Back to GetFilings.com
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark one)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended May 1, 2004
OR
[ ]TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___________ to ___________
Commission File Number 1-7288
THE BOMBAY COMPANY, INC.
(Exact name of registrant as specified in its charter)
Delaware 75-1475223
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
550 Bailey Avenue, Fort Worth, Texas 76107
(Address of principal executive offices) (Zip Code)
(817) 347-8200
(Registrant's telephone number, including area code)
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days. Yes X No ______
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act.) Yes X No ______
Indicate the number of shares outstanding of each of the issuer's classes of
common stock as of the latest practicable date.
Class Number of shares outstanding at May 29, 2004
Common stock, $1 par value 35,540,470
Page 1 of 16
2
THE BOMBAY COMPANY, INC. AND SUBSIDIARIES
Form 10-Q
Quarter Ended May 1, 2004
TABLE OF CONTENTS
PART I -- FINANCIAL INFORMATION
Item Page
No.
1.Financial Statements......................................... 3-8
2.Management's Discussion and Analysis of Financial
Condition and Results of Operations......................... 9-13
3.Quantitative and Qualitative Disclosures About Market Risk... 14
4.Controls and Procedures...................................... 14
PART II -- OTHER INFORMATION
6.Exhibits and Reports on Form 8-K............................. 15
Signatures.................................................... 16
2
3
THE BOMBAY COMPANY, INC. AND SUBSIDIARIES
Consolidated Statements of Operations
(In thousands, except per share amounts)
(Unaudited)
Three Months Ended
May 1, May 3,
2004 2003
Net revenue $123,581 $119,237
Costs and expenses:
Cost of sales, buying and store occupancy costs 93,626 85,899
Selling, general and administrative expenses 39,320 35,584
Operating loss (9,365) (2,246)
Non-operating income:
Interest income 22 142
Loss before income taxes (9,343) (2,104)
Income tax benefit (3,597) (831)
Net loss ($5,746) ($1,273)
Basic earnings per share ($0.16) ($0.04)
Diluted earnings per share ($0.16) ($0.04)
Average common shares outstanding and
dilutive potential common shares 35,430 33,618
The accompanying notes are an integral part of these consolidated financial statements.
3
4
THE BOMBAY COMPANY, INC. AND SUBSIDIARIES
Consolidated Balance Sheets
(Dollars in thousands)
(Unaudited)
May 1, January 31, May 3,
2004 2004 2003
ASSETS
Current assets:
Cash and cash equivalents $ 14,567 $25,619 $ 22,417
Inventories 131,122 138,908 129,682
Other current assets 28,072 26,012 22,892
Total current assets 173,761 190,539 174,991
Property and equipment, net 69,222 68,107 43,622
Goodwill, less amortization 423 423 423
Other assets 5,779 5,864 9,961
Total assets $249,185 $264,933 $228,997
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable and accrued expenses $ 30,068 $ 35,348 $ 38,549
Income taxes payable 783 1,103 --
Accrued payroll and bonuses 3,821 8,019 4,643
Gift certificates redeemable 6,404 7,129 5,663
Accrued insurance 3,699 3,730 3,735
Total current liabilities 44,775 55,329 52,590
Accrued rent and other liabilities 18,664 18,217 6,176
Stockholders' equity:
Preferred stock, $1 par value,
1,000,000 shares authorized -- -- --
Common stock, $1 par value, 50,000,000
shares authorized, 38,149,646 shares issued 38,150 38,150 38,150
Additional paid-in capital 79,497 79,210 75,375
Retained earnings 80,566 86,312 75,088
Accumulated other comprehensive income (loss) (261) 122 (662)
Common shares in treasury, at cost, 2,611,554;
2,816,772 and 4,283,554 shares, respectively (10,713) (11,555) (17,535)
Deferred compensation (1,493) (852) (185)
Total stockholders' equity 185,746 191,387 170,231
Total liabilities and stockholders' equity $249,185 $264,933 $228,997
The accompanying notes are an integral part of these consolidated financial
statements.
