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): March 29, 2010 (March 29, 2010)
Oxford Industries, Inc.
(Exact name of registrant as specified in its charter)
Georgia |
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001-04365 |
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58-0831862 |
(State or other jurisdiction of incorporation) |
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(Commission File Number) |
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(IRS Employer Identification No.) |
222 Piedmont Avenue, N.E., Atlanta, GA |
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30308 |
(Address of principal executive offices) |
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(Zip Code) |
Registrants telephone number, including area code (404) 659-2424
Not Applicable
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition.
On March 29, 2010, Oxford Industries, Inc. issued a press release announcing, among other things, its financial results for the fourth quarter and fiscal year ended January 30, 2010. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
The information contained in this Form 8-K (including Exhibit 99.1) shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or otherwise be subject to the liabilities of that section, nor shall it be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
Exhibit |
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99.1 |
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Press Release of Oxford Industries, Inc., dated March 29, 2010 |
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.
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OXFORD INDUSTRIES, INC. |
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March 29, 2010 |
/s/ Thomas C. Chubb III |
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Name: |
Thomas C. Chubb III |
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Title: |
President |
Exhibit 99.1
Contact: |
Anne M. Shoemaker |
Telephone: |
(404) 653-1455 |
Fax: |
(404) 653-1545 |
E-mail: |
ashoemaker@oxfordinc.com |
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FOR IMMEDIATE RELEASE |
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March 29, 2010 |
Oxford Industries Reports Fiscal 2009 Results and Issues Fiscal 2010 Guidance
- Exceeds sales and earnings guidance -
- Fourth quarter adjusted EPS of $0.21 -
- Increases quarterly dividend to $0.11 per share -
ATLANTA, GA Oxford Industries, Inc. (NYSE:OXM) today announced financial results for its fourth quarter and 2009 fiscal year ended January 30, 2010. Consolidated net sales were $190.5 million in the fourth quarter compared to $199.9 million in the fourth quarter of fiscal 2008, which ended January 31, 2009. On an adjusted basis, earnings per diluted share were $0.21 compared to $0.06 in the same period last year. On a U.S. GAAP basis earnings were $0.24 per diluted share in the fourth quarter compared to a loss of $18.19 per diluted share in the same period of the prior year. For reference, tables reconciling certain U.S. GAAP to adjusted measures for fiscal 2009 are included at the end of this release.
Amounts in this press release reflect a change in accounting principle related to inventory valuation and new accounting guidance related to the calculation of weighted average shares outstanding. Both of these changes require retrospective restatement for all periods presented.
For fiscal 2009, consolidated net sales were $800.7 million compared to $947.5 million in fiscal 2008. On an adjusted basis, earnings per diluted share were $1.29 for the 2009 fiscal year compared to $1.41 in the prior year. On a U.S. GAAP basis, the Company reported earnings of $0.90 per diluted share in fiscal 2009 compared to a loss of $17.00 in the prior year.
J. Hicks Lanier, Chairman and CEO of Oxford Industries, Inc. commented, Through focused risk management and effective operating discipline, we have weathered this turbulent year in a manner that has preserved the integrity of our brands and positioned us
well for 2010. We went into 2009 with sales planned at a lower level, and still delivered improved gross margins, significantly reduced expenses, appropriately lower inventory levels and a respectable profit.
Mr. Lanier continued. In 2010, our primary focus will be on organic growth in our existing lifestyle brands. We expect to see growth in Tommy Bahama driven by improvements in both our retail and wholesale businesses and we will set the stage for future growth primarily through store openings, ongoing development of our e-commerce business and an expanded international roll-out. We are excited by the prospect of renewed growth in Tommy Bahama and expect it to drive an increase in our consolidated operating margins.
The Company noted that inventories at the end of the fiscal year were $77.0 million compared to $119.6 million at January 31, 2009. This net reduction of 36% was planned to mitigate inventory markdown risk and promotional pressure for the Companys operating groups. Liquidity remained strong with no borrowings and $112.7 million of availability at fiscal year end under the Companys U.S. revolving credit facility. Total debt at the end of fiscal 2009 was $146.4 million compared to $199.3 million at January 31, 2009. This reduction of 27% was primarily a result of positive cash flow from operations.
Operating Group Results
Tommy Bahama reported net sales of $94.8 million for the fourth quarter of fiscal 2009 compared to $96.7 million in the same period of the prior year. The fourth quarter sales decrease was primarily due to conservative inventory purchases for Holiday 2009 by the Companys key wholesale customers, partially offset by increased retail and e-commerce sales in Tommy Bahama. Tommy Bahama reported an operating profit for the fourth quarter of fiscal 2009 of $9.7 million, which included a $0.5 million write-off associated with a New York office lease. This compares to an operating loss in the fourth quarter of fiscal 2008 of $211.8 million, which included a $221.6 million non-cash impairment charge related to goodwill and intangible assets, a $0.4 million non-cash fixed asset impairment charge and $0.3 million in severance charges. On an adjusted basis, operating income for the fiscal 2009 fourth quarter was $10.3 million, compared to $10.5 million in the same period of the prior year. At January 30, 2010, Tommy Bahama operated 84 retail locations, 12 of which also included Tommy Bahama cafes and 15 of which were outlet stores.
Ben Sherman reported net sales of $24.6 million for the fourth quarter of fiscal 2009 compared to $26.2 million in the same period of the prior year. This decrease was primarily due to the Companys exit from the kids and footwear businesses, which were subsequently licensed to firms that specialize in those product categories. The decrease was partially offset by an 8% increase in the average exchange rate of the British pound sterling versus the U.S. dollar, as well as increased retail sales. Ben Sherman reported an operating loss of $2.7 million in the fourth quarter of fiscal 2009 primarily due to the impact of lower sales and $0.7 million in charges related to its exit from the womens
business. This compares to an operating loss in the fourth quarter of fiscal 2008 of $86.5 million, which included an $83.8 million non-cash impairment charge related to goodwill and intangible assets and $0.5 million of severance charges. On an adjusted basis, the operating loss for the quarter was $2.0 million compared to an operating loss of $2.2 million in the same period of the prior year.
