Form 8-K - Current report

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

    Date of Report (Date of earliest event reported): December 04, 2023

   

Culp, Inc.

(Exact name of Registrant as Specified in Its Charter)


North Carolina	1-12597	56-1001967
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1823 Eastchester Drive
High Point, North Carolina		27265
(Address of Principal Executive Offices)		(Zip Code)

    Registrant’s Telephone Number, Including Area Code: 336 889-5161

   

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.05 per share	CULP	The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

This report and the exhibit attached hereto contain “forward-looking statements” within the meaning of the federal securities laws, including the Private Securities Litigation Reform Act of 1995 (Section 27A of the Securities Act of 1933 and Section 21E of the Securities and Exchange Act of 1934). Such statements are inherently subject to risks and uncertainties that may cause actual events and results to differ materially from such statements. Further, forward looking statements are intended to speak only as of the date on which they are made, and we disclaim any duty to update such statements to reflect any changes in management’s expectations or any change in the assumptions or circumstances on which such statements are based, whether due to new information, future events, or otherwise. Forward-looking statements are statements that include projections, expectations, or beliefs about future events or results or otherwise are not statements of historical fact. Such statements are often but not always characterized by qualifying words such as “expect,” “believe,” “anticipate,” “estimate,” “intend,” “plan,” “project,” and their derivatives, and include but are not limited to statements about expectations, projections, or trends for our future operations, strategic initiatives and plans, production levels, new product launches, sales, profit margins, profitability, operating income, capital expenditures, working capital levels, cost savings, income taxes, SG&A or other expenses, pre-tax income, earnings, cash flow, and other performance or liquidity measures, as well as any statements regarding dividends, share repurchases, liquidity, uses of cash and cash requirements, borrowing capacity, investments, potential acquisitions, future economic or industry trends, public health epidemics, or future developments. There can be no assurance that we will realize these expectations or meet our guidance, or that these beliefs will prove correct.

Factors that could influence the matters discussed in such statements include the level of housing starts and sales of existing homes, consumer confidence, trends in disposable income, and general economic conditions. Decreases in these economic indicators could have a negative effect on our business and prospects. Likewise, increases in interest rates, particularly home mortgage rates, and increases in consumer debt or the general rate of inflation, could affect us adversely. The future performance of our business depends in part on our success in conducting and finalizing acquisition negotiations and integrating acquired businesses into our existing operations. Changes in consumer tastes or preferences toward products not produced by us could erode demand for our products. Changes in tariffs or trade policy, including changes in U.S. trade enforcement priorities, or changes in the value of the U.S. dollar versus other currencies, could affect our financial results because a significant portion of our operations are located outside the United States. Strengthening of the U.S. dollar against other currencies could make our products less competitive on the basis of price in markets outside the United States, and strengthening of currencies in Canada and China can have a negative impact on our sales of products produced in those places. In addition, because our foreign operations use the U.S. dollar as their functional currency, changes in the exchange rate between the local currency of those operations and the U.S dollar can affect our reported profits from those foreign operations. Also, economic or political instability in international areas could affect our operations or sources of goods in those areas, as well as demand for our products in international markets. The impact of public health epidemics on employees, customers, suppliers, and the global economy, such as the global coronavirus pandemic currently affecting countries around the world, could also adversely affect our operations and financial performance. In addition, the impact of potential asset impairments, including impairments of property, plant, and equipment, inventory, or intanbile assets, as well as the impact of valuation allowances applied against our net deferred income tax assets, could affect our financial results. Increases in freight costs, labor costs, and raw material prices, including increases in market prices for petrochemical products, can also significantly affect the prices we pay for shipping, labor, and raw materials, respectively, and in turn, increase our operating costs and decrease our profitability. Finally, disruption in our customers’ supply chains for non-fabric components may cause declines in new orders and/or delayed shipping of existing orders while our customers wait for other components, which could adversely affect our financial results. Further information about these factors, as well as other factors that could affect our future operations or financial results and the matters discussed in forward-looking statements, is included in Item 1A “Risk Factors” in our most recent Form 10-K and Form 10-Q reports filed with the Securities and Exchange Commission. A forward-looking statement is neither a prediction nor a guarantee of future events or circumstances, and those future events or circumstances may not occur. Additional risks and uncertainties that we do not presently know about or that we currently consider to be immaterial may also affect our business operations and financial results.

Item 2.02 – Results of Operations and Financial Condition

On December 4, 2023, we issued a news release to announce our financial results for our second quarter ended October 29, 2023. A copy of the news release is attached hereto as Exhibit 99.1.

The information set forth in this Item 2.02 of this Current Report, and in Exhibit 99.1, is intended to be “furnished” under Item 2.02 of Form 8-K. Such information shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

The news release contains adjusted income statement information for the three and six-month periods ending October 29, 2023, and October 30, 2022, respectively, which disclose adjusted loss from operations, a non-U.S. GAAP performance measure that eliminates items which are not expected to occur on a recurring or regular basis. For the three and six-month periods ending October 29, 2023, these items include, as applicable for the period presented, a restructuring-related credit, restructuring-related charges, and restructuring expense associated with the discontinued production of cut and sewn upholstery kits in Ouanaminthe, Haiti. For the three and six- month periods ending October 30, 2022, these items include restructuring expense and restructuring-related charges associated with the exit of the company's cut and sew upholstery fabrics operation located in Shanghai, China, during the second quarter of fiscal 2023. The company has included this adjusted information in order to show operational performance excluding the effects of items not expected to occur on a recurring or regular basis. Details of these calculations and a reconciliation to information from our U.S. GAAP financial statements are set forth in the news release. Management believes this presentation aids in the comparison of financial results among comparable financial periods. Management uses adjusted income statement information in evaluating the financial performance of our overall operations and business segments. Also, adjusted income statement information is used as a performance measure in our incentive-based executive compensation program. We note, however, that this adjusted income statement information should not be viewed in isolation or as a substitute for loss from operations calculated in accordance with U.S. GAAP.

The news release contains disclosures about free cash flow, a non-U.S. GAAP liquidity measure that we define as net cash (used in) provided by operating activities, less cash capital expenditures and payments on vendor-financed capital expenditures, plus any proceeds from sale of property, plant, and equipment, plus proceeds from note receivable, plus proceeds from the sale of investments associated with our rabbi trust, less the purchase of investments associated with our rabbi trust, and plus or minus the effects of foreign currency exchange rate changes on cash and cash equivalents, in each case to the extent any such amount is incurred during the period presented. Details of these calculations and a reconciliation to information from our U.S. GAAP financial statements are set forth in the news release. Management believes the disclosure of free cash flow provides useful information to investors because it measures our available cash flow for potential debt repayment, stock repurchases, dividends, additions to cash and investments, or other corporate purposes. We note, however, that not all of the company’s free cash flow is available for discretionary spending, as we may have mandatory debt payments and other cash requirements that must be deducted from our cash available for future use. In operating our business, management uses free cash flow to make decisions about what commitments of cash to make for operations, such as capital expenditures (and possible financing arrangements for these expenditures), purchases of inventory or supplies, SG&A expenditure levels, compensation, and other commitments of cash, while still allowing for adequate cash to meet known future commitments for cash, such as debt repayment, and also for making decisions about dividend payments and share repurchases.

The news release contains disclosures about our Adjusted EBITDA, which is a non-U.S. GAAP performance measure that reflects net (loss) income excluding income tax expense (benefit), net interest income, and restructuring expense and restructuring related charges or credits, as well as depreciation and amortization expense, and stock-based compensation expense. This measure also excludes other non-recurring charges and credits associated with our business, if and to the extent any such amount is incurred during the period presented. Details of these calculations and a reconciliation to information from our U.S. GAAP financial statements are set forth in the news release. We believe presentation of Adjusted EBITDA is useful to investors because earnings before interest income and expense, income taxes, depreciation and amortization, and similar performance measures that exclude certain charges from earnings, are often used by investors and financial analysts in evaluating and comparing companies in our industry. We note, however, that such measures are not defined uniformly by various companies, with differing expenses being excluded from net income to calculate these performance measures. For this reason, Adjusted EBITDA should not be viewed in isolation by investors and should not be used as a substitute for net income (loss) calculated in accordance with GAAP, nor should it be used for direct comparisons with similarly titled performance measures reported by other companies. Use of Adjusted EBITDA as an analytical tool has limitations in that this measure does not reflect all expenses that are necessary to fund and operate our business, including funds required to pay taxes, service our debt,

and fund capital expenditures, among others. Management uses Adjusted EBITDA to help it analyze the company’s earnings and operating performance, by excluding the effects of expenses that depend upon capital structure and debt level, tax provisions, and non-cash items such as depreciation, amortization and stock-based compensation expense that do not require immediate uses of cash.