4
5
THE BOMBAY COMPANY, INC. AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(Dollars in thousands)
(Unaudited)
Three Months Ended
May 1, May 3,
2004 2003
Cash flows from operating activities:
Net loss ($5,746) ($1,273)
Adjustments to reconcile net loss
to net cash from operating activities:
Depreciation and amortization 4,240 4,064
Employee stock-based compensation expense 154 52
Deferred taxes and other (175) 40
Change in assets and liabilities:
(Increase) decrease in inventories 7,344 (26,157)
Increase in other current assets (2,956) (1,188)
Decrease in current liabilities (9,664) (9,032)
Increase in noncurrent assets (2) (3)
Increase (decrease) in noncurrent liabilities 557 (55)
Net cash used in operating activities (6,248) (33,552)
Cash flows from investing activities:
Purchases of property and equipment (5,731) (1,889)
Landlord construction allowances 505 --
Proceeds from sales of property and equipment 23 51
Net cash used in investing activities (5,203) (1,838)
Cash flows from financing activities:
Sale of stock to employee benefit plans 15 --
Proceeds from the exercise of employee stock options 233 1,284
Net cash provided by financing activities 248 1,284
Effect of exchange rate change on cash 151 (85)
Net decrease in cash and cash equivalents (11,052) (34,191)
Cash and cash equivalents at beginning of period 25,619 56,608
Cash and cash equivalents at end of period $14,567 $22,417
Supplemental disclosure of cash flow information:
Income taxes paid $ 10 $5,168
Non-cash financing activities:
Distributions of restricted stock 795 --
The accompanying notes are an integral part of these consolidated financial statements.
5
6
THE BOMBAY COMPANY, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements
(1) Basis of Presentation
In the opinion of the Company, the accompanying consolidated financial
statements, which include the accounts of The Bombay Company, Inc. and its
wholly-owned subsidiaries (the "Company" or "Bombay"), contain all adjustments
(consisting of only normal recurring adjustments) necessary to present fairly
the financial position as of May 1, 2004 and May 3, 2003, the results of
operations for the three months then ended, and cash flows for the three months
then ended in accordance with the rules of the Securities and Exchange
Commission. The results of operations for the three month periods ended May 1,
2004 and May 3, 2003 are not necessarily indicative of the results to be
expected for the full fiscal year. The consolidated financial statements
should be read in conjunction with the financial statement disclosures
contained in the Company's 2003 Annual Report on Form 10-K.
(2) Stock-Based Compensation
The Company accounts for its stock-based compensation plans under the
intrinsic value method. Accordingly, no compensation expense related to grants
of stock options has been recognized, as all options granted under the plans
had an exercise price not less than the market price of the Company's common
stock on the date of grant. Compensation expense related to grants of
restricted stock is based upon the quoted market price of the Company's common
stock at the measurement date, amortized to expense over the vesting period.
The following table illustrates the effect on net loss and earnings per share
as if the Company had applied the fair value recognition provisions of
Statement of Financial Accounting Standards No. 123, "Accounting for Stock-
Based Compensation" ("FAS 123"), to stock-based compensation (in thousands,
except per share amounts):
Three Months Ended
May 1, May 3,
2004 2003
Net loss as reported ($5,746) ($1,273)
Stock-based compensation expense
determined under FAS 123, net of tax (350) (224)
Net loss, pro forma ($6,096) ($1,497)
Basic earnings per share, as reported ($.16) ($.04)
Diluted earnings per share, as reported ($.16) ($.04)
Basic earnings per share, pro forma ($.17) ($.04)
Diluted earnings per share, pro forma ($.17) ($.04)
During the first quarter of Fiscal 2004, the Company awarded restricted stock
grants aggregating 115,000 shares to a group of key employees. The respective
shares will become vested in designated increments contingent upon continued
employment of the respective executive based upon specified vesting periods of
at least 12 months and not more than 36 months. Deferred compensation of
$795,000 was recorded in conjunction with the grants, and will be expensed over
the respective vesting periods.
6
7
THE BOMBAY COMPANY, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements (cont'd)
(3) Comprehensive Income/Loss
Comprehensive loss for the three months ended May 1, 2004 and May 3, 2003 was
as follows (in thousands):
Three Months Ended
May 1, May 3,
2004 2003
Net loss ($5,746) ($1,273)
Foreign currency translation adjustments (383) 732
Comprehensive loss ($6,129) ($541)
(4) Earnings per Share
Basic earnings per share are based upon the weighted average number of shares
outstanding. Diluted earnings per share are based upon the weighted average
number of shares outstanding plus the shares that would be outstanding assuming
exercise of dilutive stock options and distribution of deferred director
compensation.