Net sales for Lanier Clothes were $22.3 million in the fourth quarter of fiscal 2009 compared to $24.4 million reported in the same period of the prior year, with the decline primarily resulting from exiting certain businesses partially offset by increased sales in the continuing operations. During the fourth quarter of fiscal 2009, Lanier Clothes reported operating income of $1.7 million compared to a fourth quarter operating loss in fiscal 2008 of $1.4 million, which included $0.6 million of restructuring charges. On an adjusted basis, operating income for the fourth quarter of fiscal 2009 was $1.7 million compared to a $0.8 million operating loss in the same period of the prior year. The impact of lower sales was more than offset by improved gross margins and reductions in operating expenses.
Oxford Apparel reported net sales of $48.3 million for the fourth quarter of fiscal 2009 compared to $52.3 million in the same period of the prior year, with the decline primarily resulting from exiting certain businesses partially offset by increased sales in the continuing operations. Oxford Apparel reported operating income of $3.7 million for the fourth quarter of fiscal 2009 compared to an operating loss in the fourth quarter of fiscal 2008 of $4.8 million, which included a $6.2 million non-cash impairment charge related to goodwill and an investment in a joint venture and a $0.9 million non-cash impairment charge related to fixed assets no longer in use. On an adjusted basis, operating income for the quarter was $3.7 million compared to operating income of $2.3 million in the same period of the prior year.
Corporate and Other reported an operating loss of $2.3 million for the fourth quarter of fiscal 2009 compared to an operating loss of $9.7 million in the same period of the prior year primarily due to LIFO accounting. On an adjusted basis, the operating loss increased to $4.0 million for the fourth quarter of fiscal 2009 compared to an operating loss of $3.4 million in the same period of the prior year primarily due to additional stock compensation expense.
Consolidated Operating Results
Consolidated net sales were $190.5 million in the fourth quarter of fiscal 2009 compared to $199.9 million in last years fourth quarter. For fiscal 2009, consolidated net sales were $800.7 million compared to $947.5 million in the prior fiscal year. Approximately half of the sales decline for the year resulted from exiting certain businesses in Oxford Apparel, Lanier Clothes and Ben Sherman with the balance primarily due to the depressed market conditions.
Consolidated gross margins for the fourth quarter of fiscal 2009 were 45.2% compared to 39.4% in the same period of the prior year. On an adjusted basis, excluding the impact
of LIFO accounting and certain restructuring charges, fourth quarter fiscal 2009 gross margins were 44.4% compared to 42.0% in the fourth quarter of fiscal 2008. The increase in gross margins for the quarter was primarily due to increased retail sales, which generally have higher gross margins than wholesale sales, as well as improved gross margins at Lanier Clothes. Consolidated gross margins for fiscal 2009 were 41.7% compared to 40.9% in fiscal 2008.
SG&A for the fourth quarter of fiscal 2009 was $79.6 million, or 41.8% of net sales, compared to $84.8 million, or 42.4% of net sales, in the same period of the prior year. For the full year, SG&A was $304.3 million, or 38.0% of net sales, compared to $358.1 million, or 37.8% of net sales in the prior fiscal year. The decrease in SG&A for the year reflected reductions in headcount and other overhead costs across all operating groups, cost reductions associated with the Companys exit from certain businesses, the impact of a 13% reduction in the average value of the British pound versus the U.S. dollar and lower restructuring charges. These cost savings were partially offset by expenses associated with the operation of additional retail stores.
For the year, amortization of intangible assets was $1.3 million compared to $2.9 million in fiscal 2008. The decrease resulted from amortization typically being greater in the earlier periods following an acquisition.
Royalties and other operating income for the fourth quarter of fiscal 2009 were $4.1 million compared to $4.2 million in the same period of the prior year. For fiscal 2009, royalties and other operating income were $13.1 million compared to $17.3 million in the prior fiscal year. The decrease for the year was primarily due to the termination of the license agreement for footwear in Tommy Bahama, the challenging economic conditions and the impact of foreign currency rates on royalty income in Ben Sherman.
Interest expense in the fourth quarter of fiscal 2009 increased to $5.2 million from $4.9 million in the same period of the prior year. Interest expense decreased to $21.4 million for fiscal 2009 compared to $23.7 million in the prior fiscal year primarily due to lower debt levels resulting from the net impact of various changes to the Companys debt facilities, partially offset by the net impact of the write off of unamortized deferred financing costs.
Balance Sheet
Receivables were $74.4 million at January 30, 2010 compared to $78.6 million at January 31, 2009. The decrease was primarily due to lower wholesale sales in the last two months of fiscal 2009 compared to the last two months of fiscal 2008. The Company believes it is properly reserved for these receivables and that the overall quality of the receivables is sound.
Inventories at the end of fiscal 2009 were $77.0 million compared to $119.6 million at January 31, 2009. Inventory levels were reduced in each operating group as the
Company focused on mitigating inventory markdown risk and promotional pressure and has exited certain lines of business.
Cash flow from operations was $81.6 million in fiscal 2009 compared to $90.4 million in the prior year. Fiscal 2009 cash flow from operations was driven by working capital reductions and earnings before the impact of non-cash items.
Dividend
The Company announced that its Board of Directors has declared a cash dividend of $0.11 per share payable on April 30, 2010 to shareholders of record as of the close of business on April 15, 2010. This represents a 22% increase from the dividend paid in the fourth quarter of fiscal 2009. The Company has paid dividends every quarter since it became publicly owned in 1960.
Outlook for Fiscal 2010
For fiscal year 2010, which ends on January 29, 2011, the Company expects net sales of $760 million to $775 million compared to $800.7 million in fiscal 2009. The Company expects an increase in Tommy Bahama sales in fiscal 2010 driven by growth in all channels of distribution. In Ben Sherman, Lanier Clothes and Oxford Apparel, the Company expects sales reductions in fiscal 2010, including approximately $35 million in sales related to businesses the Company has exited. The Company expects improved profitability at Tommy Bahama and Ben Sherman will result in increased consolidated operating margins for 2010. Diluted earnings per common share are expected to be between $1.40 and $1.50.
