stores and an e-commerce site as of February 2, 2019, focusing on differentiated merchandise and value, with e-commerce being a key growth area and the business highly seasonal - As of February 2, 2019, Kirkland's operates 428 stores across 37 states and an e-commerce website, specializing in home décor products[17] - The business strategy emphasizes product differentiation, a constantly changing merchandise mix, a stimulating store experience, and a strong value proposition to appeal to a broad market[18][19][20] E-commerce Performance (Fiscal 2018) | Metric | Value | YoY Growth (52-week) | | :--- | :--- | :--- | | Net Sales | $78.4 million | 21.6% | | % of Total Net Sales | 12.1% | N/A | Merchandise Category Sales Breakdown | Merchandise Category | Fiscal 2018 | Fiscal 2017 | Fiscal 2016 | | :--- | :--- | :--- | :--- | | Holiday | 17% | 16% | 14% | | Furniture | 11% | 11% | 10% | | Art | 10% | 11% | 12% | | Fragrance and Accessories | 10% | 9% | 10% | | Ornamental Wall Décor | 9% | 9% | 10% | | Other | 43% | 44% | 45% | | Total | 100% | 100% | 100% | - Approximately 88% of merchandise is sourced from importers of goods manufactured primarily in China and other South-Asian countries, with plans to implement a direct sourcing program in fiscal 2019 to lower costs[32] Store Count History (Fiscal Years 2014-2018) | | Fiscal 2018 | Fiscal 2017 | Fiscal 2016 | Fiscal 2015 | Fiscal 2014 | | :--- | :--- | :--- | :--- | :--- | :--- | | Stores open at beginning | 418 | 404 | 376 | 344 | 324 | | Store openings | 25 | 31 | 42 | 43 | 34 | | Store closings | (15) | (17) | (14) | (11) | (14) | | Stores open at end | 428 | 418 | 404 | 376 | 344 | Risk Factors The company faces risks related to strategy execution, profitability, competition, consumer trends, supply chain dependency on foreign imports, data security, key personnel, and business seasonality - The company's growth strategy depends on generating adequate cash flow to fund new store openings and remodels, which may be hindered if the business does not perform as expected[68] - Profitability is at risk from intense competition from retailers like HomeGoods, Target, Amazon, and Wayfair, which could lead to price reductions and loss of market share[88] - Failure to anticipate consumer trends could lead to overstocking unpopular products, resulting in significant markdowns, or understocking popular items, leading to lost sales[76][78] - The business is highly seasonal, with the fourth quarter contributing a disproportionate amount of net sales and income, where negative factors could materially harm financial results[97] - A significant portion of merchandise is imported from foreign countries, primarily China, exposing the company to risks such as import duties, quotas, shipping delays, and trade restrictions[119][120] - The company's largest vendor, accounting for 20.7% of merchandise purchases in fiscal 2018, is a related party, and disruption in this relationship could negatively impact operating results[117] - Failure to protect the security of customer and employee data could expose the company to litigation, penalties, and reputational damage, with the e-commerce business increasing cybersecurity risks[111][112] Unresolved Staff Comments The company reports no unresolved staff comments from the SEC - There are no unresolved staff comments[135] Properties Kirkland's leases all 428 store locations, its 771,000 sq. ft. distribution center, 303,000 sq. ft. e-commerce fulfillment center, and 76,000 sq. ft. corporate office, with Texas, Florida, and California having the most stores - The company leases all its properties, including stores, a 771,000 sq. ft. distribution center, a 303,000 sq. ft. e-commerce fulfillment center, and a 76,000 sq. ft. corporate office[136][138] Top 5 States by Store Count (as of Feb 2, 2019) | State | Number of Stores | | :--- | :--- | | Texas | 63 | | Florida | 38 | | California | 28 | | Georgia | 25 | | North Carolina | 23 | Legal Proceedings The company is defending two putative class action lawsuits concerning credit card information on receipts and wage and hour violations, both believed to be without material adverse effect - The company is defending a class action lawsuit (Gennock v. Kirkland's, Inc.) regarding the display of credit card numbers on receipts, which it believes is without merit[140] - A second class action lawsuit (Miles v. Kirkland's Stores, Inc.) alleges wage and hour violations for hourly employees in California, which the company also believes is without merit and is defending vigorously[141] Mine Safety Disclosures This item