The computation for basic and diluted earnings per share is as follows (in
thousands, except per share amounts):
Three Months Ended
May 1, May 3,
2004 2003
Numerator:
Net loss ($5,746) ($1,273)
Denominator for basic and diluted
earnings per share:
Average common shares outstanding 35,430 33,618
Basic and diluted earnings per share ($.16) ($.04)
During the three-month periods ended May 1, 2004 and May 3, 2003, the Company
reported a loss. Accordingly, during these periods common stock equivalents
would be anti-dilutive and, thus, are not included in the computation of
diluted earnings per share. Following are the common stock equivalents
excluded from such computations (in thousands):
May 1, May 3,
2004 2003
Stock options 3,159 3,506
Deferred director compensation 200 51
3,359 3,557
7
8
THE BOMBAY COMPANY, INC. AND SUBSIDIARIES
Notes to Consolidated Financial Statements (cont'd)
(5) New Accounting Pronouncements
In January 2003, the Financial Accounting Standards Board ("FASB") issued
Interpretation 46, "Consolidation of Variable Interest Entities - An
Interpretation of ARB No. 51" ("FIN 46"). FIN 46 is intended to clarify the
application of ARB No. 51, "Consolidated Financial Statements," to certain
entities in which equity investors do not have the characteristics of a
controlling financial interest or do not have sufficient equity at risk for the
entity to finance its activities without additional subordinated financial
support. For those entities, a controlling financial interest cannot be
identified based on an evaluation of voting interests and may be achieved
through arrangements that do not involve voting interests. The consolidation
requirement of FIN 46 was effective immediately to variable interests in
variable interest entities ("VIEs") created or obtained after January 31, 2003.
FIN 46 also sets forth certain disclosures regarding interests in VIEs that are
deemed significant, even if consolidation is not required. In December 2003,
the FASB issued FIN 46 (revised December 2003), "Consolidation of Variable
Interest Entities" ("FIN 46R"), which delayed the effective date of the
application to us of FIN 46 to non-special purpose VIEs acquired or created
before February 1, 2003, to the interim period ended on May 1, 2004, and
provided additional technical clarifications to implementation issues. The
Company does not have any VIEs and, therefore, the adoption of FIN 46R had no
impact on its consolidated financial position or results of operations.
8
9
THE BOMBAY COMPANY, INC. AND SUBSIDIARIES
Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
Special Note Regarding Forward-Looking Statements
Certain statements in this Form 10-Q under "Management's Discussion and
Analysis of Financial Condition and Results of Operations" constitute "forward-
looking statements" within the meaning of the Private Securities Litigation
Reform Act of 1995. Such forward-looking statements involve known and unknown
risks, uncertainties and other factors which may cause the actual results,
performance or achievements of The Bombay Company, Inc. and its wholly-owned
subsidiaries (the "Company" or "Bombay") to be materially different from any
future results, performance or achievements expressed or implied by such
forward-looking statements. Such factors include, among others, the following:
downward pressure in retail due to economic pessimism and declining consumer
sentiment; competition; seasonality; success of operating initiatives; new
product development and introduction schedules; uninterrupted flow of product
from overseas sources; acceptance of new product offerings including children's
merchandise; inherent safety of product offerings; advertising and promotional
efforts; adverse publicity; expansion of the store chain; availability,
locations and terms of sites for store development; ability to renew leases on
an economic basis; changes in business strategy or development plans;
availability and terms of borrowings or capital for operating purposes; labor
and employee benefit costs; ability to obtain insurance at a reasonable cost;
reliance on technology; security of the technological infrastructure; changes
in government regulations; risks associated with international business;
potential business interruptions due to communicable diseases, particularly
with respect to our Canadian subsidiary; terrorism; war or threat of war;
regional weather conditions; hiring and retention of key management personnel
and other risks and uncertainties contained in the Company's 2003 Annual Report
on Form 10-K and other SEC filings as they occur.
General
The Company designs, sources and markets a unique line of fashionable home
accessories, wall d{e'}cor and furniture through 465 retail locations in 42
states in the United States and nine Canadian provinces, specialty catalogs,
the Internet and international licensing arrangements. Throughout this report,
the terms "our", "we", "us" and "Bombay" refer to The Bombay Company, Inc.
including its subsidiaries.
In addition to our primary retail Bombay operations, during 2001, we
introduced BombayKIDS, a new line of children's furniture, textile and
accessories, which is currently being offered in 38 BombayKIDS store locations
as well as through catalog and Internet channels. Our wholesale operation,
Bailey Street Trading Company ("Bailey Street"), markets a limited number of
furniture and accessory stock keeping units ("SKUs") under a separate brand to
specialty gift stores, furniture stores, department stores, catalogers and mass
merchants. Bombay also has international licensing agreements under which a
total of 13 licensed international stores are operating in the Middle East and
the Caribbean.