In fiscal 2009, capital expenditures were $11.3 million. Capital expenditures for fiscal 2010 are planned to be approximately $15 million for additional retail stores as well as continuing information technology enhancements.
The Company expects net sales in the first quarter of fiscal 2010 to be in the range of $200 million to $210 million compared to net sales of $216.7 million in the first quarter of fiscal 2009. The first quarter of 2009 included approximately $13 million in sales related to businesses that have been exited. Diluted earnings per common share are expected to be between $0.55 and $0.60 in the first quarter of fiscal 2010 compared to adjusted diluted earnings per common share of $0.48 in the first quarter of fiscal 2009.
Conference Call
The Company will hold a conference call with senior management to discuss its financial results at 4:30 p.m. ET today. A live web cast of the conference call will be available on the Companys website at www.oxfordinc.com. Please visit the website at least 15 minutes before the call to register for the teleconference web cast and download any necessary software. A replay of the call will be available through April 12, 2010. To access the telephone replay, participants should dial (719) 457-0820. The access code for
the replay is 3212914. A replay of the web cast will also be available following the teleconference on the Companys website at www.oxfordinc.com.
About Oxford
Oxford Industries, Inc. is an international apparel design, sourcing and marketing company featuring a diverse portfolio of owned and licensed brands and a collection of private label apparel businesses. Oxfords brands include Tommy Bahama®, Ben Sherman®, Billy London®, Arnold Brant®, Ely®, and Oxford Golf®. The Company also holds exclusive licenses to produce and sell certain product categories under the Kenneth Cole®, Geoffrey Beene® and Dockers® labels. Oxfords wholesale customers are found in every major channel of distribution, including national chains, specialty catalogs, mass merchants, department stores, specialty stores and Internet retailers. The Company operates retail stores, restaurants and Internet websites for some of its brands. The Company also has license arrangements with select third parties to produce and sell certain product categories under its Tommy Bahama and/or Ben Sherman brands. Oxfords stock has traded on the New York Stock Exchange since 1964 under the symbol OXM. For more information, please visit Oxfords website at www.oxfordinc.com.
CAUTIONARY STATEMENTS REGARDING FORWARD-LOOKING STATEMENTS
This press release may include statements that are forward-looking statements within the meaning of the federal securities laws. Generally, the words believe, expect, intend, estimate, anticipate, project, will and similar expressions identify forward-looking statements, which generally are not historical in nature. We intend for all forward-looking statements contained herein or on our website, and all subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf, to be covered by the safe harbor provisions for forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and the provisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 (which Sections were adopted as part of the Private Securities Litigation Reform Act of 1995). Important assumptions relating to these forward-looking statements include, among others, assumptions regarding the impact of economic conditions on consumer demand and spending, demand for our products, timing of shipments requested by our wholesale customers, expected pricing levels, competitive conditions, the timing and cost of planned capital expenditures, costs of products and raw materials we purchase, access to capital and/or credit markets, particularly in light of conditions in those markets, expected outcomes of pending or potential litigation and regulatory actions and disciplined execution by key management. Forward-looking statements reflect our current expectations, based on currently available information, and are not guarantees of performance. Although we believe that the expectations reflected in such forward-looking statements are reasonable, these expectations could prove inaccurate as such statements involve risks and uncertainties, many of which are beyond our ability to control or predict. Should one or more of these risks or uncertainties, or other risks or
uncertainties not currently known to us or that we currently deem to be immaterial, materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated or projected. Important factors relating to these risks and uncertainties include, but are not limited to, those described in Part I, Item 1A. contained in our Form 10-Q for the quarterly period ended August 1, 2009 under the heading Risk Factors and those described from time to time in our future reports filed with the SEC.
OXFORD INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
(in thousands, except per share amounts)
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Fourth Quarter |
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Fourth |
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Fiscal 2009 |
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Fiscal 2008 |
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As
Restated |
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As
Restated |
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Net sales |
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$ |
190,502 |
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$ |
199,868 |
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$ |
800,658 |
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$ |
947,516 |
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Cost of goods sold |
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104,489 |
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121,175 |
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466,975 |
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560,314 |
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Gross profit |
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86,013 |
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78,693 |
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333,683 |
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387,202 |
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SG&A |
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79,584 |
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84,828 |
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304,330 |
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358,071 |
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Amortization of intangible assets |
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316 |
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639 |
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1,256 |
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2,903 |
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Impairment of goodwill, intangible assets and an investment in an unconsolidated entity |
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311,539 |
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314,813 |
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79,900 |
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397,006 |
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305,586 |
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675,787 |
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Royalties and other operating income |
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4,076 |
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4,171 |
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13,057 |
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17,294 |
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Operating income (loss) |
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10,189 |
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(314,142 |
) |
41,154 |
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(271,291 |
) |
||||
Gain on repurchase of 8 7/8% Senior Unsecured Notes |
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|
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7,767 |
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7,767 |
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Interest expense, net |
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5,249 |
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4,948 |
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21,361 |
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23,702 |
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Earnings (loss) before income taxes |
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4,940 |
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(311,323 |
) |
19,793 |
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(287,226 |
) |
||||
Income taxes (benefit) |
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1,052 |
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(22,944 |
) |
5,169 |
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(15,769 |
) |
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Net earnings (loss) |
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$ |
3,888 |
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$ |
(288,379 |
) |
$ |
14,624 |
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$ |
(271,457 |
) |
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Net earnings (loss) per common share: |
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Basic |
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$ |
0.24 |
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$ |
(18.19 |
) |
$ |
0.90 |
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$ |
(17.00 |
) |
Diluted |
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$ |
0.24 |
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$ |
(18.19 |
) |
$ |
0.90 |
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$ |
(17.00 |
) |
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Weighted average common shares outstanding: (2) |
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Basic |
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16,503 |
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15,857 |
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16,297 |
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15,968 |
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Dilution |
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14 |
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7 |
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Diluted |
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16,517 |
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15,857 |
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16,304 |
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15,968 |
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Dividends declared per common share |
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$ |
0.09 |
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$ |
0.18 |
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$ |
0.36 |
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$ |
0.72 |
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(1) Operating results, as previously reported, have been retrospectively restated to reflect our change in accounting principle for a portion of our domestic inventory in the fourth quarter of fiscal 2009. As a result of the change in method of accounting for inventory, all of our domestic inventory is accounted for using the LIFO method and all of our international inventory is accounted for using the FIFO method.
