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8-K - 8-K - OXFORD INDUSTRIES INCa12-28628_18k.htm

Exhibit 99.1

 

Oxford Industries, Inc. Press Release

999 Peachtree Street, N.E.  Suite 688 · Atlanta, Georgia 30309

 

Contact:

Anne M. Shoemaker

Telephone:

(404) 653-1455

Fax:

(404) 653-1545

E-Mail:

InvestorRelations@oxfordinc.com

 

 

FOR IMMEDIATE RELEASE

 

 December 4, 2012

 

Oxford Industries Reports 19% Increase in Third Quarter Earnings

 

Sales Increase 7% on Continued Strong Performance from Tommy Bahama and Lilly Pulitzer—

Guidance Moderated to Reflect Underperformance at Ben Sherman—

 

ATLANTA, GA — Oxford Industries, Inc. (NYSE:OXM) today announced financial results for its fiscal 2012 third quarter, which ended October 27, 2012. Consolidated net sales increased 7% to $181.4 million in the third quarter of fiscal 2012. On an adjusted basis, earnings per share increased 19% to $0.19 compared to $0.16 in the third quarter of fiscal 2011. Adjusted earnings per share exclude charges related to repurchases of senior secured notes, a change in the fair value of contingent consideration and LIFO accounting adjustments.

 

On a U.S. GAAP basis, earnings per share were $0.18 in the third quarter of fiscal 2012 compared to $0.10 in the same period of the prior year. For reference, tables reconciling U.S. GAAP to adjusted measures are included at the end of this release.

 

J. Hicks Lanier, Chairman and Chief Executive Officer of Oxford Industries, Inc., commented,  “Our growth continues to be driven by strong sales increases at Tommy Bahama and Lilly Pulitzer and we are pleased that early holiday results at both of these brands have been strong.”

 

Mr. Lanier continued, “Despite the good performances of these businesses, our overall results for the third quarter were negatively impacted by Ben Sherman’s disappointing performance, which has continued into the fourth quarter. We also are experiencing a fourth-quarter impact from Hurricane Sandy, which delayed the opening of our high-profile Tommy Bahama bar and restaurant in New York and affected 24 of our other stores to varying degrees. Additionally, we have experienced delayed openings for our Hong Kong and Chicago stores.”

 

Mr. Lanier concluded, “While we have moderated our near-term guidance as a result of these factors, we remain confident and well-positioned for growth. We will continue to make significant strategic investments in Tommy Bahama and Lilly Pulitzer, each an outstanding brand, and are moving quickly to address the issues with Ben Sherman’s

 

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performance. We remain focused, across our organization, on growth, efficiency and creating value for our shareholders.”

 

Operating Results

 

Tommy Bahama reported net sales for the third quarter of fiscal 2012 of $103.2 million compared to $92.5 million in the third quarter of fiscal 2011. The 12% increase in net sales was attributable to increases in all channels of distribution, with e-commerce delivering the highest percentage gains. At the end of the third quarter, Tommy Bahama operated 110 retail stores, which includes seven international stores. This compares to 94 retail stores on October 29, 2011.

 

Tommy Bahama’s operating income for the third quarter of fiscal 2012 was $3.4 million compared to $4.6 million in the third quarter of fiscal 2011. The benefit of higher sales was offset by the planned $5.1 million of SG&A related to Tommy Bahama’s international expansion and pre-opening expenses for the New York store. This compares to $1.2 million of SG&A related to international expansion in the third quarter of fiscal 2011.

 

Lilly Pulitzer’s net sales increased 62% to $26.9 million in the third quarter of fiscal 2012 driven by increases in all channels of distribution. The largest increase was in e-commerce, which was driven by a strong end-of-season flash sale as well as healthy full-price sales increases. Lilly Pulitzer reported operating income of $3.5 million compared to a loss of $0.4 million in the third quarter of fiscal 2011. The improved operating results were primarily due to increased sales. At the end of the third quarter, Lilly Pulitzer operated 18 full-price retail stores compared to 16 stores at October 29, 2011.

 

Ben Sherman reported net sales of $19.8 million for the third quarter of fiscal 2012 compared to $25.2 million in the third quarter of fiscal 2011. Sales in the third quarter were impacted by missteps in Ben Sherman’s merchandise mix, which resulted in too much of the product offering in styles at the high end of the price range. This, coupled with the difficult economic conditions in the U.K. and Europe and Ben Sherman’s exit from certain moderate-tier wholesale accounts in the U.K., resulted in the sales decrease. Ben Sherman reported an operating loss of $2.1 million in the third quarter of fiscal 2012 compared to operating income of $0.3 million in the third quarter of fiscal 2011 primarily due to the decreased sales.

