Date of report (Date of earliest event reported:)
|
May 12, 2011
|
Tandy Leather Factory, Inc.
|
(Exact Name of Registrant as Specified in Its Charter)
|
Delaware
|
(State or Other Jurisdiction of Incorporation)
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1-12368
|
75-2543540
|
|
(Commission File Number)
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(IRS Employer Identification No.)
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1900 Southeast Loop 820, Fort Worth, Texas
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76140
|
|
(Address of Principal Executive Offices)
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(Zip Code)
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(817) 872-3200
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(Registrant’s Telephone Number, Including Area Code)
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(Former Name or Former Address, if Changed Since Last Report)
|
(a)
|
Financial statements of businesses acquired.
|
(b)
|
Pro forma financial information.
|
(c)
|
Exhibits.
|
TANDY LEATHER FACTORY, INC.
|
|
Date: May 12, 2011
|
By: /s/ Jon Thompson
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Jon Thompson, Chief Executive Officer and President
|
|
Contact:
|
Shannon L. Greene, Tandy Leather Factory, Inc.
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(817) 872-3200 or sgreene@tandyleather.com
|
Mark Gilbert, Magellan Fin, LLC
|
(317) 867-2839 or MGilbert@MagellanFin.com
|
Quarter Ended 03/31/11
|
Quarter Ended 03/31/10
|
||||||
Sales
|
Operating Income
|
Sales
|
Operating Income
|
||||
Wholesale Leathercraft
|
$6,720,709
|
$808,314
|
$6,587,804
|
$534,196
|
|||
Retail Leathercraft
|
8,649,152
|
1,004,042
|
7,616,296
|
922,738
|
|||
International
|
509,179
|
100,132
|
384,438
|
79,434
|
|||
Total Operations
|
$15,879,040
|
$1,912,488
|
$14,588,538
|
$1,536,368
|
Wholesale Leathercraft
|
Quarter Ended 03/31/11
|
Quarter Ended 03/31/10
|
|||
# of stores
|
Sales
|
# of stores
|
Sales
|
||
Same store sales
|
29
|
$5,933,280
|
29
|
$5,694,280
|
|
Closed store sales
|
-
|
-
|
1
|
88,896
|
|
National account group
|
787,429
|
804,628
|
|||
Total Sales – Wholesale Leathercraft
|
29
|
$6,720,709
|
30
|
$6,587,804
|
Retail Leathercraft
|
Quarter Ended 03/31/11
|
Quarter Ended 03/31/10
|
|||
# of stores
|
Sales
|
# of stores
|
Sales
|
||
Same store sales
|
75
|
$8,554,309
|
75
|
$7,583,485
|
|
New store sales
|
1
|
94,843
|
1
|
32,811
|
|
Total Sales – Retail Leathercraft
|
76
|
$8,649,152
|
76
|
$7,616,296
|
03/31/2011
(unaudited)
|
12/31/2010
(audited)
|
||||||
ASSETS
|
|||||||
CURRENT ASSETS:
|
|||||||
Cash
|
$3,605,189
|
$4,293,746
|
|||||
Short-term investments, including certificates of deposit
|
1,616,593
|
1,621,593
|
|||||
Accounts receivable-trade, net of allowance for doubtful accounts
|
|||||||
of $118,000 and $147,000 in 2011 and 2010, respectively
|
1,434,117
|
1,253,639
|
|||||
Inventory
|
20,209,855
|
20,236,028
|
|||||
Deferred income taxes
|
302,121
|
307,509
|
|||||
Other current assets
|
1,669,881
|
1,056,201
|
|||||
Total current assets
|
28,837,756
|
28,768,716
|
|||||
PROPERTY AND EQUIPMENT, at cost
|
14,539,446
|
14,390,662
|
|||||
Less accumulated depreciation and amortization
|
(4,333,607)
|
(4,106,121)
|
|||||
10,205,839
|
10,284,541
|
||||||
GOODWILL
|
994,009
|
990,368
|
|||||
OTHER INTANGIBLES, net of accumulated amortization of
|
|||||||
$507,000 and $495,000 in 2011 and 2010, respectively
|
221,778
|
232,416
|
|||||
OTHER assets
|
318,869
|
319,533
|
|||||
$40,578,251
|
$40,595,574
|
||||||
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|||||||
CURRENT LIABILITIES:
|
|||||||
Accounts payable-trade
|
$2,024,797
|
$1,247,821
|
|||||
Accrued expenses and other liabilities
|
2,707,485
|
4,893,236
|
|||||
Income taxes payable
|
555,879
|
554,380
|
|||||
Current maturities of long-term debt
|
202,500
|
202,500
|
|||||
Total current liabilities
|
5,490,661
|
6,897,937
|
|||||
DEFERRED INCOME TAXES
|
788,819
|
628,543
|
|||||
LONG-TERM DEBT, net of current maturities
|
3,256,875
|
3,307,500
|
|||||
COMMITMENTS AND CONTINGENCIES
|
|||||||
STOCKHOLDERS' EQUITY:
|
|||||||
Preferred stock, $0.10 par value; 20,000,000 shares authorized;
|
|||||||