(2) Weighted average shares outstanding, as previously reported, have been retrospectively restated to reflect our adoption of new guidance related to the treatment of unvested shares which receive nonforfeitable dividends in our earnings per share calculation. The new guidance requires that unvested shares outstanding are included in basic weighted average shares outstanding, which also increases diluted weighted average shares outstanding.
OXFORD INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
(in thousands, except par amounts)
|
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January 30, |
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January 31, |
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As
Restated |
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ASSETS |
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Current Assets: |
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Cash and cash equivalents |
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$ |
8,288 |
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$ |
3,290 |
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Receivables, net |
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74,398 |
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78,567 |
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Inventories, net |
|
77,029 |
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119,616 |
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Prepaid expenses |
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10,713 |
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10,845 |
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Deferred tax assets |
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13,875 |
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10,159 |
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Total current assets |
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184,303 |
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222,477 |
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Property, plant and equipment, net |
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79,540 |
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89,026 |
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Intangible assets, net |
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137,490 |
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135,999 |
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Other non-current assets, net |
|
23,841 |
|
20,180 |
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Total Assets |
|
$ |
425,174 |
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$ |
467,682 |
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LIABILITIES AND SHAREHOLDERS EQUITY |
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Current Liabilities: |
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|
|
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|
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Trade accounts payable and other accrued expenses |
|
$ |
81,831 |
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$ |
87,723 |
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Accrued compensation |
|
11,514 |
|
14,027 |
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Income taxes payable |
|
2,517 |
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|
|
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Short-term debt and current maturities of long-term debt |
|
|
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5,083 |
|
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Total current liabilities |
|
95,862 |
|
106,833 |
|
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Long-term debt, less current maturities |
|
146,408 |
|
194,187 |
|
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Other non-current liabilities |
|
50,066 |
|
47,244 |
|
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Non-current deferred income taxes |
|
28,421 |
|
32,111 |
|
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Commitments and contingencies |
|
|
|
|
|
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Shareholders Equity: |
|
|
|
|
|
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Common stock, $1.00 par value per common share |
|
16,461 |
|
15,866 |
|
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Additional paid-in capital |
|
91,840 |
|
88,425 |
|
||
Retained earnings |
|
19,356 |
|
10,621 |
|
||
Accumulated other comprehensive loss |
|
(23,240 |
) |
(27,605 |
) |
||
Total shareholders equity |
|
104,417 |
|
87,307 |
|
||
Total Liabilities and Shareholders Equity |
|
$ |
425,174 |
|
$ |
467,682 |
|
(1) Our January 31, 2009 consolidated balance sheet, as previously reported, has been retrospectively restated to reflect our change in accounting principle for a portion of our domestic inventory in the fourth quarter of fiscal 2009. As a result of the change in method of accounting for inventory, all of our domestic inventory is accounted for using the LIFO method and all of our international inventory is accounted for using the FIFO method.
OXFORD INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
(in thousands)
|
|
Fiscal 2009 |
|
Fiscal 2008 |
|
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|
|
|
As Restated (1) |
|
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Cash Flows From Operating Activities: |
|
|
|
|
|
||
Net earnings (loss) |
|
$ |
14,624 |
|
$ |
(271,457 |
) |
Adjustments to reconcile net earnings (loss) to net cash provided by operating activities: |
|
|
|
|
|
||
Depreciation |
|
19,480 |
|
21,953 |
|
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Amortization of intangible assets |
|
1,256 |
|
2,903 |
|
||
Impairment of goodwill, intangible assets and investment in an unconsolidated entity |
|
|
|
314,813 |
|
||
Amortization of deferred financing costs and bond discount |
|
3,370 |
|
2,921 |
|
||
Gain on repurchase of 8 7/8% Senior Unsecured Notes |
|
|
|
(7,767 |
) |
||
Stock compensation expense |
|
4,365 |
|
3,485 |
|
||
Loss on sale of property, plant and equipment |
|
1,929 |
|
415 |
|
||
Deferred income taxes |
|
(8,114 |
) |
(26,254 |
) |
||
Changes in working capital, net of acquisitions and dispositions: |
|
|
|
|
|
||
Receivables |
|
5,948 |
|
21,864 |
|
||
Inventories |
|
44,439 |
|
33,294 |
|
||
Prepaid expenses |
|
391 |
|
1,325 |
|
||
Current liabilities |
|
(7,634 |
) |
(9,455 |
) |
||
Other non-current assets |
|
(1,264 |
) |
4,827 |
|
||
Other non-current liabilities |
|
2,779 |
|
(2,504 |
) |
||
Net cash provided by operating activities |
|
81,569 |
|
90,363 |
|
||
Cash Flows From Investing Activities: |
|
|
|
|
|
||
Acquisitions, net of cash acquired, and investments in unconsolidated entities |
|
|
|
(779 |
) |
||
Purchases of property, plant and equipment |
|
(11,323 |
) |
(20,735 |
) |
||
Proceeds from sale of property, plant and equipment |
|
11 |
|
275 |
|
||
Net cash used in investing activities |
|
(11,312 |
) |
(21,239 |
) |
||
Cash Flows From Financing Activities: |
|
|
|
|
|
||
Repayment of revolving credit arrangements |
|
(252,763 |
) |
(373,088 |
) |
||
Proceeds from revolving credit arrangements |
|
219,443 |
|
334,344 |
|
||
Repurchase of 8 7/8% Senior Unsecured Notes |
|
(166,805 |
) |
(24,971 |
) |
||
Proceeds from the issuance of 11 3/8% Senior Secured Notes |
|
146,029 |
|
|
|
||
Deferred financing costs paid |
|
(5,049 |
) |
(1,664 |
) |
||
Proceeds from issuance of common stock |
|
8 |
|
91 |
|
||
Dividends on common stock |
|
(5,889 |
) |
(14,414 |
) |
||
Net cash used in financing activities |
|
(65,026 |
) |
(79,702 |
) |
||
Net change in cash and cash equivalents |
|
5,231 |
|
(10,578 |
) |
||
Effect of foreign currency translation on cash and cash equivalents |
|
(233 |
) |
(1,044 |
) |
||
Cash and cash equivalents at the beginning of year |
|
3,290 |
|
14,912 |
|
||
Cash and cash equivalents at the end of year |
|
$ |
8,288 |
|
$ |
3,290 |
|
Supplemental Disclosure of Cash Flow Information: |
|
|
|
|
|
||
Cash paid for interest, net |
|
$ |
20,051 |
|
$ |
21,900 |
|
Cash paid for income taxes |
|
$ |
9,741 |
|
$ |
11,241 |
|
(1) Our fiscal 2008 consolidated statement of cash flows, as previously reported, has been retrospectively restated to reflect our change in accounting principle for a portion of our domestic inventory in the fourth quarter of fiscal 2009.