The largest percentage of Bombay's sales and operating income is realized in
the fiscal quarter that includes December (Christmas season). Merchandise is
manufactured to our specifications through a worldwide network of contract
manufacturers. The impact of inflation on operating results is typically not
significant because the majority of our products are proprietary. We attempt
to alleviate inflationary pressures by adjusting selling prices (subject to
competitive conditions), improving designs and finding alternative production
sources in lower cost countries.
9
10
Same store sales comparisons are calculated based upon revenue from stores
that have been opened for more than 12 months. Stores converted from the
regular format to the large format and stores that have been relocated from
mall to off-mall locations are classified as new and are excluded from same
store sales until they have been opened for 12 months. Stores that have been
relocated within a mall and whose size is significantly changed are treated as
new stores and are excluded from the same store sales calculation until they
have been opened for a full year. Remodeled stores remain in the computation of
same store sales.
Executive Summary
We focus on several key metrics in managing and evaluating our operating
performance and financial condition including the following: same store sales,
sales and gross margins by merchandise categories, operating margins as a
percentage of revenues, earnings per share, cash flow, return on assets and
inventory turn. We are currently executing a multiphase turnaround, as
previously discussed in our Annual Report on Form 10-K, intended to improve our
operating performance and generate competitive operating results in-line with
current market leaders in the sector.
During Fiscal 2004 and beyond, we are focused on six critical success
factors.
DRIVE SAME STORE SALES AT A COMPETITIVE RATE - During the first
quarter of Fiscal 2004, our same store sales performance has been
disappointing. We attribute our current same store sales declines to the
difficult comparisons of the prior year and to the lack of freshness in
our current merchandise mix. Our "narrow and deep" merchandising strategy
in the fall of 2003 and soft holiday sales had a bigger impact on the
first quarter than originally anticipated. Because much of the inventory
carried over from Fiscal 2003 was core product, we expect to be able to
sell it in the normal course of business. Some of the negative impact
from this strategy will extend into the second quarter. We expect the
trend to improve later in the second quarter as new product arrives for
the fall, beginning in July.
SUCCESSFULLY CONTINUE THE MIGRATION OF OUR STORES FROM MALL TO OFF-
MALL LOCATIONS - We continue to pursue this strategy as our leases expire,
and expect the move to off-mall locations to positively impact our store
occupancy costs. Key to our success is the ability to transfer sales from
stores that we close in a mall location to the new off-mall location.
Through the end of the first quarter, we estimate that all but three of 31
locations that we have moved have been able to maintain or exceed their
sales volume during the first year of operations. We continue to be
encouraged by the results and believe that it validates our overall
strategy.
GROW STORE COUNT - Our strategy is to focus on opening stores in our
top 25 markets thereby increasing market density and allowing us to create
operating efficiencies particularly in the areas of advertising, logistics
and field supervision. Currently, 60% of our stores are concentrated in
our top 25 markets. We are on schedule with our current year store growth
plans and anticipate ending Fiscal 2004 with over 500 stores. During the
first quarter, we opened four Bombay stores and three BombayKIDS stores
while closing 13 stores whose leases expired. The majority of the store
openings are planned for the second half of the year.
DEVELOP BOMBAYKIDS - We are pleased with the performance to date of
our BombayKIDS stores. This concept allows us to leverage the Bombay
brand and reach a new customer. BombayKIDS stores currently total 38 and
we plan to have approximately 50 open by the end of the fiscal year.
Particularly encouraging is the impact that our BombayKIDS stores have on
the adjacent Bombay store which have performed at a higher level due to
the synergies created and the introduction of a new customer to the Bombay
brand.
10
11
BUILD THE PROPER INFRASTRUCTURE TO SUPPORT FUTURE GROWTH -
Significant investments in infrastructure were made in Fiscal 2003
including the addition of a distribution center and a new point-of-sale
system that uses broadband communications to the stores, designed to speed
transaction times at high volume periods of the year. Declines in
comparable store sales coupled with a seasonality that typically results
in the first quarter being the softest quarter from a revenue perspective
made it difficult to leverage the higher base of fixed costs that
accompany these investments. However, we continue to believe that these
additions are critical to succeeding in our growth plans and leverage
future profitability.