The news release contains disclosures about return on capital for both the entire company and for individual business segments. We define return on capital as adjusted operating income (loss) (measured on a trailing twelve-month basis) divided by average capital employed (excluding intangible assets related to acquisitions at the divisional level only). Adjusted operating income (loss) excludes certain charges or credits that are not expected to occur on a recurring or regular basis, if applicable for the period presented. Average capital employed is calculated over rolling five fiscal periods, depending on which quarter is being presented. Details of these calculations and a reconciliation to information from our U.S. GAAP financial statements are set forth in the news release. We believe return on capital is an accepted measure of earnings efficiency in relation to capital employed, but it is a non-U.S. GAAP performance measure that is not defined or calculated in the same manner by all companies. This measure should not be considered in isolation or as an alternative to net income (loss) or other performance measures, but we believe it provides useful information to investors by comparing the adjusted operating income (loss) we produce to the net asset base used to generate that income (loss). Also, adjusted operating income (loss) on a trailing twelve-months basis does not necessarily indicate results that would be expected for the full fiscal year or for the following twelve months. We note that, particularly for return on capital measured at the segment level, not all assets and expenses are allocated to our operating segments, and there are assets and expenses at the corporate (unallocated) level that may provide support to a segment’s operations and yet are not included in the assets and expenses used to calculate that segment’s return on capital. Thus, the average return on capital for the company’s segments will generally be different from the company’s overall return on capital. Management uses return on capital to evaluate the company’s earnings efficiency and the relative performance of its segments.

Item 9.01 (d) – Exhibits

EXHIBIT INDEX


Exhibit Number		Exhibit

99.1		News Release dated December 4, 2023

104		Cover Page Interactive Data File (embedded within the Inline XBRL document)

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, hereunto duly authorized.


		CULP, INC. (Registrant)

		By:	/s/ Kenneth R. Bowling
			Chief Financial Officer
			(principal financial officer and principal accounting officer)

Dated: December 4, 2023

Exhibit 99.1

CULP ANNOUNCES RESULTS FOR SECOND QUARTER FISCAL 2024,

WITH CONTINUED SEQUENTIAL AND STRONG YEAR-OVER-YEAR OPERATING IMPROVEMENT AND A SOLID FINANCIAL POSITION

HIGH POINT, N.C. (December 4, 2023) ─ Culp, Inc. (NYSE: CULP) (together with its consolidated subsidiaries, “CULP”) today reported financial and operating results for the second quarter ended October 29, 2023.

Fiscal 2024 Second Quarter Financial Summary

▪

Net sales for the second quarter of fiscal 2024 were $58.7 million, up 0.6 percent compared with the prior-year period, with mattress fabrics sales up 19.6 percent, and upholstery fabrics sales down 14.9 percent.

▪

Loss from operations was $(2.2) million, compared with a loss from operations of $(11.9) million for the prior-year period (which included $6.7 million relating to certain inventory impairment and other charges and restructuring and related expenses during the period).

▪

Net loss was $(2.4) million, or $(0.19) per diluted share, compared with a net loss of $(12.2) million, or $(0.99) per diluted share, for the prior-year period. The effective tax rate for the second quarter was negative (27.0) percent, reflecting the company’s mix of taxable income between its U.S. and foreign jurisdictions during the period.

▪

The company maintained a solid financial position, with its balance sheet reflecting $15.2 million of total cash and no outstanding borrowings as of October 29, 2023. Total liquidity as of October 29, 2023, was $41.4 million (consisting of $15.2 million in cash and $26.2 million in borrowing availability under the company's domestic credit facility).

▪

Adjusted EBITDA for the period was close to break even at negative $(247,000), as compared to adjusted EBITDA of negative $(8.2) million for the prior-year period.

CEO Commentary

Commenting on the results, Iv Culp, president and chief executive officer of Culp, Inc., said, “We are pleased to report both sequential and year-over-year improvement in our consolidated sales and operating performance for the second quarter, a solid outcome considering the challenging macro environment for furniture and bedding. These results, which were in line with our expectations, reflect the strategic business transformation initiatives underway in both divisions that are focused on driving performance despite ongoing demand softness. In our mattress fabrics segment, we are increasing sales and gaining market position with new fabric and sewn cover placements. This segment also achieved a 90 percent improvement in its operating results as compared to the prior-year period, and a 33 percent improvement as compared sequentially to the prior quarter. This performance was driven by balanced inventory management, higher sales, better pricing and margin, and an ongoing focus by our strengthened leadership team on operational efficiencies across our locations. For our upholstery fabrics segment, as expected, sales for residential fabrics were lower than the prior-year period due to demand softness affecting the home furnishings industry. However, demand remained solid in our hospitality/contract business. The segment also saw a significant improvement in operating performance, driven by better inventory management, fixed cost savings, and other operational improvements.

“Additionally, we continued our focus on prudent financial management, including maintaining a strong balance sheet and ensuring a strategic level of working capital. We ended the quarter with $15.2 million in cash and no outstanding borrowings. We believe we are well positioned, and we are

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CULP Announces Results for Second Quarter Fiscal 2024

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December 4, 2023

strategically investing in our business, especially within our mattress fabrics segment, to support future profitable sales growth and further improve operating efficiencies.

“As we enter the third quarter, we acknowledge that the various external headwinds and pressures on consumer spending for furniture and bedding products may remain for some time. However, our market position is strong and growing, and we are diligently focused on internal improvement initiatives that will enable us to withstand these industry conditions and position our business for renewed growth and profitability. Regardless of the current demand backdrop, we expect to continue on a path of sequential and year-over-year operating improvement, including a return to positive adjusted EBITDA in the third quarter. We also believe we are poised to return to consolidated operating profitability by the end of the fiscal year. We are well positioned with our innovative product offerings, creative designs, resilient global manufacturing and sourcing platform, strong leadership teams, and focused financial management. These hallmarks of our business will support us into the future, especially when market conditions improve,” added Culp.

Business Segment Highlights

Mattress Fabrics Segment (“CHF”) Summary

▪

Sales for this segment were $31.4 million for the second quarter, up 19.6 percent compared with sales of $26.2 million in the second quarter of fiscal 2023.

▪

The higher sales, as compared to the prior-year period, were primarily driven by new fabric and sewn cover placements that are priced in line with current costs. While the domestic mattress industry remains pressured, CHF continues to make gains with customers in a difficult market environment.

▪

Operating loss was $(936,000) for the second quarter, a 90 percent improvement compared to the $(9.0) million operating loss in the prior-year period (which included $5.0 million relating to certain inventory impairment charges and losses from inventory close out sales). This substantial reduction in losses was driven by balanced inventory management, higher sales, better pricing and margins, and improvement in operating efficiencies. These factors were partially offset by higher SG&A business investments during the period.

Upholstery Fabrics Segment (“CUF”) Summary

▪

Sales for this segment were $27.3 million for the second quarter, down 14.9 percent compared with sales of $32.2 million in the second quarter of fiscal 2023.

▪

Sales for CUF's residential fabric business were affected by ongoing softness in the residential home furnishings industry, where demand remains pressured by a challenging macro-economic environment. Demand remained solid for CUF’s hospitality/contract business, with sales for this business accounting for approximately 33 percent of CUF's total sales.

▪

Operating income was $1.4 million for the second quarter, up significantly compared with $262,000 in the second quarter of fiscal 2023 (which included approximately $1.0 million in higher-than-normal inventory markdowns). Operating margin for the second quarter was 5.1 percent, again a significant improvement compared to the prior-year period. Operating performance for the second quarter was positively affected by better inventory management; lower fixed costs resulting from the previous restructuring of CUF's cut and sew platforms; lower freight costs; and a more favorable foreign exchange rate associated with CUF's operations in China. These factors were partially offset by lower residential fabric sales and higher SG&A business investments during the period.

Balance Sheet, Cash Flow, and Liquidity

▪

As of October 29, 2023, the company reported $15.2 million in total cash and no outstanding debt.