OXFORD INDUSTRIES, INC.
OPERATING GROUP INFORMATION
(UNAUDITED)
(in thousands)
|
|
Fourth |
|
Fourth |
|
Fiscal 2009 |
|
Fiscal 2008 |
|
||||
|
|
|
|
As
Restated |
|
|
|
As
Restated |
|
||||
|
|
|
|
|
|
|
|
|
|
||||
Net Sales |
|
|
|
|
|
|
|
|
|
||||
Tommy Bahama |
|
$ |
94,822 |
|
$ |
96,696 |
|
$ |
363,084 |
|
$ |
421,687 |
|
Ben Sherman |
|
24,619 |
|
26,205 |
|
102,309 |
|
133,522 |
|
||||
Lanier Clothes |
|
22,276 |
|
24,396 |
|
114,542 |
|
135,581 |
|
||||
Oxford Apparel |
|
48,291 |
|
52,335 |
|
221,114 |
|
257,125 |
|
||||
Corporate and Other |
|
494 |
|
236 |
|
(391 |
) |
(399 |
) |
||||
Total Net Sales |
|
$ |
190,502 |
|
$ |
199,868 |
|
$ |
800,658 |
|
$ |
947,516 |
|
|
|
|
|
|
|
|
|
|
|
||||
Operating Income (Loss) |
|
|
|
|
|
|
|
|
|
||||
Tommy Bahama |
|
$ |
9,743 |
|
$ |
(211,763 |
) |
$ |
37,515 |
|
$ |
(173,448 |
) |
Ben Sherman |
|
(2,655 |
) |
(86,483 |
) |
(8,616 |
) |
(84,988 |
) |
||||
Lanier Clothes |
|
1,708 |
|
(1,389 |
) |
12,389 |
|
(8,283 |
) |
||||
Oxford Apparel |
|
3,708 |
|
(4,782 |
) |
19,372 |
|
11,627 |
|
||||
Corporate and Other |
|
(2,315 |
) |
(9,725 |
) |
(19,506 |
) |
(16,199 |
) |
||||
Total Operating Income (Loss) |
|
$ |
10,189 |
|
$ |
(314,142 |
) |
41,154 |
|
$ |
(271,291 |
) |
|
Gain on repurchase of 8 7/8% Senior Unsecured Notes |
|
|
|
7,767 |
|
|
|
7,767 |
|
||||
Interest Expense, net |
|
5,249 |
|
4,948 |
|
21,361 |
|
23,702 |
|
||||
Earnings (Loss) Before Income Taxes |
|
$ |
4,940 |
|
$ |
(311,323 |
) |
$ |
19,793 |
|
$ |
(287,226 |
) |
(1) Operating income (loss), as previously reported, has been retrospectively restated to reflect our change in accounting principle for a portion of our domestic inventory in the fourth quarter of fiscal 2009. As a result of the change in method of accounting for inventory, all of our domestic inventory is accounted for using the LIFO method and all of our international inventory is accounted for using the FIFO method. As LIFO accounting adjustments are not allocated to our operating groups, the restatement only impacted the operating results of Corporate and Other.
RECONCILIATION OF CERTAIN OPERATING RESULTS INFORMATION PRESENTED IN ACCORDANCE WITH U.S. GAAP TO CERTAIN OPERATING RESULTS, AS ADJUSTED
Set forth below is our reconciliation of certain operating results information, presented in accordance with U.S. generally accepted accounting principles, or U.S. GAAP, to the operating results information, as adjusted, for each of the four quarters of and full year fiscal 2009 and fiscal 2008. We believe that investors often look at ongoing operations as a measure of assessing performance and as a basis for comparing past results against future results. Therefore, we believe that presenting our operating results excluding these items provides useful information to investors because this allows investors to make decisions based on our ongoing operations. We use the operating results excluding these items to discuss our business with investment institutions, our board of directors and others. Further, we believe that presenting our results excluding these items provides useful information to investors because this allows investors to compare our results for the periods presented to other periods. The sum of the earnings per share amounts for the four quarters do not equal the amounts included for the full year due to the relationship between the timing of certain of the significant charges, the weighted average shares outstanding and rounding.