GENERATE PROFIT MARGIN EXPANSION - Our ability to execute the first
five critical success factors should lead us to better profit flow
through. We believe that the opportunity exists for us, in the long-term,
to improve our operating results to approach those of industry leaders in
our sector. We believe that there are significant opportunities for
expansion of profit margins through improvements in gross margins and
overhead expense control, in addition to the improvement that comes from
sales growth and pursing the off-mall strategy as discussed above.
Results of Operations
Quarters Ended May 1, 2004 and May 3, 2003
Net revenue was $123.6 million for the quarter ended May 1, 2004 compared
to $119.2 million for the quarter ended May 3, 2003, an increase of 4%. Same
store sales declined 9% for the quarter as we anniversaried 25% same store
sales gains in the first quarter of the prior year. In addition, merchandising
decisions in the fall of 2003, coupled with softer than planned holiday sales,
left us with a merchandise mix that was not as fresh in the spring of 2004 as
in the prior year. Same store sales declines in the current period were
partially offset by sales from new stores, net of closings, and growth from the
Internet and Bailey Street. Revenues from non-store activity, including
Internet, mail order, International and Bailey Street, accounted for 10% of
sales for the quarter compared to 9% last year.
On a geographical basis, all regions of the United States and Canada
reported same store sales declines in the high single-digit to low double-digit
range, compared to last year's strong double-digit same store sales increases.
The sales mix remained similar to the prior year, as large furniture
represented 34% of the business, occasional furniture was 19%, wall d{e'}cor
was 14% and accessories were 33% compared to the prior year of 32% large
furniture, 21% occasional furniture, 14% wall d{e'}cor and 33% accessories.
Growth in BombayKIDS helped drive the increased penetration of large furniture
during the quarter. The average ticket declined 8% during the first quarter
while the number of total transactions, including those from new stores,
increased 11%.
Cost of sales, including buying and occupancy costs, was $93.6 million for
the first fiscal quarter compared to $85.9 million for the same period last
year. As a percentage of revenue, cost of sales increased to 75.7% for the
quarter compared to 72.0% for the prior year period. Declines in gross margin
were due primarily to the negative impact of the increase in fixed costs while
experiencing a decline in same store sales. Buying and occupancy costs were
220 basis points higher than last year at 22.1% of revenues compared to 19.9%
in the first quarter of Fiscal 2003. Store occupancy costs increased 13%
while retail square footage increased 15%. Buying costs increased 40 basis
points, due in part to increased international travel, which was restricted in
last year's first quarter as a result of the risk of SARS. Product margins
declined 150 basis points during the quarter due to higher logistics costs as a
result of opening a new distribution center during the third quarter of Fiscal
2003 and the increase in store count, higher costs of private label credit card
promotions and the acceleration of clearance activity into April from the
second quarter.
11
12
Selling, general and administrative expenses increased $3.7 million to $39.3
million, or 31.8% of revenue, compared to $35.6 million, or 29.8% of revenue,
for the comparable period of the prior year. Store four-wall costs increased
$2.1 million related primarily to higher store payroll, which increased $1.4
million, due in part to the increase in the number of stores, and higher
telecommunication costs, which increased $.5 million, primarily related to the
costs of the broadband network installed last fall. As a percentage of
revenues, store four-wall costs increased 130 basis points as same store sales
declines resulted in deleveraging fixed costs at the store level. Marketing
and visual merchandising costs increased $.5 million, or 20 basis points,
primarily as a result of an increase in the number of markets receiving the
monthly Sunday newspaper inserts for both the Bombay and BombayKIDS operations.
Corporate general and administrative expenses increased $1.1 million or 50
basis points principally due to higher payroll costs associated with additional
infrastructure investments and severance costs, as vice president level changes
were made to reflect the current needs of the business, as well as foreign
exchange loss and higher medical and property insurance costs.
For the quarter ended May 1, 2004, interest income was $22,000 compared to
$142,000 in the first quarter of Fiscal 2003. Decrease is a result of lower
cash balances related to higher inventory levels and a higher first quarter
loss than in the prior year.
Liquidity and Capital Resources
The primary sources of liquidity and capital resources are cash flows from
operations and a line of credit with banks. We have an unsecured, revolving
credit agreement with a group of banks, with an aggregate commitment of up to
$75 million for working capital and letter of credit purposes. The bank
commitment is limited to the lesser of the $75 million or 45% of eligible
inventory as defined by the credit agreement. At May 1, 2004, the bank
commitment was $58.8 million and outstanding letters of credit totaled $5.2
million, leaving $53.6 million available for borrowings or additional letters
of credit. The credit facility, which expires July 5, 2005, gives us the
option to request an increase in the aggregate commitment to $100 million,
subject to approval by the banks, through the addition of another lending bank
or increased commitment by the existing lending banks.