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CULP Announces Results for Second Quarter Fiscal 2024

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▪

Cash flow from operations and free cash flow were negative $(4.5) million and negative $(5.6) million, respectively, for the first six months of fiscal 2024. (See reconciliation table at the back of this press release.) As expected, the company’s cash flow from operations and free cash flow during the period were affected by operating losses and planned strategic investments in capital expenditures mostly related to the CHF transformation plan.

▪

Capital expenditures for the first six months of fiscal 2024 were $2.0 million. The company continues to manage capital investments, focusing on projects that will increase efficiencies and improve quality, especially for the CHF segment.

▪

As of October 29, 2023, the company had approximately $41.4 million in liquidity, consisting of $15.2 million in total cash and $26.2 million in borrowing availability under the company's domestic credit facility.

Share Repurchases

The company did not repurchase any shares during the second quarter of fiscal 2024, leaving approximately $3.2 million available under the current share repurchase program as of October 29, 2023. Despite the current share repurchase authorization, the company does not expect to repurchase any shares during the third quarter of fiscal 2024.

Financial Outlook

▪

CULP achieved sequential and year-over-year improvement in its sales and operating results for the second quarter of fiscal 2024. While the current macroeconomic conditions affecting consumer spending and demand trends are likely to continue for some period, the company remains well positioned, especially with the transformation strategy underway in its mattress fabrics division.

▪

Due to the uncertainty in the macro-environment, the company is only providing financial guidance for the third quarter of fiscal 2024. The company’s consolidated net sales for the third quarter are expected to be sequentially comparable to second quarter of fiscal 2024 and moderately higher as compared to the third quarter of fiscal 2023, even in the face of ongoing demand headwinds. The company expects a consolidated operating loss (loss from operations) for the third quarter of fiscal 2024 that is in the range of $(1.2) to $(1.6) million, sequentially improved from the previous quarter's results, and a significant improvement compared to the $(7.8) million operating loss for the prior-year period (which included $711,000 in restructuring expense).

▪

The company’s expectations are based on information available at the time of this press release and reflect certain assumptions by management regarding the company’s business and trends and the projected impact of the ongoing headwinds.

Conference Call

Culp, Inc. will hold a conference call to discuss financial results for the second quarter of fiscal 2024 on December 5, 2023, at 11:00 a.m. Eastern Time. A live webcast of this call can be accessed on the “Upcoming Events” section on the investor relations page of the company’s website, www.culp.com. A replay of the webcast will be available for 30 days under the “Past Events” section on the investor relations page of the company’s website, beginning at 2:00 p.m. Eastern Time on December 5, 2023.

Investor Relations Contact

Ken Bowling, Executive Vice President, Chief Financial Officer, and Treasurer: (336) 881-5630

krbowling@culp.com

About the Company

Culp, Inc. is one of the world’s largest marketers of mattress fabrics for bedding and upholstery fabrics for residential and commercial furniture. The company markets a variety of fabrics to its global customer base of leading bedding and furniture companies, including fabrics produced at Culp’s manufacturing facilities and fabrics sourced through other suppliers. Culp has manufacturing and sourcing capabilities located in the United States, Canada, China, Haiti, Turkey, and Vietnam.

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CULP Announces Results for Second Quarter Fiscal 2024

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Forward Looking Statements

This release contains “forward-looking statements” within the meaning of the federal securities laws, including the Private Securities Litigation Reform Act of 1995 (Section 27A of the Securities Act of 1933 and Section 21E of the Securities and Exchange Act of 1934). Such statements are inherently subject to risks and uncertainties that may cause actual events and results to differ materially from such statements. Further, forward looking statements are intended to speak only as of the date on which they are made, and we disclaim any duty to update such statements to reflect any changes in management’s expectations or any change in the assumptions or circumstances on which such statements are based, whether due to new information, future events, or otherwise. Forward-looking statements are statements that include projections, expectations, or beliefs about future events or results or otherwise are not statements of historical fact. Such statements are often but not always characterized by qualifying words such as “expect,” “believe,” “anticipate,” “estimate,” “intend,” “plan,” “project,” and their derivatives, and include but are not limited to statements about expectations, projections, or trends for our future operations, strategic initiatives and plans, production levels, new product launches, sales, profit margins, profitability, operating income, capital expenditures, working capital levels, cost savings, income taxes, SG&A or other expenses, pre-tax income, earnings, cash flow, and other performance or liquidity measures, as well as any statements regarding dividends, share repurchases, liquidity, use of cash and cash requirements, borrowing capacity, investments, potential acquisitions, future economic or industry trends, public health epidemics, or future developments. There can be no assurance that we will realize these expectations or meet our guidance, or that these beliefs will prove correct.

Factors that could influence the matters discussed in such statements include the level of housing starts and sales of existing homes, consumer confidence, trends in disposable income, and general economic conditions. Decreases in these economic indicators could have a negative effect on our business and prospects. Likewise, increases in interest rates, particularly home mortgage rates, and increases in consumer debt or the general rate of inflation, could affect us adversely. The future performance of our business depends in part on our success in conducting and finalizing acquisition negotiations and integrating acquired businesses into our existing operations. Changes in consumer tastes or preferences toward products not produced by us could erode demand for our products. Changes in tariffs or trade policy, including changes in U.S. trade enforcement priorities, or changes in the value of the U.S. dollar versus other currencies, could affect our financial results because a significant portion of our operations are located outside the United States. Strengthening of the U.S. dollar against other currencies could make our products less competitive on the basis of price in markets outside the United States, and strengthening of currencies in Canada and China can have a negative impact on our sales of products produced in those places. In addition, because our foreign operations use the U.S. dollar as their functional currency, changes in the exchange rate between the local currency of those operations and the U.S dollar can affect our reported profits from those foreign operations. Also, economic or political instability in international areas could affect our operations or sources of goods in those areas, as well as demand for our products in international markets. The impact of public health epidemics on employees, customers, suppliers, and the global economy, such as the global coronavirus pandemic currently affecting countries around the world, could also adversely affect our operations and financial performance. In addition, the impact of potential asset impairments, including impairments of property, plant, and equipment, inventory, or intangible assets, as well as the impact of valuation allowances applied against our net deferred income tax assets, could affect our financial results. Increases in freight costs, labor costs, and raw material prices, including increases in market prices for petrochemical products, can also significantly affect the prices we pay for shipping, labor, and raw materials, respectively, and in turn, increase our operating costs and decrease our profitability. Finally, disruption in our customers’ supply chains for non-fabric components may cause declines in new orders and/or delayed shipping of existing orders while our customers wait for other components, which could adversely affect our financial results. Further information about these factors, as well as other factors that could affect our future operations or financial results and the matters discussed in forward-looking statements, is included in Item 1A “Risk Factors” in our most recent Form 10-K and Form 10-Q reports filed with the Securities and Exchange Commission. A forward-looking statement is neither a prediction nor a guarantee of future events or circumstances, and those future events or circumstances may not occur. Additional risks and uncertainties that we do not presently know about or that we currently consider to be immaterial may also affect our business operations and financial results.

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CULP, INC.

CONSOLIDATED STATEMENTS OF NET LOSS

FOR THREE MONTHS ENDED OCTOBER 29, 2023, AND OCTOBER 30, 2022

Unaudited

(Amounts in Thousands, Except for Per Share Data)


	THREE MONTHS ENDED
	Amount									Percent of Sales
	(1)			(1)
	October 29,			October 30,			% Over			October 29,			October 30,
	2023			2022			(Under)			2023			2022
Net sales	$	58,725		$	58,381			0.6	%		100.0	%		100.0	%
Cost of sales (2)(3)		(50,775	)		(60,594	)		(16.2	)%		86.5	%		103.8	%
Gross profit (loss)		7,950			(2,213	)		(459.2	)%		13.5	%		(3.8	)%
Selling, general and administrative expenses		(10,045	)		(9,103	)		10.3	%		17.1	%		15.6	%
Restructuring expense (4) (5)		(144	)		(615	)		(76.6	)%		0.2	%		1.1	%
Loss from operations		(2,239	)		(11,931	)		(81.2	)%		(3.8	)%		(20.4	)%
Interest income		282			79			257.0	%		0.5	%		0.1	%
Other income		49			829			(94.1	)%		0.1	%		1.4	%
Loss before income taxes		(1,908	)		(11,023	)		(82.7	)%		(3.2	)%		(18.9	)%
Income tax expense (6)		(516	)		(1,150	)		(55.1	)%		(27.0	)%		(10.4	)%
Net loss	$	(2,424	)	$	(12,173	)		(80.1	)%		(4.1	)%		(20.9	)%

Net loss per share - basic	$	(0.19	)	$	(0.99	)		(80.4	)%
Net loss per share - diluted	$	(0.19	)	$	(0.99	)		(80.4	)%
Average shares outstanding-basic		12,456			12,280			1.4	%
Average shares outstanding-diluted		12,456			12,280			1.4	%

Notes

(1) See page 12 for our Reconciliation of Selected Income Statement Information to Adjusted Results for the three months ending October 29, 2023, and October 30, 2022.

