| A.C. Moore Arts & Crafts, Inc. | |||
| Ticker: | ACMR | 500 University Court | |
| Exchange: | NASDAQ-National Market | Blackwood, NJ 08012 | |
| Industry: | Retail (SIC Code 5999) | (609) 228-6700 | |
| # of Employees: | 577 | ||
| Type of Shares: | Common Shares | Filing Date: | 8/5/97 | |
| U.S. Shares: | 2,700,000 | Offer Date: | 10/8/97 | |
| Non-U.S. Shares: | 0 | Filing Range: | $12.00 - $14.00 | |
| Primary Shares: | 2,700,000 | Offer Price: | $15.00 | |
| Secondary Shares: | 0 | Gross Spread: | $1.05 | |
| Offering Amount: | $35,100,000 | Selling: | $0.63 | |
| Expenses: | $550,000 | Reallowance: | $0.10 | |
| Shares Out After: | 7,000,000 |
| Manager | Tier | Phone |
| Alex. Brown & Sons Incorporated | Lead Manager | (410) 895-2700 |
| Janney Montgomery Scott | Co-manager | (215) 665-6520 |
| Issuer's Law Firm: | Blank, Rome, Comisky & McCauley |
| Bank's Law Firm: | Piper & Marbury |
| Auditor: | Price Waterhouse |
| Registrar/Transfer Agent: | StockTrans, Inc. |
Dollar amounts in U.S. millions except for per share data | |||||
| 6 Month Ending Financials | |||||
| Full Year Audited Income | Latest Unaudited Income | Prior Unaudited Income | Balance Sheet | ||
| 12/31/96 | 6/30/97 | 6/30/96 | 6/30/97 | ||
| Revenue: | $109.32 | $53.66 | $44.98 | Assets: | $38.97 |
| Net Income: | $3.82 | $0.15 | $0.19 | Curr Assets: | $32.26 |
| EPS: | $0.84 | $0.02 | Liabilities: | $38.06 | |
| Prior EPS: | -$4.65 | -$1.12 | Curr Liabilities: | $16.47 | |
| Cash Flow/Oper: | $6.65 | $0.92 | -$2.94 | Equity: | $0.91 |
| Cash Flow/Fin: | -$3.85 | -$1.79 | -$0.89 | Cash: | $0.92 |
| Cash Flow/Inv: | -$2.25 | -$1.79 | Working Cap: | $15.78 | |
| Business Description |
| The company is a rapidly growing operator of arts and crafts superstores that offer a vast assortment of traditional and contemporary arts and carfts merchandise for a wide range of customers. The company opened its first store in 1985 and since then has focused on developing and refining its retail concept. As of June 30, 1997, the Company was operating 21 superstores in the mid-Atlantic and Northeast regions. The company plans to open at least 30 superstores through the end of 1999, including eight in 1997, four of which were open as of June 30. The company has consistently achieved high levels of net sales per total square foot and average net sales per store. From 1992 to 1996, the Company achieved average annual net sales of $315 per square foot and $6.3 million per store. The company's prototype superstore ranges in size from 20,000 to 25,000 square feet, with approximately 80% devoted to selling space. A typical store offers approximately 65,000 SKUs (stock keeping units) across 26 merchandise categories during the course of a year, with more than 45,000 SKUs offered at any one time. Merchandise is presented in a distinctive manner designed to maximize shopping convenience and to reinforce themes and colors associated with holidays, seasonal events or specific merchandise categories. Arts and crafts projects are prominently displayed in each department throughout the store to stimulate new project ideas for customers and to enhance the shopping environment. |
| Competition |
| The arts and crafts retailing business is highly competitive. The Company currently competes against a diverse group of retailers, including several national and regional chains of arts and crafts retailers (such as publicly-held Michaels Stores and Frank's Nursery and Crafts and privately-held M.J. Designs), local merchants that specialize in one or more aspects of arts and crafts and various mass merchandisers that typically dedicate a portion of their selling space to a limited selection of arts and crafts items. These mass merchandisers and some of the national chains have substantially greater financial resources and operate more stores than the Company. The Company believes that the principal competitive factors in its business are pricing, breadth of merchandise selection, in-stock merchandise position and customer service. The Company believes that it is well positioned to compete on each of these factors. |
| Business Plan |
| The key elements of the company's business strategy are as follows: (I) Vast Merchandise Selection, (ii) Customer Friendly Superstores, (iii) Price Leadership, (iv) Entrepreneurial Culture and (v) Investment in Management and Infrastructure. |
| Use of Proceeds |
| The proceeds from the proposed offering will be used to repay debt, to finance new store openings and for working capital. |
| Name of Shareholder | % Owned Before | % Owned After |
| William Kaplan | 50.00% | 30.70% |
| Patricia A. Parker | 50.00% | 30.70% |
| Jack Parker | 50.00% | 30.70% |
| Officer Name | Title | Age |
| William Kaplan | Chairman of the Board | 69 |
| Robert M. Spencer | Executive Vice President and Chief Operating Officer | 57 |
| Rex A. Rambo | Executive Vice President, Strategic Development, Merchandising and Marketing | 55 |
| Patricia A. Parker | Executive Vice President, Treasurer and Chief Financial Officer | 55 |
| John E. (Jack) Parker | President, Chief Executive Officer and a Director | 56 |
| Janet Parker-Vandenberg | Senior Vice President, Merchandising | 34 |
| Ivo M. DiPalma | Senior Vice President, Real Estate | 42 |
| Lori A. McKeage | Vice President, Finance | 35 |
| Patricia T. Vandenberg | Vice President, Human Resources | 55 |
| Louis Grieco | Vice President, Merchandise Planning/Advertising | 49 |
| Frederick W. Thorpe | Vice President, New Store Development | 47 |
| Joette F. Metzler | Vice President, Projects and Planning | 31 |
| Mark V. Verseput | Vice President, Store Operations | 35 |
| Jack A. Robinson | Vice President, Store Operations | 45 |
| David A. Bellumori | Vice President, Store Operations | 44 |