|
|
Fiscal 2009 |
|
|||||||||||||
|
|
First |
|
Second |
|
Third |
|
Fourth |
|
Full |
|
|||||
|
|
As |
|
As |
|
As |
|
|
|
|
|
|||||
|
|
(In thousands) |
|
|||||||||||||
Fiscal 2009, as reported |
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross profit |
|
$ |
89,934 |
|
$ |
77,373 |
|
$ |
80,363 |
|
$ |
86,013 |
|
$ |
333,683 |
|
Gross margin (gross profit, as a percentage of net sales) |
|
41.5 |
% |
40.1 |
% |
40.1 |
% |
45.2 |
% |
41.7 |
% |
|||||
Operating income |
|
$ |
13,412 |
|
$ |
6,337 |
|
$ |
11,216 |
|
$ |
10,189 |
|
$ |
41,154 |
|
Net earnings (loss) |
|
$ |
6,611 |
|
$ |
(180 |
) |
$ |
4,305 |
|
$ |
3,888 |
|
$ |
14,624 |
|
Diluted net earnings (loss) per common share |
|
$ |
0.42 |
|
$ |
(0.01 |
) |
$ |
0.26 |
|
$ |
0.24 |
|
$ |
0.90 |
|
Weighted average common shares outstanding diluted (1) |
|
15,876 |
|
16,288 |
|
16,533 |
|
16,517 |
|
16,304 |
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Fiscal 2009 increase/(decrease) in net earnings |
|
|
|
|
|
|
|
|
|
|
|
|||||
LIFO accounting adjustments included in cost of goods sold (2) |
|
$ |
1,448 |
|
$ |
4,043 |
|
$ |
1,180 |
|
$ |
(1,728 |
) |
$ |
4,943 |
|
Restructuring charges included in cost of goods sold (3) |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
355 |
|
$ |
355 |
|
Restructuring charges included in SG&A(3) |
|
$ |
|
|
$ |
1,362 |
|
$ |
|
|
$ |
839 |
|
$ |
2,201 |
|
Write off of deferred financing costs (4) |
|
$ |
|
|
$ |
1,759 |
|
$ |
|
|
$ |
|
|
$ |
1,759 |
|
Impact of taxes on above changes (5) |
|
$ |
(436 |
) |
$ |
(2,315 |
) |
$ |
(306 |
) |
$ |
160 |
|
$ |
(2,897 |
) |
Total adjustment to net earnings (loss) |
|
$ |
1,012 |
|
$ |
4,849 |
|
$ |
874 |
|
$ |
(374 |
) |
$ |
6,361 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Fiscal 2009, as adjusted |
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross profit (6) |
|
$ |
91,382 |
|
$ |
81,416 |
|
$ |
81,543 |
|
$ |
84,640 |
|
$ |
338,981 |
|
Gross margin (gross profit, as a percentage of net sales) (6) |
|
42.2 |
% |
42.2 |
% |
40.7 |
% |
44.4 |
% |
42.3 |
% |
|||||
Operating income (7) |
|
$ |
14,860 |
|
$ |
11,742 |
|
$ |
12,396 |
|
$ |
9,655 |
|
$ |
48,653 |
|
Net earnings |
|
$ |
7,623 |
|
$ |
4,669 |
|
$ |
5,179 |
|
$ |
3,514 |
|
$ |
20,985 |
|
Diluted net earnings (loss) per common share |
|
$ |
0.48 |
|
$ |
0.29 |
|
$ |
0.31 |
|
$ |
0.21 |
|
$ |
1.29 |
|
Weighted average common shares outstanding diluted (1) |
|
15,876 |
|
16,288 |
|
16,533 |
|
16,517 |
|
16,304 |
|
(1) Weighted average shares outstanding for each period presented previously has been restated to reflect our adoption of new guidance related to the treatment of unvested shares which receive nonforfeitable dividends in our earnings per share calculation. The new guidance requires that unvested shares that receive nonforfeitable dividends are included in basic weighted average shares outstanding, which also increases diluted weighted average shares.
(2) Adjustments reflect the net impact of LIFO accounting adjustments to Corporate and Other for the periods presented. The amounts differ from LIFO accounting adjustments previously reported as a result of our change in accounting principle for a portion of our domestic inventory in the fourth quarter of fiscal 2009, which requires retrospective restatement for all periods presented. As a result of the change in our method of accounting for inventory, all of our domestic inventory is accounted for using the LIFO method and all of our international inventory is accounted for using the FIFO method.
(3) Adjustment reflects the restructuring charges in Tommy Bahama related to leasehold improvement impairment at certain New York office space and Ben Sherman related to our exit from footwear, kids and womens operations.
(4) Adjustment reflects the write-off of unamortized deferred financing costs associated with the satisfaction and discharge of our 8 7/8% senior unsecured notes.
(5) Adjustments reflect the net tax impact of the adjustments above.
(6) Reflects the impact of adjustments to cost of goods sold above.
(7) Reflects adjustments to cost of goods sold and SG&A above.
|
|
Fiscal 2008 |
|
|||||||||||||
|
|
First |
|
Second |
|
Third |
|
Fourth |
|
Full |
|
|||||
|
|
As Restated |
|
As Restated |
|
As Restated |
|
As Restated |
|
As |
|
|||||
|
|
(In thousands) |
|
|||||||||||||
Fiscal 2008, as reported |
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross profit |
|
$ |
116,370 |
|
$ |
97,001 |
|
$ |
95,138 |
|
$ |
78,693 |
|
$ |
387,202 |
|
Gross margin (gross profit, as a percentage of net sales) |
|
42.6 |
% |
42.1 |
% |
39.0 |
% |
39.4 |
% |
$ |
40.9 |
% |
||||
Operating income (loss) |
|
$ |
20,136 |
|
$ |
8,322 |
|
$ |
14,393 |
|
$ |
(314,142 |
) |
$ |
(271,291 |
) |
Net earnings (loss) |
|
$ |
9,554 |
|
$ |
1,674 |
|
$ |
5,694 |
|
$ |
(288,379 |
) |
$ |
(271,457 |
) |
Diluted net earnings (loss) per common share |
|
$ |
0.59 |
|
$ |
0.10 |
|
$ |
0.36 |
|
$ |
(18.19 |
) |
$ |
(17.00 |
) |
Weighted average common shares outstanding diluted (1) |
|
16,211 |
|
15,982 |
|
15,875 |
|
15,857 |
|
15,968 |
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Fiscal 2008 increase/(decrease) in net earnings |
|
|
|
|
|
|
|
|
|
|
|
|||||
LIFO accounting adjustments included in cost of goods sold (2) |
|
$ |
480 |
|
$ |
(3,669 |
) |
$ |
(1,509 |
) |
$ |
5,171 |
|
$ |
473 |
|
Restructuring charges included in cost of goods sold (3) |
|
$ |
|
|
$ |
5,069 |
|
$ |
|
|
$ |
|
|
$ |
5,069 |
|
Restructuring charges included in SG&A (4) |
|
$ |
|
|
$ |
2,256 |
|
$ |
601 |
|
$ |
2,537 |
|
$ |
5,394 |
|