 

Net sales for Lanier Clothes were $27.2 million in the third quarter of fiscal 2012 compared to $33.1 million in the third quarter of fiscal 2011. In the third quarter of last year, Lanier Clothes benefited from initial shipments related to a new product launch, while the current quarter was impacted by a slow-down in the intake rate on replenishment programs by a key customer. The Company expects Lanier Clothes’ fourth quarter sales to be above last year. Operating income in the third quarter of fiscal 2012 was $2.4 million compared to operating income of $4.3 million in the third quarter of fiscal 2011, with the decrease primarily due to lower sales and gross margins partially offset by lower SG&A.

 

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Corporate and Other reported an operating loss of $1.2 million for the third quarter of fiscal 2012 compared to an operating loss of $2.1 million in the third quarter of fiscal 2011. The improved results reflect the net impact of LIFO accounting.

 

Consolidated gross margins for the third quarter of fiscal 2012 were 53.4% compared to 52.1% in the third quarter of fiscal 2011. The increase in gross margins was primarily due to the sales mix continuing to shift towards the Company’s higher gross margin Tommy Bahama and Lilly Pulitzer businesses, the increased percentage of direct to consumer sales and the net favorable impact of LIFO accounting adjustments.

 

SG&A for the third quarter of fiscal 2012 was $94.1 million, or 51.9% of net sales, compared to $85.2 million, or 50.0% of net sales, in the third quarter of fiscal 2011. In the quarter, the Company incurred approximately $5.1 million of SG&A for the Tommy Bahama international expansion and pre-opening expenses for the New York store compared to $1.2 million in the prior year. SG&A also increased due to the costs of operating additional retail stores and other expenses to support the growing Tommy Bahama and Lilly Pulitzer businesses, partially offset by decreases in SG&A in Ben Sherman and Lanier Clothes.

 

Royalties and other operating income for the third quarter of fiscal 2012 were $3.8 million, approximately flat with last year.

 

Interest expense for the third quarter of fiscal 2012 was $1.0 million compared to $3.7 million in the third quarter of fiscal 2011. The 74% decrease in interest expense was primarily due to lower interest rates as the Company changed the source of its borrowings from senior notes, which were redeemed in the second quarter of fiscal 2012, to its U.S. revolving credit facility.

 

Income taxes for the third quarter of fiscal 2012 increased to $2.0 million from $0.7 million in 2011. The increase was primarily due to higher pre-tax earnings and an increase in the effective tax rate from 31.2% to 39.3%. The current year tax rates were unfavorably impacted by an inability to fully recognize benefits from losses in foreign jurisdictions, as well as a greater proportion of the Company’s earnings occurring in jurisdictions with higher tax rates. Both periods benefited from certain favorable discrete items.

 

For the first nine months of fiscal 2012, consolidated net sales grew 11% to $619.3 million compared to $559.2 million in the first nine months of fiscal 2011. Consolidated gross margins on an adjusted basis were flat with last year at 55.5%. Adjusted earnings per share from continuing operations for the first nine months of fiscal 2012 increased to $1.96 compared to $1.80 in the same period of the prior year. On a U.S. GAAP basis, earnings per share from continuing operations were $1.57 compared to $1.34 in the first nine months of fiscal 2011.

 

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Balance Sheet and Liquidity

 

Total inventories at the close of the third quarter of fiscal 2012 were $102.2 million, compared to $91.0 million at the close of the third quarter of fiscal 2011. The increase in inventory levels was primarily to support anticipated sales growth and additional Tommy Bahama and Lilly Pulitzer stores. Receivables increased to $68.9 million at quarter end compared to $66.4 million at the end of last year’s third quarter primarily due to the timing of wholesale shipments.

 

As of October 27, 2012, the Company had $130.3 million of borrowings outstanding and approximately $91.4 million of unused availability under its U.S. and U.K revolving credit facilities.

 

The Company’s capital expenditures for fiscal 2012, including $47.7 million incurred during the first nine months of fiscal 2012, are expected to approach $60 million for the year. These expenditures consist primarily of costs associated with opening new retail stores, information technology investments, retail store remodeling and distribution center enhancements.

 

Fiscal 2012 Outlook

 

The Company has moderated its earnings guidance predominantly as a result of the ongoing challenges at Ben Sherman, as the factors that impacted the third quarter continue, and to a lesser extent due to store opening delays at Tommy Bahama and the impact of Hurricane Sandy.

 

For the fiscal year 2012 ending on February 2, 2013, the Company now expects adjusted earnings from continuing operations per share in a range of $2.60 to $2.70 and net sales of $845 million to $855 million. This compares to adjusted earnings from continuing operations per share of $2.41 and net sales of $759 million in fiscal 2011. On a U.S. GAAP basis, earnings per diluted share are expected to be between $2.19 and $2.29 for fiscal 2012 compared to $1.77 in fiscal 2011. The earnings guidance for the year includes a negative impact to operating income of approximately $15 million associated with the Tommy Bahama international rollout and New York store, compared to a $3.5 million negative impact last year.