none issued or outstanding; attributes to be determined on issuance
|
-
|
-
|
|||||
Common stock, $0.0024 par value; 25,000,000 shares authorized;
|
|||||||
11,150,065 shares issued at 2011 and 2010;
|
|||||||
10,156,442 shares outstanding at 2011 and 2010
|
26,760
|
26,760
|
|||||
Paid-in capital
|
5,722,287
|
5,703,387
|
|||||
Retained earnings
|
27,579,911
|
26,429,335
|
|||||
Treasury stock at cost (993,623 shares at 2011 and 2010)
|
(2,894,068)
|
(2,894,068)
|
|||||
Accumulated other comprehensive income
|
607,006
|
496,180
|
|||||
Total stockholders' equity
|
31,041,896
|
29,761,594
|
|||||
$40,578,251
|
$40,595,574
|
2011
|
2010
|
|||
NET SALES
|
$15,879,040
|
$14,588,538
|
||
COST OF SALES
|
6,354,192
|
5,611,942
|
||
Gross profit
|
9,524,848
|
8,976,596
|
||
OPERATING EXPENSES
|
7,612,360
|
7,440,228
|
||
INCOME FROM OPERATIONS
|
1,912,488
|
1,536,368
|
||
OTHER (INCOME) EXPENSE:
|
||||
Interest expense
|
62,003
|
65,604
|
||
Other, net
|
48,832
|
(1,467)
|
||
Total other (income) expense
|
110,835
|
64,137
|
||
INCOME FROM CONTINUING OPERATIONS BEFORE INCOME TAXES
|
1,801,653
|
1,472,231
|
||
PROVISION FOR INCOME TAXES
|
651,077
|
524,654
|
||
NET INCOME FROM CONTINUING OPERATIONS
|
1,150,576
|
947,577
|
||
INCOME FROM DISCONTINUED OPERATIONS, NET OF TAX
|
-
|
536
|
||
NET INCOME
|
$1,150,576
|
$948,113
|
||
NET INCOME FROM CONTINUING OPERATIONS PER COMMON SHARE:
|
||||
BASIC
|
$0.11
|
$0.09
|
||
DILUTED
|
$0.11
|
$0.09
|
||
INCOME FROM DISCONTINUED OPERATIONS, NET OF TAX PER COMMON SHARE:
|
||||
BASIC
|
$0.00
|
$0.00
|
||
DILUTED
|
$0.00
|
$0.00
|
||
NET INCOME PER COMMON SHARE:
|
||||
BASIC
|
$0.11
|
$0.09
|
||
DILUTED
|
$0.11
|
$0.09
|
||
Weighted Average Number of Shares Outstanding:
|
||||
Basic
|
10,156,442
|
10,137,715
|
||
Diluted
|
10,169,701
|
10,213,677
|
2011
|
2010
|
||||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|||||||
Net income
|
$1,150,576
|
$948,113
|
|||||
Income from discontinued operations
|
-
|
536
|
|||||
1,150,576
|
947,577
|
||||||
Adjustments to reconcile net income to net cash provided by operating activities-
|
|||||||
Depreciation and amortization
|
245,004
|
234,026
|
|||||
(Gain) loss on disposal or abandonment of assets
|
(2,925)
|
246
|
|||||
Non-cash stock-based compensation
|
18,900
|
-
|
|||||
Deferred income taxes
|
165,664
|
5,113
|
|||||
Other
|
102,119
|
80,343
|
|||||
Net changes in assets and liabilities, net of effect of business acquisitions:
|
|||||||
Accounts receivable-trade, net
|
(180,478)
|
(262,172)
|
|||||
Inventory
|
26,173
|
(513,681)
|
|||||
Income taxes
|
1,499
|
35,575
|
|||||
Other current assets
|
(613,680)
|
(707,195)
|
|||||
Accounts payable-trade
|
776,976
|
428,607
|
|||||
Accrued expenses and other liabilities
|
(2,185,751)
|
(30,870)
|
|||||
Total adjustments
|
(1,646,499)
|
(730,008)
|
|||||
Net cash(used in) provided by continuing operating activities
|
(495,923)
|
217,569
|
|||||
Cash provided from discontinued operations
|
-
|
6,831
|
|||||
Net cash (used in) provided by operating activities
|
(495,923)
|
224,400
|
|||||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|||||||
Purchase of property and equipment
|
(169,186)
|
(99,117)
|
|||||
Purchases of certificates of deposit
|
-
|
(2,572,598)
|
|||||
Proceeds from maturities of certificates of deposit
|
5,000
|
594,000
|
|||||
Proceeds from sale of assets
|
21,513
|
90
|
|||||
Decrease (increase) in other assets
|
664
|
(3,297)
|
|||||
Net cash used in investing activities
|
(142,009)
|
(2,080,922)
|
|||||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|||||||
Payments on capital lease obligations
|
-
|
-
|
|||||
Payments on notes payable and long-term debt
|
(50,625)
|
(50,625)
|
|||||
Repurchase of common stock ( treasury stock)
|
-
|
(8,419)
|
|||||
Proceeds from exercise of stock options
|
-
|
-
|
|||||
Net cash provided by financing activities
|
(50,625)
|
(59,044)
|
|||||
NET INCREASE (DECREASE) IN CASH
|
(688,557)
|
(1,915,566)
|
|||||
CASH, beginning of period
|
4,293,746
|
7,891,962
|
|||||
CASH, end of period
|
$3,605,189
|
$5,976,396
|
|||||
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
|
|||||||
Interest paid during the period
|
$62,003
|
$65,604
|
|||||
Income tax paid during the period, net of (refunds)
|
411,721
|
477,177
|
|||||