Other unusual items included in SG&A or royalties and other income (5) |
|
$ |
|
|
$ |
(916 |
) |
$ |
|
|
$ |
|
|
$ |
(916 |
) |
Property, plant and equipment impairment charges included in cost of goods sold |
|
$ |
|
|
$ |
198 |
|
$ |
|
|
$ |
|
|
$ |
198 |
|
Property, plant and equipment impairment charges included in SG&A |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
1,302 |
|
$ |
1,302 |
|
Impairment of goodwill, intangible assets and investment in an unconsolidated entity |
|
$ |
|
|
$ |
3,274 |
|
$ |
|
|
$ |
311,539 |
|
$ |
314,813 |
|
Gain on repurchase of 8 7/8% Senior Unsecured Notes (6) |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
(7,767 |
) |
$ |
(7,767 |
) |
Write off of deferred financing costs (7) |
|
$ |
|
|
$ |
|
|
$ |
900 |
|
$ |
|
|
$ |
900 |
|
Impact of taxes on above changes (8) |
|
$ |
(155 |
) |
$ |
(2,030 |
) |
$ |
95 |
|
$ |
(23,407 |
) |
$ |
(25,497 |
) |
Total adjustment to net earnings (loss) |
|
$ |
325 |
|
$ |
4,182 |
|
$ |
87 |
|
$ |
289,375 |
|
$ |
293,969 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Fiscal 2008, as adjusted |
|
|
|
|
|
|
|
|
|
|
|
|||||
Gross profit (9) |
|
$ |
116,850 |
|
$ |
98,599 |
|
$ |
93,629 |
|
$ |
83,864 |
|
$ |
392,942 |
|
Gross margin (gross profit, as a percentage of net sales) (9) |
|
42.8 |
% |
42.8 |
% |
38.3 |
% |
42.0 |
% |
$ |
41.5 |
% |
||||
Operating income (loss) (10) |
|
$ |
20,616 |
|
$ |
14,534 |
|
$ |
13,485 |
|
$ |
6,407 |
|
$ |
55,042 |
|
Net earnings (loss) |
|
$ |
9,879 |
|
$ |
5,856 |
|
$ |
5,781 |
|
$ |
996 |
|
$ |
22,512 |
|
Diluted net earnings (loss) per common share |
|
$ |
0.61 |
|
$ |
0.37 |
|
$ |
0.36 |
|
$ |
0.06 |
|
$ |
1.41 |
|
Weighted average common shares outstanding diluted (1) |
|
16,211 |
|
15,982 |
|
15,875 |
|
15,857 |
|
15,968 |
|
(1) Weighted average shares outstanding for each period presented previously has been restated to reflect our adoption of new guidance related to the treatment of unvested shares which receive nonforfeitable dividends in our earnings per share calculation. The new guidance requires that unvested shares that receive nonforfeitable dividends are included in basic weighted average shares outstanding, which also increases diluted weighted average shares outstanding.
(2) Adjustments reflect the net impact of LIFO accounting adjustments to Corporate and Other for the periods presented. The amounts differ from LIFO accounting adjustments previously reported as a result of our change in accounting principle for a portion of our domestic inventory in the fourth quarter of fiscal 2009, which requires retrospective restatement for all periods presented. As a result of the change in our method of accounting for inventory, all of our domestic inventory is accounted for using the LIFO method and all of our international inventory is accounted for using the FIFO method.
(3) The restructuring charges included in cost of goods sold primarily relate to restructuring charges in Lanier Clothes and Oxford Apparel, consisting of inventory markdowns associated with the exit of certain businesses.
(4) The restructuring charges included in SG&A in the second quarter of fiscal 2008 primarily relate to license termination fees and severance in the second quarter related to Lanier Clothes and Oxford Apparels exit of certain businesses. The restructuring charges included in SG&A in the third and fourth quarters consist of charges in each operating group related to severance and charges related to certain vacated leased office space.
(5) Other unusual items included in SG&A and royalties and other income consist of the resolution of a contingent liability and the sale of a trademark, partially offset by an increase in bad debt expense due to certain significant customer bankruptcies during the second quarter of fiscal 2008.
(6) Adjustment reflects the gain on repurchase of our 8 7/8% Senior Unsecured Notes in December 2008.
(7) Adjustment reflects the write-off of unamortized deferred financing costs associated with the amendment and restatement of our revolving credit agreement in June 2008.
(8) Adjustments reflect the net tax impact of the adjustments above and the change in certain tax contingency reserves.
(9) Reflects the impact of adjustments to cost of goods sold above.
(10) Reflects adjustments to cost of goods sold, SG&A, impairment of goodwill, intangible assets and investment in an unconsolidated entity and royalties and other income above.
RECONCILIATION OF OPERATING INCOME (LOSS), PRESENTED IN ACCORDANCE WITH U.S. GAAP TO OPERATING INCOME (LOSS), AS ADJUSTED
Set forth below are our reconciliations, of operating income (loss) for each operating group and in total, calculated in accordance with U.S. GAAP, to operating income (loss), as adjusted for the fourth quarter and full year of fiscal 2008 and fiscal 2009. We believe that investors often look at ongoing operating group operating income (loss) as a measure of assessing performance and as a basis for comparing past results against future results. Therefore, we believe that presenting our operating group results excluding these items provides useful information to investors because this allows investors to make decisions based on our ongoing operating group results. We use the operating results excluding these items to discuss our operating groups with investment institutions, our board of directors and others. Further, we believe that presenting our operating results excluding these items provides useful information to investors because this allows investors to compare our operating group operating income (loss) for the periods presented to other periods.