With our current store growth plans, we anticipate that we will need to
increase our borrowing capabilities to finance peak pre-holiday build up of
inventory in Fiscal 2004, which generally occurs in the October to November
timeframe annually. We intend to take advantage of the favorable credit
environment to increase our overall borrowing capabilities. We are currently
exploring various alternatives, including increasing our existing facility.
Long-term, our strategy is to utilize our credit facility to finance seasonal
borrowings and to utilize cash flow from operations and our balance sheet to
finance our capital programs.
At May 1, 2004, inventory levels were $131.1 million compared to $129.7
million at May 3, 2003. On a per store basis, inventory declined 8% to
$282,000 from May 3, 2003. The decrease in inventory level on a per store
basis is consistent with our plans to improve inventory turns from 2.2 times in
Fiscal 2003 to 2.4 times during Fiscal 2004.
During the first quarter of Fiscal 2004, we opened four large format
Bombay stores and three BombayKIDS stores. Thirteen stores were closed during
the period. As of the end of the first quarter, we had 359 large format
stores, 22 regular stores, 46 outlets and 38 BombayKIDS stores for a total of
465 stores. During the remainder of Fiscal 2004, we plan to open 68 to 72
stores, including approximately 14 BombayKIDS locations. We expect to renew or
replace substantially all of the stores as the leases expire and increase store
count by approximately 5% annually.
12
13
Our capital expenditures plan, net of landlord allowances, for Fiscal 2004 is
expected to total $30 to $35 million for the year and includes the cost of
opening new stores, migrating stores from mall to off-mall, expanding our
distribution facilities in the northeast and rolling out our new point-of-sales
system and broadband communications to our Canadian operations. We believe
that our current cash position, cash flow from operations and expanded credit
lines will be sufficient to fund our operations and capital expenditure
programs during the current year.
13
14
THE BOMBAY COMPANY, INC. AND SUBSIDIARIES
Item 3. Quantitative and Qualitative Disclosures About Market Risk
As of May 1, 2004, the Company does not have any market risk sensitive
instruments.
Item 4. Controls and Procedures
Pursuant to Rule 13a-15 under the Securities Exchange Act of 1934, an
evaluation was performed under the supervision and with the participation of
the Company's management, including the Chief Executive Officer and Chief
Financial Officer, of the effectiveness of the design and operation of the
Company's disclosure controls and procedures as of the end of the period
covered by this report. Based on that evaluation, the Company's management,
including the Chief Executive Officer and Chief Financial Officer, concluded
that the Company's disclosure controls and procedures were effective in
alerting them in a timely fashion to material information relating to the
Company that is required to be included in periodic filings with the Securities
and Exchange Commission. There have been no significant changes in the
Company's internal control over financial reporting during the period covered
by this report that have materially affected, or are reasonably likely to
materially affect, the Company's internal control over financial reporting.
14
15
THE BOMBAY COMPANY, INC. AND SUBSIDIARIES
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
(a) The Exhibits filed as a part of this report are listed below.
Exhibit No. Description
31(a) Certification by Chief Executive Officer
Pursuant to Rule 13a-15 and Rule 15d-15
of The Securities Exchange Act of 1934,
as amended
31(b) Certification by Chief Financial Officer
Pursuant to Rule 13a-15 and Rule 15d-15
of The Securities Exchange Act of 1934,
as amended
32 Certifications of Registrant Pursuant to
18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-
Oxley Act of 2002
(b) On March 18, 2004, the Company filed a Form 8-K reporting the results of
its earnings for the fourth quarter and fiscal year ended January 31, 2004.
On March 23, 2004, the Company filed a Form 8-K providing guidance
relating to its planned real estate activity and expected store count for
Fiscal 2004.
15
16
THE BOMBAY COMPANY, INC. AND SUBSIDIARIES
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
THE BOMBAY COMPANY, INC.
(Registrant)
/S/ JAMES D. CARREKER
Date: June 10, 2004 James D. Carreker
Chairman of the Board and
Chief Executive Officer
/S/ ELAINE D. CROWLEY
Date: June 10, 2004 Elaine D. Crowley
Senior Vice President, Chief
Financial Officer and Treasurer
16