 

For the fourth quarter of fiscal 2012, the Company anticipates net sales in a range from $225 million to $235 million and adjusted earnings per share of $0.64 to $0.74. This compares to adjusted earnings per share of $0.61 and net sales of $200 million in the fourth quarter of fiscal 2011. On a U.S. GAAP basis, earnings per share for the fourth quarter of fiscal 2012 are expected to be between $0.62 and $0.72 compared to $0.43 in the fourth quarter of fiscal 2011. The earnings guidance for the fourth quarter includes a negative impact to operating income of approximately $5 million associated with the Tommy Bahama international rollout and New York store, compared to a $1.6 million negative impact last year.

 

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Dividend

 

The Company also announced that its Board of Directors has approved a cash dividend of $0.15 per share payable on February 1, 2013 to shareholders of record as of the close of business on January 18, 2013. The Company has paid dividends every quarter since it became publicly owned in 1960.

 

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 Company’s 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 December 18, 2012. To access the telephone replay, participants should dial (858) 384-5517. The access code for the replay is 8035483. A replay of the web cast will also be available following the teleconference on the Company’s website at www.oxfordinc.com.

 

About Oxford:

 

Oxford Industries, Inc. is a global apparel company which designs, sources, markets and distributes products bearing the trademarks of its owned and licensed brands. Oxford’s brands include Tommy Bahama®, Lilly Pulitzer®, Ben Sherman®, Oxford Golf®, Arnold Brant® and Billy London®. The Company also holds exclusive licenses to produce and sell certain product categories under the Kenneth Cole®, Geoffrey Beene®, Dockers® and Ike Behar® labels. The Company operates retail stores, restaurants and Internet websites. The Company also has license arrangements with select third parties to produce and sell certain product categories under its Tommy Bahama, Lilly Pulitzer and Ben Sherman brands. Oxford’s wholesale customers include department stores, specialty stores, national chains, specialty catalogs and Internet retailers. Oxford’s stock has traded on the New York Stock Exchange since 1964 under the symbol OXM. For more information, please visit Oxford’s website at www.oxfordinc.com.

 

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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, particularly in light of general economic uncertainty that continues to prevail, demand for our products, timing of shipments requested by our wholesale customers, expected pricing levels, competitive conditions, disciplined execution by key management, the timing and cost of store openings and of planned capital expenditures, costs of products and raw materials we purchase, costs of labor, acquisition and disposition activities, expected outcomes of pending or potential litigation and regulatory actions and access to capital and/or credit markets. 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 Annual Report on Form 10-K for the period ended January 28, 2012 under the heading “Risk Factors” and those described from time to time in our future reports filed with the SEC.

 

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OXFORD INDUSTRIES, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

(in thousands, except par amounts)

 

 

 

October 27,
2012

 

January 28,
2012

 

October 29,
2011

 

ASSETS

 

 

 

 

 

 

 

Current Assets:

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

5,621

 

$

13,373

 

$

4,962

 

Receivables, net

 

68,920

 

59,706

 

66,372

 

Inventories, net

 

102,172

 

103,420

 

91,003

 

Prepaid expenses, net

 

21,251

 

19,041

 

17,425

 

Deferred tax assets

 

19,327

 

19,733

 

17,596

 

Total current assets

 

217,291

 

215,273

 

197,358

 

Property and equipment, net

 

123,841

 

93,206

 

91,121

 

Intangible assets, net

 

165,013

 

165,193

 

166,082

 

Goodwill

 

17,273

 

16,495

 

16,555

 

Other non-current assets, net

 

21,404

 

19,040

 

18,385

 

Total Assets

 

$

544,822

 

$

509,207

 

$

489,501

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

Current Liabilities:

 

 

 

 

 

 

 

Trade accounts payable and other accrued expenses

 

$

78,550

 

$

89,149

 

$

78,209

 

Accrued compensation

 

21,705

 

23,334

 

21,748

 

Contingent consideration earned and payable

 

2,500

 

2,500

 

 

Short-term debt and current maturities of long-term debt

 

6,955

 

2,571

 

3,279

 

Total current liabilities

 

109,710

 

117,554

 

103,236

 

Long-term debt, less current maturities

 

123,301

 

103,405

 

103,290

 

Non-current contingent consideration

 

9,945

 

10,645

 

12,545

 

Other non-current liabilities

 

43,107

 

38,652

 

41,328

 

Non-current deferred income taxes

 

31,459

 

34,882

 

30,738

 

Commitments and contingencies

 

 

 

 

 

 

 

Shareholders’ Equity:

 

 

 

 

 

 

 

Common stock, $1.00 par value per common share

 

16,572

 

16,522

 