is not applicable to the company - Not applicable[143] Part II Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities Kirkland's common stock trades on Nasdaq under "KIRK," has not paid dividends in three years due to credit facility restrictions, and repurchased 1,650,748 shares for $15.7 million in fiscal 2018 - The company has not paid dividends in the last three fiscal years, and its ability to do so is restricted by its senior credit facility[147] - In fiscal 2018, the company repurchased 1,650,748 shares for approximately $15.7 million, with $3.7 million remaining under its active $10 million stock repurchase plan as of February 2, 2019[149] Common Stock Price Range | Fiscal 2018 | High | Low | | :--- | :--- | :--- | | First Quarter | $11.89 | $8.74 | | Second Quarter | $12.83 | $10.26 | | Third Quarter | $12.12 | $9.02 | | Fourth Quarter | $11.14 | $7.53 | | Fiscal 2017 | High | Low | | :--- | :--- | :--- | | First Quarter | $13.88 | $10.88 | | Second Quarter | $12.18 | $8.64 | | Third Quarter | $12.49 | $8.23 | | Fourth Quarter | $13.20 | $10.61 | Selected Financial Data Over fiscal years 2014-2018, net sales grew from $507.6 million to $647.1 million, but operating income and net income significantly declined, with comparable store sales decreasing by 1.3% in fiscal 2018 Summary of Operations (Fiscal Years 2014-2018, in thousands) | | 2018 | 2017 | 2016 | 2015 | 2014 | | :--- | :--- | :--- | :--- | :--- | :--- | | Net sales | $647,071 | $634,117 | $594,328 | $561,807 | $507,621 | | Gross profit | $203,069 | $207,536 | $202,492 | $202,501 | $188,712 | | Operating income | $4,881 | $9,352 | $16,999 | $26,191 | $28,641 | | Net income | $3,780 | $5,296 | $11,046 | $16,573 | $17,814 | | GAAP diluted EPS | $0.24 | $0.33 | $0.68 | $0.94 | $1.00 | - Comparable store sales decreased by 1.3% in fiscal 2018, following a modest 0.3% increase in fiscal 2017 and a 2.9% decrease in fiscal 2016[153] - Key profitability metrics such as gross profit margin (31.4% in 2018 vs 37.2% in 2014), return on assets (1.3% vs 7.3%), and return on equity (2.8% vs 12.4%) have all shown a declining trend over the five-year period[153] Management's Discussion and Analysis of Financial Condition and Results of Operations In fiscal 2018, net sales increased 2.0% to $647.1 million, but comparable store sales fell 1.3%, gross profit margin declined to 31.4%, and net income decreased to $3.8 million, with cash decreasing to $57.9 million due to investing and stock repurchases Results of Operations Fiscal 2018 net sales rose 2.0% to $647.1 million, but comparable store sales declined 1.3% (e-commerce up 21.6%, brick-and-mortar down 4.1%), gross profit margin contracted to 31.4%, and net income dropped to $3.8 million Fiscal 2018 vs. Fiscal 2017 Results (in thousands) | Metric | Fiscal 2018 | Fiscal 2017 | Change ($) | Change (%) | | :--- | :--- | :--- | :--- | :--- | | Net sales | $647,071 | $634,117 | $12,954 | 2.0% | | Gross profit | $203,069 | $207,536 | ($4,467) | (2.2)% | | Operating income | $4,881 | $9,352 | ($4,471) | (47.8)% | | Net income | $3,780 | $5,296 | ($1,516) | (28.6)% | - In fiscal 2018, the 1.3% decrease in comparable store sales was composed of a 21.6% increase in e-commerce sales and a 4.1% decrease in brick-and-mortar store sales on a 52-week basis[168] - The gross profit margin decline in FY2018 was driven by a 70 basis point increase in store occupancy costs, a 25 basis point increase in outbound freight costs, and a 25 basis point increase in central distribution costs[169] Liquidity and Capital Resources Cash and cash equivalents decreased by $22.2 million to $57.9 million in fiscal 2018, with $22.3 million from operations, $28.8 million used in investing, and $15.8 million used in financing, leaving $53.0 million available under the credit facility Cash Flow Summary (Fiscal 2018 vs. 2017, in millions) | Cash Flow Activity | Fiscal 2018 | Fiscal 2017 | | :--- | :--- | :--- | | Net cash from operations | $22.3 | $45.1 | | Net cash used in investing | ($28.8) | ($28.4) | | Net cash used in financing | ($15.8) | ($0.5) | | Net change in cash | ($22.2) | $16.2 | - As of February 2, 2019, the company had no outstanding borrowings under its $75 million senior secured revolving credit facility and had approximately $53.0 million available for borrowing[190] - Capital expenditures for fiscal 2019 are projected to be between $21 million and $23 million, with a focus on omni-channel and supply chain capabilities[167] Critical Accounting Policies and Estimates Critical policies involve significant estimates for inventory valuation, impairment