(2) Cost of sales for the three months ending October 29, 2023, includes a restructuring related credit totaling $78,000 for the gain on disposal inventory related to the discontinuation of production of cut and sewn upholstery kits at our facility in Ouanaminthe, Haiti.

(3) Cost of sales for the three months ending October 30, 2022, includes a restructuring related charge totaling $98,000, which pertains to loss on disposal and markdowns of inventory related to the exit of our cut and sew upholstery fabrics operation located in Shanghai, China.

(4) Restructuring expense for the three months ending October 29, 2023, represents $142,000 for impairment charges related to equipment and $2,000 for employee termination costs related to the discontinuation of production of cut and sewn upholstery kits at our facility in Ouanaminthe, Haiti.

(5) Restructuring expense for the three months ending October 30, 2022, represents $468,000 for employee termination benefits, $80,000 for a loss on disposal of equipment, $47,000 for lease termination costs, and $20,000 of other associated costs related to the exit of our cut and sew upholstery fabrics operation located in Shanghai, China.

(6) Percent of sales column for income tax expense is calculated as a percent of loss before income taxes.

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CULP, INC.

CONSOLIDATED STATEMENTS OF NET LOSS

FOR SIX MONTHS ENDED OCTOBER 29, 2023, AND OCTOBER 30, 2022

Unaudited

(Amounts in Thousands, Except for Per Share Data)


	SIX MONTHS ENDED
	Amount									Percent of Sales
	(1)			(1)
	October 29,			October 30,			% Over			October 29,			October 30,
	2023			2022			(Under)			2023			2022
Net sales	$	115,387		$	120,985			(4.6	)%		100.0	%		100.0	%
Cost of sales (2)(3)		(100,352	)		(119,071	)		(15.7	)%		87.0	%		98.4	%
Gross profit		15,035			1,914			685.5	%		13.0	%		1.6	%
Selling, general and administrative expenses		(19,874	)		(17,968	)		10.6	%		17.2	%		14.9	%
Restructuring expense (4) (5)		(482	)		(615	)		(21.6	)%		0.4	%		0.5	%
Loss from operations		(5,321	)		(16,669	)		(68.1	)%		(4.6	)%		(13.8	)%
Interest income		627			96			553.1	%		0.5	%		0.1	%
Other income		145			747			(80.6	)%		(0.1	)%		(0.6	)%
Loss before income taxes		(4,549	)		(15,826	)		(71.3	)%		(3.9	)%		(13.1	)%
Income tax expense (6)		(1,217	)		(2,046	)		(40.5	)%		(26.8	)%		(12.9	)%
Net loss	$	(5,766	)	$	(17,872	)		(67.7	)%		(5.0	)%		(14.8	)%

Net loss per share - basic	$	(0.47	)	$	(1.46	)		(68.1	)%
Net loss per share - diluted	$	(0.47	)	$	(1.46	)		(68.1	)%
Average shares outstanding-basic		12,394			12,259			1.1	%
Average shares outstanding-diluted		12,394			12,259			1.1	%

Notes

(1) See page 13 for our Reconciliation of Selected Income Statement Information to Adjusted Results for the six months ending October 29, 2023, and October 30, 2022.

(2) Cost of sales for the six months ending October 29, 2023, includes a net restructuring related charge totaling $101,000, which represents the markdown of inventory totaling $179,000 which occurred during the first quarter of fiscal 2024, partially offset by a gain on disposal of inventory totaling $78,000 which occurred during the second quarter of fiscal 2024, related to the discontinuation of production of cut and sewn upholstery kits at our facility in Ouanaminthe, Haiti.

(3) Cost of sales for the six months ending October 30, 2022, includes a restructuring related charge totaling $98,000, which pertains to loss on disposal and markdowns of inventory related to the exit of our cut and sew upholstery fabrics operation located in Shanghai, China.

(4) Restructuring expense for the six months ending October 29, 2023, represents $379,000 for impairment charges related to equipment and $103,000 for employee termination benefits related to the discontinuation of production of cut and sewn upholstery kits at our facility in Ouanaminthe, Haiti.

(5) Restructuring expense for the six months ending October 30, 2022, represents $468,000 for employee termination benefits, $80,000 for a loss on disposal of equipment, $47,000 for lease termination costs, and $20,000 of other associated costs related to the exit of our cut and sew upholstery fabrics operation located in Shanghai, China.

(6) Percent of sales column for income tax expense is calculated as a percent of loss before income taxes.

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CULP Announces Results for Second Quarter Fiscal 2024

Page 7

December 4, 2023

CONSOLIDATED BALANCE SHEETS

OCTOBER 29, 2023, OCTOBER 30, 2022, AND APRIL 30, 2023

Unaudited

(Amounts in Thousands)


	Amounts
	(Condensed)		(Condensed)								(Condensed)
	October 29,		October 30,		Increase (Decrease)						* April 30,
	2023		2022		Dollars			Percent			2023
Current assets
Cash and cash equivalents	$	15,214		19,137		(3,923	)		(20.5	)%		20,964
Short-term investments - Rabbi Trust		937		2,237		(1,300	)		(58.1	)%		1,404
Accounts receivable		23,036		22,443		593			2.6	%		24,778
Inventories		44,465		52,224		(7,759	)		(14.9	)%		45,080
Short-term note receivable		256		—		256			100.0	%		219
Current income taxes receivable		340		510		(170	)		(33.3	)%		—
Other current assets		4,346		3,462		884			25.5	%		3,071
Total current assets		88,594		100,013		(11,419	)		(11.4	)%		95,516
Property, plant & equipment, net		34,664		38,832		(4,168	)		(10.7	)%		36,111
Right of use assets		6,874		11,609		(4,735	)		(40.8	)%		8,191
Long-term investments - Rabbi Trust		6,995		7,526		(531	)		(7.1	)%		7,067
Intangible assets		2,064		2,440		(376	)		(15.4	)%		2,252
Long-term note receivable		1,596		—		1,596			100.0	%		1,726
Deferred income taxes		472		493		(21	)		(4.3	)%		480
Other assets		901		717		184			25.7	%		840
Total assets	$	142,160		161,630		(19,470	)		(12.0	)%		152,183
Current liabilities
Accounts payable - trade		27,903		24,298		3,605			14.8	%		29,442
Accounts payable - capital expenditures		298		200		98			49.0	%		56
Operating lease liability - current		2,540		2,655		(115	)		(4.3	)%		2,640
Deferred compensation		937		2,237		(1,300	)		(58.1	)%		1,404
Deferred revenue		853		1,527		(674	)		(44.1	)%		1,192
Accrued expenses		8,106		7,594		512			6.7	%		8,533
Accrued restructuring		—		33		(33	)		100.0	%		—
Income taxes payable - current		998		969		29			3.0	%		753
Total current liabilities		41,635		39,513		2,122			5.4	%		44,020
Operating lease liability - long-term		2,431		4,194		(1,763	)		(42.0	)%		3,612
Income taxes payable - long-term		2,055		2,629		(574	)		(21.8	)%		2,675
Deferred income taxes		5,663		5,700		(37	)		(0.6	)%		5,954
Deferred compensation		6,748		7,486		(738	)		(9.9	)%		6,842
Total liabilities		58,532		59,522		(990	)		(1.7	)%		63,103
Shareholders' equity		83,628		102,108		(18,480	)		(18.1	)%		89,080
Total liabilities and shareholders' equity	$	142,160		161,630		(19,470	)		(12.0	)%		152,183
Shares outstanding		12,470		12,294		176			1.4	%		12,327

* Derived from audited financial statements.