Fourth Quarter Fiscal 2009
|
|
Operating |
|
Restructuring charges (1) |
|
Property, |
|
LIFO |
|
Operating |
|
|||||
|
|
(In thousands) |
|
|||||||||||||
Tommy Bahama |
|
$ |
9,743 |
|
$ |
|
|
$ |
534 |
|
$ |
|
|
$ |
10,277 |
|
Ben Sherman |
|
(2,655 |
) |
660 |
|
|
|
|
|
(1,995 |
) |
|||||
Lanier Clothes |
|
1,708 |
|
|
|
|
|
|
|
1,708 |
|
|||||
Oxford Apparel |
|
3,708 |
|
|
|
|
|
|
|
3,708 |
|
|||||
Corporate and Other |
|
(2,315 |
) |
|
|
|
|
(1,728 |
) |
(4,043 |
) |
|||||
Total |
|
$ |
10,189 |
|
$ |
660 |
|
$ |
534 |
|
$ |
(1,728 |
) |
$ |
9,655 |
|
Fiscal 2009
|
|
Operating |
|
Restructuring |
|
Property, |
|
LIFO |
|
Operating |
|
|||||
|
|
(In thousands) |
|
|||||||||||||
Tommy Bahama |
|
$ |
37,515 |
|
$ |
|
|
$ |
534 |
|
$ |
|
|
$ |
38,049 |
|
Ben Sherman |
|
(8,616 |
) |
2,022 |
|
|
|
|
|
(6,594 |
) |
|||||
Lanier Clothes |
|
12,389 |
|
|
|
|
|
|
|
12,389 |
|
|||||
Oxford Apparel |
|
19,372 |
|
|
|
|
|
|
|
19,372 |
|
|||||
Corporate and Other |
|
(19,506 |
) |
|
|
|
|
4,943 |
|
(14,563 |
) |
|||||
Total |
|
$ |
41,154 |
|
$ |
2,022 |
|
$ |
534 |
|
$ |
4,943 |
|
$ |
48,653 |
|
(1) The restructuring charges primarily relate to Ben Shermans exit from its footwear, kids and womens operations during fiscal 2009.
(2) The property, plant and equipment charges relate to certain leasehold improvements associated with a New York office lease which were impaired.
(3) Adjustments reflect the net impact of LIFO accounting adjustments to Corporate and Other for the periods presented. The amounts differ from LIFO accounting adjustments previously reported as a result of our change in accounting principle for a portion of our domestic inventory in the fourth quarter of fiscal 2009, which requires retrospective restatement for all periods presented. As a result of the change in our method of accounting for inventory, all of our domestic inventory is accounted for using the LIFO method and all of our international inventory is accounted for using the FIFO method.
Fourth Quarter Fiscal 2008
|
|
Operating |
|
Impairment |
|
Restructuring |
|
Other |
|
Property, |
|
LIFO |
|
Operating |
|
|||||||
|
|
(In thousands) |
|
|||||||||||||||||||
Tommy Bahama |
|
$ |
(211,763 |
) |
$ |
221,559 |
|
$ |
297 |
|
$ |
|
|
$ |
443 |
|
$ |
|
|
$ |
10,536 |
|
Ben Sherman |
|
(86,483 |
) |
83,766 |
|
501 |
|
|
|
|
|
|
|
(2,216 |
) |
|||||||
Lanier Clothes |
|
(1,389 |
) |
|
|
565 |
|
|
|
|
|
|
|
(824 |
) |
|||||||
Oxford Apparel |
|
(4,782 |
) |
6,214 |
|
27 |
|
|
|
859 |
|
|
|
2,318 |
|
|||||||
Corporate and Other |
|
(9,725 |
) |
|
|
1,147 |
|
|
|
|
|
5,171 |
|
(3,407 |
) |
|||||||
Total |
|
$ |
(314,142 |
) |
$ |
311,539 |
|
$ |
2,537 |
|
$ |
|
|
$ |
1,302 |
|
$ |
5,171 |
|
$ |
6,407 |
|
Fiscal 2008
|
|
Operating |
|
Impairment |
|
Restructuring |
|
Other |
|
Property, |
|
LIFO |
|
Operating |
|
|||||||
|
|
(In thousands) |
|
|||||||||||||||||||
Tommy Bahama |
|
$ |
(173,448 |
) |
$ |
221,559 |
|
$ |
509 |
|
$ |
|
|
$ |
443 |
|
$ |
|
|
$ |
49,063 |
|
Ben Sherman |
|
(84,988 |
) |
83,766 |
|
535 |
|
|
|
|
|
|
|
(687 |
) |
|||||||
Lanier Clothes |
|
(8,283 |
) |
2,207 |
|
7,400 |
|
310 |
|
198 |
|
|
|
1,832 |
|
|||||||
Oxford Apparel |
|
11,627 |
|
7,281 |
|
800 |
|
(1,226 |
) |
859 |
|
|
|
19,341 |
|
|||||||
Corporate and Other |
|
(16,199 |
) |
|
|
1,219 |
|
|
|
|
|
473 |
|
(14,507 |
) |
|||||||
Total |
|
$ |
(271,291 |
) |
$ |
314,813 |
|
$ |
10,463 |
|
$ |
(916 |
) |
$ |
1,500 |
|
$ |
473 |
|
$ |
55,042 |
|
(1) The impairment charges relate to the impairment of goodwill, intangible assets and an investment in an unconsolidated entity.
(2) The restructuring charges primarily relate to restructuring charges in Lanier Clothes and Oxford Apparel, consisting of inventory markdowns associated with the exit of certain businesses and severance charges, in the second quarter of fiscal 2008 and restructuring charges in all groups in the third and fourth quarters of fiscal 2008.
(3) Other unusual items consist of the resolution of a contingent liability and the sale of a trademark, partially offset by an increase in bad debt expense due to certain significant customer bankruptcies during the second quarter of fiscal 2008.
(4) Adjustments reflect the net impact of LIFO accounting adjustments to Corporate and Other for the periods presented. The amounts differ from LIFO accounting adjustments previously reported as a result of our change in accounting principle for a portion of our domestic inventory in the fourth quarter of fiscal 2009, which requires retrospective restatement for all periods presented. As a result of the change in our method of accounting for inventory, all of our domestic inventory is accounted for using the LIFO method and all of our international inventory is accounted for using the FIFO method.