of long-lived assets, and self-insured reserves, with a 10% change in self-insurance liabilities impacting pre-tax income by approximately $741,000 in fiscal 2018 - Inventory valuation requires estimates for shrinkage and obsolescence, where a 10% variance in the shrinkage reserve would have changed the inventory carrying value by approximately $125,000 as of February 2, 2019[201][202] - The company assesses long-lived assets for impairment by projecting future cash flows for underperforming stores, with key assumptions including net sales, gross margin, and operating costs[204] - Self-insurance reserves for workers' compensation, general liability, and medical programs are based on estimates, where a 10% change in these self-insurance liabilities would have affected pre-tax income by approximately $741,000 for fiscal 2018[206][207] Quantitative and Qualitative Disclosure About Market Risk As of February 2, 2019, the company reported no significant market risk from financial instruments, having no outstanding borrowings or derivative contracts - The company reports no significant market risk from financial instruments as of February 2, 2019, with no outstanding borrowings or derivative contracts[208] Financial Statements and Supplementary Data Audited consolidated financial statements for fiscal year ended February 2, 2019, show decreased profitability and cash reserves, with net income at $3.8 million and total assets at $277.1 million, receiving an unqualified opinion from Ernst & Young LLP Consolidated Balance Sheet Highlights (in thousands) | | Feb 2, 2019 | Feb 3, 2018 | | :--- | :--- | :--- | | Cash and cash equivalents | $57,946 | $80,156 | | Inventories, net | $84,434 | $81,255 | | Total current assets | $157,941 | $177,399 | | Total assets | $277,148 | $299,197 | | Total current liabilities | $86,536 | $96,940 | | Total liabilities | $146,348 | $158,436 | | Total shareholders' equity | $130,800 | $140,761 | Consolidated Income Statement Highlights (in thousands) | | 52 Weeks Ended Feb 2, 2019 | 53 Weeks Ended Feb 3, 2018 | 52 Weeks Ended Jan 28, 2017 | | :--- | :--- | :--- | :--- | | Net sales | $647,071 | $634,117 | $594,328 | | Gross profit | $203,069 | $207,536 | $202,492 | | Operating income | $4,881 | $9,352 | $16,999 | | Net income | $3,780 | $5,296 | $11,046 | - The independent registered public accounting firm, Ernst & Young LLP, provided an unqualified opinion on the consolidated financial statements and the company's internal control over financial reporting[212][221] Changes in and Disagreements with Accountants on Accounting and Financial Disclosure The company reports no changes in or disagreements with its accountants on any accounting, financial disclosure, or auditing matters - None reported[322] Controls and Procedures As of February 2, 2019, the CEO and CFO concluded that disclosure controls and procedures were effective, and management also deemed internal control over financial reporting effective, with no material changes in the last quarter - Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures were effective as of February 2, 2019[324] - Management concluded that internal control over financial reporting was effective as of February 2, 2019, with the independent auditor, Ernst & Young LLP, issuing an unqualified attestation report on this assessment[325][326] Other Information The company reports no other information for this item - None[328] Part III Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters As of February 2, 2019, equity compensation plans had 1,210,629 securities to be issued upon exercise at a weighted-average price of $12.66, with 982,553 securities remaining available for future issuance Equity Compensation Plan Information (as of Feb 2, 2019) | Plan Category | Securities to be issued upon exercise (a) | Weighted-average exercise price (b) | Securities remaining available for future issuance (c) | | :--- | :--- | :--- | :--- | | Equity compensation plans approved by security holders | 1,210,629 | $12.66 | 982,553 | | Equity compensation plans not approved by security holders | — | — | — | | Total | 1,210,629 | $12.66 | 982,553 | Part IV Exhibits and Financial Statement Schedules This section references financial statements in Item 8 and lists all exhibits filed with the Form 10-K, including corporate documents, credit agreements, and Sarbanes-Oxley certifications - This section references the financial statements filed in Item 8 and lists all exhibits filed with the Form 10-K[340][342] Form 10-K Summary The company did not provide a summary for this item - None[347]