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CULP Announces Results for Second Quarter Fiscal 2024

Page 8

December 4, 2023

CULP, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

FOR THE SIX MONTHS ENDED OCTOBER 29, 2023, AND OCTOBER 30, 2022

Unaudited

(Amounts in Thousands)


	SIX MONTHS ENDED
	Amounts
	October 29,			October 30,
	2023			2022
Cash flows from operating activities:
Net loss	$	(5,766	)	$	(17,872	)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Depreciation		3,251			3,489
Non-cash inventory (credit) charge (1) (2)		(2,001	)		6,439
Amortization		193			214
Stock-based compensation		485			565
Deferred income taxes		(283	)		(269	)
Gain on sale of equipment		(278	)		(232	)
Non-cash restructuring expense		379			—
Foreign currency exchange gain		(697	)		(1,168	)
Changes in assets and liabilities:
Accounts receivable		1,644			(443	)
Inventories		2,304			7,192
Other current assets		(1,355	)		(728	)
Other assets		(123	)		58
Accounts payable		(495	)		6,027
Deferred revenue		(339	)		1,007
Accrued restructuring		—			33
Accrued expenses and deferred compensation		(762	)		1,254
Income taxes		(633	)		601
Net cash (used in) provided by operating activities		(4,476	)		6,167
Cash flows from investing activities:
Capital expenditures		(1,972	)		(1,051	)
Proceeds from the sale of equipment		309			465
Proceeds from note receivable		150			—
Proceeds from the sale of investments (rabbi trust)		986			46
Purchase of investments (rabbi trust)		(472	)		(505	)
Net cash used in investing activities		(999	)		(1,045	)
Cash flows from financing activities:
Common stock surrendered for withholding taxes payable		(146	)		(33	)
Payments of debt issuance costs		—			(206	)
Net cash used in financing activities		(146	)		(239	)
Effect of exchange rate changes on cash and cash equivalents		(129	)		(296	)
(Decrease) increase in cash and cash equivalents		(5,750	)		4,587
Cash and cash equivalents at beginning of year		20,964			14,550
Cash and cash equivalents at end of period	$	15,214		$	19,137
Free Cash Flow (3)	$	(5,604	)	$	4,826

(1) The non-cash inventory credit of $2.0 million for the six months ending October 29, 2023, represents a $2.1 million credit related to adjustments made to our inventory markdown reserve estimated based on our policy for aged inventory for both our mattress and upholstery segments, partially offset by a net charge of $101,000 which represents the markdown of inventory totaling $179,000 which occurred during the first quarter of fiscal 2024, partially offset by a gain on disposal of inventory totaling $78,000 which occurred during the second quarter of fiscal 2024, related to the discontinuation of production of cut and sewn upholstery kits at our facility in Ouanaminthe, Haiti.

(2) The non-cash inventory charge of $6.4 million for the six months ending October 30, 2022, represents a $2.9 million write down of inventory to its net realizable value associated with our mattress fabrics segment, $3.4 million related to markdowns of inventory estimated based on our policy for aged inventory for both our mattress and uphosltery fabrics segments, and $98,000 for the loss on disposal and markdowns of inventory related to the exit of our cut and sew upholstery fabrics operation located in Shanghai, China.

(3) See next page for Reconciliation of Free Cash Flow for the six-month periods ending October 29, 2023, and October 30, 2022, respectively.

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CULP Announces Results for Second Quarter Fiscal 2024

Page 9

December 4, 2023

CULP, INC.

RECONCILIATION OF FREE CASH FLOW

FOR THE SIX MONTHS ENDED OCTOBER 29, 2023, AND OCTOBER 30, 2022

Unaudited

(Amounts in Thousands)


	SIX MONTHS ENDED
	Amounts
	October 29,			October 30,
	2023			2022
A) Net cash (used in) provided by operating activities	$	(4,476	)	$	6,167
B) Minus: Capital expenditures		(1,972	)		(1,051	)
C) Plus: Proceeds from the sale of equipment		309			465
D) Plus: Proceeds from note receivable		150			—
E) Plus: Proceeds from the sale of investments (rabbi trust)		986			46
F) Minus: Purchase of investments (rabbi trust)		(472	)		(505	)
G) Effects of exchange rate changes on cash and cash equivalents		(129	)		(296	)
Free Cash Flow	$	(5,604	)	$	4,826

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CULP Announces Results for Second Quarter Fiscal 2024

Page 10

December 4, 2023

CULP, INC.

STATEMENTS OF OPERATIONS BY SEGMENT

FOR THE THREE MONTHS ENDED OCTOBER 29, 2023, AND OCTOBER 30, 2022

Unaudited

(Amounts in Thousands)


	THREE MONTHS ENDED
	Amounts									Percent of Total Sales
	October 29,			October 30,			% Over			October 29,			October 30,
Net Sales by Segment	2023			2022			(Under)			2023			2022
Mattress Fabrics	$	31,377		$	26,230			19.6	%		53.4	%		44.9	%
Upholstery Fabrics		27,348			32,151			(14.9	)%		46.6	%		55.1	%
Net Sales	$	58,725		$	58,381			0.6	%		100.0	%		100.0	%

Gross Profit (Loss)										Gross Margin
Mattress Fabrics	$	2,483		$	(6,057	)		(141.0	)%		7.9	%		(23.1	)%
Upholstery Fabrics		5,389			3,942			36.7	%		19.7	%		12.3	%
Total Segment Gross Profit (Loss)		7,872			(2,115	)		(472.2	)%		13.4	%		(3.6	)%
Restructuring Related Credit (Charge) (1)		78			(98	)		(179.6	)%		0.1	%		(0.2	)%
Gross Profit (Loss)	$	7,950		$	(2,213	)		(459.2	)%		13.5	%		(3.8	)%

Selling, General and Administrative Expenses by Segment										Percent of Sales
Mattress Fabrics	$	3,419		$	2,945			16.1	%		10.9	%		11.2	%
Upholstery Fabrics		3,998			3,680			8.6	%		14.6	%		11.4	%
Unallocated Corporate Expenses		2,628			2,478			6.1	%		4.5	%		4.2	%
Selling, General and Administrative Expenses	$	10,045		$	9,103			10.3	%		17.1	%		15.6	%

(Loss) Income from Operations by Segment										Operating Margin
Mattress Fabrics	$	(936	)	$	(9,002	)		(89.6	)%		(3.0	)%		(34.3	)%
Upholstery Fabrics		1,391			262			430.9	%		5.1	%		0.8	%
Unallocated Corporate Expenses		(2,628	)		(2,478	)		6.1	%		(4.5	)%		(4.2	)%
Total Segment Loss from Operations		(2,173	)		(11,218	)		(80.6	)%		(3.7	)%		(19.2	)%
Restructuring Related Credit (Charge) (1)		78			(98	)		(179.6	)%		0.1	%		(0.2	)%
Restructuring Expense (1)		(144	)		(615	)		(76.6	)%		(0.2	)%		(1.1	)%
Loss from Operations	$	(2,239	)	$	(11,931	)		(81.2	)%		(3.8	)%		(20.4	)%

Depreciation Expense by Segment
Mattress Fabrics	$	1,468		$	1,519			(3.4	)%
Upholstery Fabrics		149			200			(25.5	)%
Depreciation Expense	$	1,617		$	1,719			(5.9	)%

Notes

(1) See page 12 for our Reconciliation of Selected Income Statement Information to Adjusted Results for the three months ending October 29, 2023, and October 30, 2022.

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CULP Announces Results for Second Quarter Fiscal 2024

Page 11

December 4, 2023

CULP, INC.

STATEMENTS OF OPERATIONS BY SEGMENT

FOR THE SIX MONTHS ENDED OCTOBER 29, 2023, AND OCTOBER 30, 2022

Unaudited

(Amounts in Thousands)


	SIX MONTHS ENDED
	Amounts									Percent of Total Sales
	October 29,			October 30,			% Over			October 29,			October 30,
Net Sales by Segment	2023			2022			(Under)			2023			2022
Mattress Fabrics	$	60,599		$	55,602			9.0	%		52.5	%		46.0	%
Upholstery Fabrics		54,788			65,383			(16.2	)%		47.5	%		54.0	%
Net Sales	$	115,387		$	120,985			(4.6	)%		100.0	%		100.0	%

Gross Profit (Loss)										Gross Margin
Mattress Fabrics	$	4,477		$	(6,093	)		(173.5	)%		7.4	%		(11.0	)%
Upholstery Fabrics		10,659			8,105			31.5	%		19.5	%		12.4	%
Total Segment Gross Profit		15,136			2,012			652.3	%		13.1	%		1.7	%
Restructuring Related Charge (1)		(101	)		(98	)		3.1	%		(0.1	)%		(0.1	)%
Gross Profit	$	15,035		$	1,914			685.5	%		13.0	%		1.6	%

Selling, General and Administrative Expenses by Segment										Percent of Sales
Mattress Fabrics	$	6,811		$	5,829			16.8	%		11.2	%		10.5	%
Upholstery Fabrics		7,939			7,302			8.7	%		14.5	%		11.2	%
Unallocated Corporate Expenses		5,124			4,837			5.9	%		4.4	%		4.0	%
Selling, General and Administrative Expenses	$	19,874		$	17,968			10.6	%		17.2	%		14.9	%

(Loss) Income from Operations by Segment										Operating Margin
Mattress Fabrics	$	(2,334	)	$	(11,922	)		(80.4	)%		(3.9	)%		(21.4	)%
Upholstery Fabrics		2,720			803			238.7	%		5.0	%		1.2	%
Unallocated Corporate Expenses		(5,124	)		(4,837	)		5.9	%		(4.4	)%		(4.0	)%
Total Segment Loss from Operations		(4,738	)		(15,956	)		(70.3	)%		(4.1	)%		(13.2	)%
Restructuring Related Charge (1)		(101	)		(98	)		3.1	%		(0.1	)%		(0.1	)%
Restructuring Expense (1)		(482	)		(615	)		(21.6	)%		(0.4	)%		(0.5	)%
Loss from Operations	$	(5,321	)	$	(16,669	)		(68.1	)%		(4.6	)%		(13.8	)%

Return on Capital (2)
Mattress Fabrics		(14.2	)%		(18.2	)%		(22.0	)%
Upholstery Fabrics		29.0	%		15.2	%		90.8	%
Unallocated Corporate	N.M.			N.M.			N.M.
Consolidated		(19.4	)%		(19.5	)%		(0.5	)%
Capital Employed (2) (3)
Mattress Fabrics	$	61,185		$	68,471			(10.6	)%
Upholstery Fabrics		11,324			18,826			(39.8	)%
Unallocated Corporate		3,562			3,962			(10.1	)%
Consolidated	$	76,071		$	91,259			(16.6	)%

Depreciation Expense by Segment
Mattress Fabrics	$	2,922		$	3,088			(5.4	)%
Upholstery Fabrics		329			401			(18.0	)%
Depreciation Expense	$	3,251		$	3,489			(6.8	)%

Notes

(1) See page 13 for our Reconciliation of Selected Income Statement Information to Adjusted Results for the six months ending October 29, 2023, and October 30, 2022.

(2) See pages 15 through 18 for our Return on Capital Employed by Segment for the six months ending October 29, 2023 and October 30, 2022.

(3) The capital employed balances are as of October 29, 2023, and October 30, 2022.

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CULP Announces Results for Second Quarter Fiscal 2024

Page 12

December 4, 2023

CULP, INC.

RECONCILIATION OF SELECTED INCOME STATEMENT INFORMATION TO ADJUSTED RESULTS

FOR THREE MONTHS ENDED OCTOBER 29, 2023, AND OCTOBER 30, 2022

Unaudited

(Amounts in Thousands)


	As Reported						October 29, 2023
	October 29,						Adjusted
	2023			Adjustments			Results

Net sales	$	58,725			—		$	58,725
Cost of sales (1)		(50,775	)		(78	)		(50,853	)
Gross profit		7,950			(78	)		7,872
Selling, general and administrative expenses		(10,045	)		—			(10,045	)
Restructuring expense (2)		(144	)	144				—
Loss from operations	$	(2,239	)		66		$	(2,173	)

Notes

(1) Cost of sales for the three months ending October 29, 2023, includes a restructuring related credit totaling $78,000 for adjustments made to our inventory markdown reserves related to the discontinuation of production of cut and sewn upholstery kits at our facility in Ouanaminthe, Haiti.

(2) Restructuring expense for the three months ending October 29, 2023, represents $142,000 for impairment charges related to equipment and $2,000 for employee termination costs related to the discontinuation of production of cut and sewn upholstery kits at our facility in Ouanaminthe, Haiti.


	As Reported					October 30, 2022
	October 30,					Adjusted
	2022			Adjustments		Results

Net sales	$	58,381			—	$	58,381
Cost of sales (1)		(60,594	)	98			(60,496	)
Gross loss		(2,213	)		98		(2,115	)
Selling, general and administrative expenses		(9,103	)		—		(9,103	)
Restructuring expense (2)		(615	)		615		—
Loss from operations	$	(11,931	)		713	$	(11,218	)

Notes

(1) Cost of sales for the three months ending October 30, 2022, includes restructuring related charges totaling $98,000, which pertains to loss on disposal and markdowns of inventory related to the exit of our cut and sew upholstery fabrics operation located in Shanghai, China.

(2) Restructuring expense for the three months ending October 30, 2022, represents $468,000 for employee termination benefits, $80,000 for a loss on disposal of equipment, $47,000 for lease termination costs, and $20,000 of other associated costs related to the exit of our cut and sew upholstery fabrics operation located in Shanghai, China.

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CULP Announces Results for Second Quarter Fiscal 2024

Page 13

December 4, 2023

CULP, INC.

RECONCILIATION OF SELECTED INCOME STATEMENT INFORMATION TO ADJUSTED RESULTS

FOR SIX MONTHS ENDED OCTOBER 29, 2023, AND OCTOBER 30, 2022

Unaudited

(Amounts in Thousands)


	As Reported					October 29, 2023
	October 29,					Adjusted
	2023			Adjustments		Results

Net sales	$	115,387			—	$	115,387
Cost of sales (1)		(100,352	)	101			(100,251	)
Gross profit		15,035			101		15,136
Selling, general and administrative expenses		(19,874	)		—		(19,874	)
Restructuring expense (2)		(482	)		482		—
Loss from operations	$	(5,321	)		583	$	(4,738	)

Notes

(1) Cost of sales for the six months ending October 29, 2023, includes a net restructuring related charge totaling $101,000, which represents the markdown of inventory totaling $179,000 which occurred during the first quarter of fiscal 2024, partially offset by a gain on disposal of inventory totaling $78,000 which occurred during the second quarter of fiscal 2024, related to the discontinuation of production of cut and sewn upholstery kits at our facility in Ouanaminthe, Haiti.

(2) Restructuring expense for the six months ending October 29, 2023, represents $379,000 for impairment charges related to equipment and $103,000 for employee termination benefits related to the discontinuation of production of cut and sewn upholstery kits at our facility in Ouanaminthe, Haiti.


	As Reported					October 30, 2022
	October 30,					Adjusted
	2022			Adjustments		Results

Net sales	$	120,985			—	$	120,985
Cost of sales (1)		(119,071	)	98			(118,973	)
Gross profit		1,914			98		2,012
Selling, general and administrative expenses		(17,968	)		—		(17,968	)
Restructuring expense (2)		(615	)		615		—
Loss from operations	$	(16,669	)		713	$	(15,956	)

Notes

(1) Cost of sales for the six months ending October 30, 2022, includes restructuring related charges totaling $98,000, which pertains to loss on disposal and markdowns of inventory related to the exit of our cut and sew upholstery fabrics operation located in Shanghai, China.

(2) Restructuring expense for the six months ending October 30, 2022, represents $468,000 for employee termination benefits, $80,000 that relates to a loss on disposal of equipment, $47,000 for lease termination costs, and $20,000 of other associated costs related to the exit of our cut and sew upholstery fabrics operation located in Shanghai, China.

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CULP Announces Results for Second Quarter Fiscal 2024

Page 14

December 4, 2023

CULP, INC.

CONSOLIDATED STATEMENTS OF ADJUSTED EBITDA

FOR THE TWELVE MONTHS ENDED OCTOBER 29, 2023, AND OCTOBER 30, 2022

Unaudited

(Amounts in Thousands)


	Quarter Ended			Quarter Ended			Quarter Ended			Quarter Ended			Trailing 12 Months
	January 29,			April 30,			July 30,			October 29,			October 29,
	2023			2023			2023			2023			2023
Net loss	$	(8,968	)	$	(4,681	)	$	(3,342	)	$	(2,424	)	$	(19,415	)
Income tax expense		286			798			701			516			2,301
Interest income, net		(196	)		(239	)		(345	)		(282	)		(1,062	)
Depreciation expense		1,739			1,619			1,634			1,617			6,609
Restructuring expense		711			70			338			144			1,263
Restructuring related charge (credit)		—			—			179			(78	)		101
Amortization expense		109			115			96			97			417
Stock based compensation		322			258			322			163			1,065
Adjusted EBITDA	$	(5,997	)	$	(2,060	)	$	(417	)	$	(247	)	$	(8,721	)

% Net Sales		(11.4	)%		(3.4	)%		(0.7	)%		(0.4	)%		(3.8	)%

	Quarter Ended			Quarter Ended			Quarter Ended			Quarter Ended			Trailing 12 Months
	January 30,			May 1,			July 31,			October 30,			October 30,
	2022			2022			2022			2022			2022
Net income (loss) (1)	$	(289	)	$	(6,023	)	$	(5,699	)	$	(12,173	)	$	(24,184	)
Income tax expense		1,284			253			896			1,150			3,583
Interest income, net		(214	)		(26	)		(17	)		(79	)		(336	)
Depreciation expense		1,732			1,791			1,770			1,719			7,012
Restructuring expense		—			—			—			615			615
Restructuring related charge		—			—			—			98			98
Amortization expense		150			142			105			109			506
Stock based compensation		171			253			252			313			989
Adjusted EBITDA (1)	$	2,834		$	(3,610	)	$	(2,693	)	$	(8,248	)	$	(11,717	)

% Net Sales		3.5	%		(6.3	)%		(4.3	)%		(14.1	)%		(4.5	)%

% Over (Under)		(311.6	)%		(42.9	)%		(84.5	)%		(97.0	)%		(25.6	)%

(1) Net loss and adjusted EBITDA for the three-month and the twelve-month periods ended October 30, 2022, include a non-cash charge totaling $5.2 million, which represents a $2.9 million write down of inventory to its net realizable value associated with our mattress fabrics segment and $2.3 million related to markdowns of inventory estimated based on our policy for aged inventory for both our mattress and upholstery fabrics segments.

-MORE-

CULP Announces Results for Second Quarter Fiscal 2024

Page 15

December 4, 2023

CULP, INC.

RETURN ON CAPITAL EMPLOYED BY SEGMENT

FOR THE TWELVE MONTHS ENDED OCTOBER 29, 2023

Unaudited

(Amounts in Thousands)


	Adjusted Operating (Loss) Income
	Twelve Months Ended			Average Capital			Return on Avg. Capital
	October 29, 2023 (1)			Employed (3)			Employed (2)
Mattress Fabrics	$	(9,093	)	$	64,140			(14.2	)%
Upholstery Fabrics		3,910			13,489			29.0	%
Unallocated Corporate		(10,584	)		3,724		N.M.
Total	$	(15,767	)	$	81,354			(19.4	)%

Average Capital Employed	As of the three Months October 29, 2023												As of the three Months Ended July 30, 2023												As of the three Months Ended April 30, 2023
	Mattress			Upholstery			Unallocated						Mattress			Upholstery			Unallocated						Mattress			Upholstery			Unallocated
	Fabrics			Fabrics			Corporate			Total			Fabrics			Fabrics			Corporate			Total			Fabrics			Fabrics			Corporate			Total
Total assets (4)	$	75,924			35,082			31,154			142,160		$	72,286			37,592			33,024			142,902		$	75,494			39,127			37,562			152,183
Total liabilities		(14,739	)		(23,758	)		(20,035	)		(58,532	)		(11,230	)		(25,235	)		(20,320	)		(56,785	)		(11,387	)		(29,638	)		(22,078	)		(63,103	)
Subtotal	$	61,185		$	11,324		$	11,119		$	83,628		$	61,056		$	12,357		$	12,704		$	86,117		$	64,107		$	9,489		$	15,484		$	89,080
Cash and cash equivalents		—			—			(15,214	)		(15,214	)		—			—			(16,812	)		(16,812	)		—			—			(20,964	)		(20,964	)
Short-term investments - Rabbi Trust		—			—			(937	)		(937	)		—			—			(791	)		(791	)		—			—			(1,404	)		(1,404	)
Current income taxes receivable		—			—			(340	)		(340	)		—			—			(202	)		(202	)		—			—			—			—
Long-term investments - Rabbi Trust		—			—			(6,995	)		(6,995	)		—			—			(7,204	)		(7,204	)		—			—			(7,067	)		(7,067	)
Deferred income taxes - non-current		—			—			(472	)		(472	)		—			—			(476	)		(476	)		—			—			(480	)		(480	)
Deferred compensation - current		—			—			937			937			—			—			791			791			—			—			1,404			1,404
Accrued restructuring		—			—			—			—			—			—			10			10			—			—			—			—
Income taxes payable - current		—			—			998			998			—			—			526			526			—			—			753			753
Income taxes payable - long-term		—			—			2,055			2,055			—			—			2,710			2,710			—			—			2,675			2,675
Deferred income taxes - non-current		—			—			5,663			5,663			—			—			5,864			5,864			—			—			5,954			5,954
Deferred compensation non-current		—			—			6,748			6,748			—			—			6,966			6,966			—			—			6,842			6,842
Total Capital Employed	$	61,185		$	11,324		$	3,562		$	76,071		$	61,056		$	12,357		$	4,086		$	77,499		$	64,107		$	9,489		$	3,197		$	76,793

-MORE-

CULP Announces Results for Second Quarter Fiscal 2024

Page 16

December 4, 2023

CULP, INC.

RETURN ON CAPITAL EMPLOYED BY SEGMENT - CONTINUED

FOR THE TWELVE MONTHS ENDED OCTOBER 29, 2023

Unaudited

(Amounts in Thousands)


	As of the three Months Ended January 29, 2023												As of the three Months Ended October 30, 2022
	Mattress			Upholstery			Unallocated						Mattress			Upholstery			Unallocated
	Fabrics			Fabrics			Corporate			Total			Fabrics			Fabrics			Corporate			Total
Total assets (4)	$	75,393			39,817			35,388			150,598		$	78,366			44,934			38,330			161,630
Total liabilities		(9,511	)		(24,367	)		(23,216	)		(57,094	)		(9,895	)		(26,108	)		(23,519	)		(59,522	)
Subtotal	$	65,882		$	15,450		$	12,172		$	93,504		$	68,471		$	18,826		$	14,811		$	102,108
Cash and cash equivalents		—			—			(16,725	)		(16,725	)		—			—			(19,137	)		(19,137	)
Short-term investments - Rabbi Trust		—			—			(2,420	)		(2,420	)		—			—			(2,237	)		(2,237	)
Current income taxes receivable		—			—			(238	)		(238	)		—			—			(510	)		(510	)
Long-term investments - Rabbi Trust		—			—			(7,725	)		(7,725	)		—			—			(7,526	)		(7,526	)
Deferred income taxes - non-current		—			—			(463	)		(463	)		—			—			(493	)		(493	)
Deferred compensation - current		—			—			2,420			2,420			—			—			2,237			2,237
Accrued restructuring		—			—			—			—			—			—			33			33
Income taxes payable - current		—			—			467			467			—			—			969			969
Income taxes payable - long-term		—			—			2,648			2,648			—			—			2,629			2,629
Deferred income taxes - non-current		—			—			6,089			6,089			—			—			5,700			5,700
Deferred compensation non-current		—			—			7,590			7,590			—			—			7,486			7,486
Total Capital Employed	$	65,882		$	15,450		$	3,815		$	85,147		$	68,471		$	18,826		$	3,962		$	91,259

	Mattress			Upholstery			Unallocated
	Fabrics			Fabrics			Corporate			Total
Average Capital Employed (3)	$	64,140		$	13,489		$	3,724		$	81,354

Notes

(1) See last page of this presentation for calculation.

(2) Return on average capital employed represents the twelve months operating (loss) income as of October 29, 2023, divided by average capital employed. Average capital employed does not include cash and cash equivalents, short-term and long-term investments – Rabbi Trust, income taxes receivable and payable, accrued restructuring, noncurrent deferred income tax assets and liabilities, and current and non-current deferred compensation.

(3) Average capital employed was computed using the five quarterly periods ending October 29, 2023, July 30, 2023, April 30, 2023, January 29, 2023, and October 30, 2022.

(4) Intangible assets are included in unallocated corporate for all periods presented and therefore, have no effect on capital employed and return on capital employed for our mattress fabrics and upholstery fabrics segments.

-MORE-

CULP Announces Results for Fourth Quarter and Fiscal 2023, Ends Year with Quarterly Sales and Operating Improvement and Higher Cash Position

Page 17

June 28, 2023

CULP INC.

RETURN ON CAPITAL EMPLOYED BY SEGMENT

FOR THE TWELVE MONTHS ENDED OCTOBER 30, 2022

Unaudited

(Amounts in Thousands)


	Adjusted Operating (Loss) Income
	Twelve Months Ended			Average Capital			Return on Avg. Capital
	October 30, 2022 (1)			Employed (3)			Employed (2)
Mattress Fabrics	$	(14,460	)	$	79,364			(18.2	)%
Upholstery Fabrics		3,134			20,661			15.2	%
Unallocated Corporate		(8,910	)		3,908		N.M.
Total	$	(20,236	)	$	103,933			(19.5	)%

Average Capital Employed	As of the three Months Ended October 30, 2022												As of the three Months Ended July 31, 2022												As of the three Months Ended May 1, 2022
	Mattress			Upholstery			Unallocated						Mattress			Upholstery			Unallocated						Mattress			Upholstery			Unallocated
	Fabrics			Fabrics			Corporate			Total			Fabrics			Fabrics			Corporate			Total			Fabrics			Fabrics			Corporate			Total

Total assets (4)	$	78,366			44,934			38,330			161,630		$	90,842			51,053			38,595			180,490		$	92,609			51,124			33,830			177,563
Total liabilities		(9,895	)		(26,108	)		(23,519	)		(59,522	)		(11,934	)		(30,762	)		(23,799	)		(66,495	)		(8,569	)		(25,915	)		(23,578	)		(58,062	)
Subtotal	$	68,471		$	18,826		$	14,811		$	102,108		$	78,908		$	20,291		$	14,796		$	113,995		$	84,040		$	25,209		$	10,252		$	119,501
Cash and cash equivalents		—			—			(19,137	)		(19,137	)		—			—			(18,874	)		(18,874	)		—			—			(14,550	)		(14,550	)
Short-term investments - Rabbi Trust		—			—			(2,237	)		(2,237	)		—			—			—			—			—			—			—			—
Current income taxes receivable		—			—			(510	)		(510	)		—			—			(798	)		(798	)		—			—			(857	)		(857	)
Long-term investments - Rabbi Trust		—			—			(7,526	)		(7,526	)		—			—			(9,567	)		(9,567	)		—			—			(9,357	)		(9,357	)
Deferred income taxes - non-current		—			—			(493	)		(493	)		—			—			(546	)		(546	)		—			—			(528	)		(528	)
Deferred compensation - current		—			—			2,237			2,237			—			—			—			—
Accrued restructuring		—			—			33			33			—			—			—			—			—			—			—			—
Income taxes payable - current		—			—			969			969			—			—			587			587			—			—			413			413
Income taxes payable - long-term		—			—			2,629			2,629			—			—			3,118			3,118			—			—			3,097			3,097
Deferred income taxes - non-current		—			—			5,700			5,700			—			—			6,007			6,007			—			—			6,004			6,004
Deferred compensation		—			—			7,486			7,486			—			—			9,528			9,528			—			—			9,343			9,343
Total Capital Employed	$	68,471		$	18,826		$	3,962		$	91,259		$	78,908		$	20,291		$	4,251		$	103,450		$	84,040		$	25,209		$	3,817		$	113,066

-MORE-

CULP Announces Results for Second Quarter Fiscal 2024

Page 18

December 4, 2023

CULP INC.

RETURN ON CAPITAL EMPLOYED BY SEGMENT - CONTINUED

FOR THE TWELVE MONTHS ENDED OCTOBER 30, 2022

Unaudited

(Amounts in Thousands)


	As of the three Months Ended January 30, 2022												As of the three Months Ended October 31, 2021
	Mattress			Upholstery			Unallocated						Mattress			Upholstery			Unallocated
	Fabrics			Fabrics			Corporate			Total			Fabrics			Fabrics			Corporate			Total
Total assets (4)	$	103,370			67,272			40,925			211,567		$	97,390			55,862			56,073			209,325
Total liabilities		(16,540	)		(45,596	)		(22,697	)		(84,833	)		(18,818	)		(38,560	)		(23,493	)		(80,871	)
Subtotal	$	86,830		$	21,676		$	18,228		$	126,734		$	78,572		$	17,302		$	32,580		$	128,454
Cash and cash equivalents		—			—			(11,780	)		(11,780	)		—			—			(16,956	)		(16,956	)
Short-term investments - Available-For-Sale		—			—			(438	)		(438	)		—			—			(9,709	)		(9,709	)
Short-term investments - Held-To-Maturity		—			—			(1,315	)		(1,315	)		—			—			(1,564	)		(1,564	)
Current income taxes receivable		—			—			(367	)		(367	)		—			—			(613	)		(613	)
Long-term investments - Held-To-Maturity		—			—			(8,677	)		(8,677	)		—			—			(8,353	)		(8,353	)
Long-term investments - Rabbi Trust		—			—			(9,223	)		(9,223	)		—			—			(9,036	)		(9,036	)
Deferred income taxes - non-current		—			—			(500	)		(500	)		—			—			(452	)		(452	)
Income taxes payable - current		—			—			240			240			—			—			646			646
Income taxes payable - long-term		—			—			3,099			3,099			—			—			3,099			3,099
Deferred income taxes - non-current		—			—			5,484			5,484			—			—			4,918			4,918
Deferred compensation		—			—			9,180			9,180			—			—			9,017			9,017
Total Capital Employed	$	86,830		$	21,676		$	3,931		$	112,437		$	78,572		$	17,302		$	3,577		$	99,451

	Mattress			Upholstery			Unallocated
	Fabrics			Fabrics			Corporate			Total
Average Capital Employed (3)	$	79,364		$	20,661		$	3,908		$	103,933

Notes

(1) See last page of this presentation for calculation.

(2) Return on average capital employed represents the last twelve months operating (loss) income as of October 30, 2022, divided by average capital employed. Average capital employed does not include cash and cash equivalents, short-term investments Available-For-Sale, short-term and long-term investments Held-To-Maturity, long-term investments – Rabbi Trust, accrued restructuring, income taxes receivable and payable, noncurrent deferred income tax assets and liabilities, and deferred compensation.

(3) Average capital employed was computed using the five quarterly periods ending October 30, 2022, July 31, 2022, May 1, 2022, January 30, 2022, October 31, 2021.

CULP Announces Results for Second Quarter Fiscal 2024

Page 19

December 4, 2023

CULP INC.

CONSOLIDATED STATEMENTS OF ADJUSTED OPERATING (LOSS) INCOME

FOR THE TWELVE MONTHS ENDED OCTOBER 29, 2023, AND OCTOBER 30, 2022


	Quarter Ended
													Trailing 12
													Months
	01/29/2023			4/30/2023			07/30/2023			10/29/2023			10/29/2023
Mattress Fabrics	$	(4,229	)	$	(2,530	)	$	(1,398	)	$	(936	)	$	(9,093	)
Upholstery Fabrics		(420	)		1,611			1,328			1,391			3,910
Unallocated Corporate		(2,423	)		(3,038	)		(2,495	)		(2,628	)		(10,584	)
Operating loss	$	(7,072	)	$	(3,957	)	$	(2,565	)	$	(2,173	)	$	(15,767	)

	Quarter Ended
													Trailing 12
													Months
	01/30/2022			5/1/2022			7/31/2022			10/30/2022			10/30/2022
Mattress Fabrics	$	364		$	(2,901	)	$	(2,921	)	$	(9,002	)	$	(14,460	)
Upholstery Fabrics		2,446			(116	)		542			262			3,134
Unallocated Corporate		(1,707	)		(2,366	)		(2,359	)		(2,478	)		(8,910	)
Operating income (loss)	$	1,103		$	(5,383	)	$	(4,738	)	$	(11,218	)	$	(20,236	)
% Over (Under)		(741.2	)%		(26.5	)%		(45.9	)%		(80.6	)%		(22.1	)%

-END-

Document And Entity Information	Dec. 04, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Dec. 04, 2023
Entity Registrant Name	Culp, Inc.
Entity Central Index Key	0000723603
Entity Emerging Growth Company	false
Entity File Number	1-12597
Entity Incorporation, State or Country Code	NC
Entity Tax Identification Number	56-1001967
Entity Address, Address Line One	1823 Eastchester Drive
Entity Address, City or Town	High Point
Entity Address, State or Province	NC
Entity Address, Postal Zip Code	27265
City Area Code	336
Local Phone Number	889-5161
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, par value $0.05 per share
Trading Symbol	CULP
Security Exchange Name	NYSE