16,499

 

Additional paid-in capital

 

103,603

 

99,670

 

98,434

 

Retained earnings

 

130,153

 

111,551

 

106,645

 

Accumulated other comprehensive loss

 

(23,028

)

(23,674

)

(23,214

)

Total shareholders’ equity

 

227,300

 

204,069

 

198,364

 

Total Liabilities and Shareholders’ Equity

 

$

544,822

 

$

509,207

 

$

489,501

 

 

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OXFORD INDUSTRIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS

(UNAUDITED)

(in thousands, except per share amounts)

 

 

 

Third
Quarter
Fiscal

2012

 

Third
Quarter
Fiscal
2011

 

First
Nine
Months

Fiscal
2012

 

First
Nine
Months

Fiscal
2011

 

Net sales

 

$

181,414

 

$

170,280

 

$

619,296

 

$

559,234

 

Cost of goods sold

 

84,592

 

81,540

 

274,980

 

249,897

 

Gross profit

 

96,822

 

88,740

 

344,316

 

309,337

 

SG&A

 

94,146

 

85,161

 

295,656

 

264,947

 

Change in fair value of contingent consideration

 

600

 

600

 

1,800

 

1,800

 

Royalties and other operating income

 

3,844

 

3,837

 

12,166

 

12,650

 

Operating income

 

5,920

 

6,816

 

59,026

 

55,240

 

Interest expense, net

 

959

 

3,705

 

7,876

 

12,777

 

Loss on repurchase of senior secured notes

 

 

769

 

9,143

 

9,017

 

Earnings from continuing operations before income taxes

 

4,961

 

2,342

 

42,007

 

33,446

 

Income taxes

 

1,951

 

731

 

15,967

 

11,255

 

Earnings from continuing operations

 

3,010

 

1,611

 

26,040

 

22,191

 

 

 

 

 

 

 

 

 

 

 

Earnings from discontinued operations, net of taxes

 

 

13

 

 

137

 

Net earnings

 

$

3,010

 

$

1,624

 

$

26,040

 

$

22,328

 

 

 

 

 

 

 

 

 

 

 

Earnings from continuing operations per common share:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.18

 

$

0.10

 

$

1.57

 

$

1.34

 

Diluted

 

$

0.18

 

$

0.10

 

$

1.57

 

$

1.34

 

Earnings from discontinued operations, net of taxes per common share:

 

 

 

 

 

 

 

 

 

Basic

 

$

 

$

 

$

 

$

0.01

 

Diluted

 

$

 

$

 

$

 

$

0.01

 

Net earnings per common share:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.18

 

$

0.10

 

$

1.57

 

$

1.35

 

Diluted

 

$

0.18

 

$

0.10

 

$

1.57

 

$

1.35

 

Weighted average common shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

16,580

 

16,502

 

16,555

 

16,510

 

Diluted

 

16,591

 

16,517

 

16,572

 

16,527

 

Dividends declared per common share

 

$

0.15

 

$

0.13

 

$

0.45

 

$

0.39

 

 

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OXFORD INDUSTRIES, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(in thousands)

 

 

 

First
Nine Months
Fiscal 2012

 

First
Nine Months
Fiscal 2011

 

Cash Flows From Operating Activities:

 

 

 

 

 

Earnings from continuing operations

 

$

26,040

 

$

22,191

 

Adjustments to reconcile earnings from continuing operations to net cash provided by operating activities:

 

 

 

 

 

Depreciation

 

17,430

 

15,288

 

Amortization of intangible assets

 

769

 

897

 

Change in fair value of contingent consideration

 

1,800

 

1,800

 

Amortization of deferred financing costs and bond discount

 

846

 

1,286

 

Loss on repurchase of senior secured notes

 

9,143

 

9,017

 

Stock compensation expense

 

2,215

 

1,635

 

Deferred income taxes

 

(3,151

)

3,223

 

Changes in working capital, net of acquisitions and dispositions:

 

 

 

 

 

Receivables

 

(8,902

)

(16,080

)

Inventories

 

2,266

 

(5,511

)

Prepaid expenses

 

(2,541

)

(4,717

)

Current liabilities

 

(12,501

)

(8,690

)

Other non-current assets

 

(3,182

)

2,536

 

Other non-current liabilities

 

4,444

 

(3,441

)

Net cash provided by operating activities

 

34,676

 

19,434

 

Cash Flows From Investing Activities:

 

 

 

 

 

Acquisitions, net of cash acquired

 

(4,313

)

(398

)

Purchases of property and equipment

 

(47,653

)

(22,448

)

Net cash used in investing activities

 

(51,966

)

(22,846

)

Cash Flows From Financing Activities:

 

 

 

 

 

Repayment of revolving credit arrangements

 

(149,266

)

(60,579

)

Proceeds from revolving credit arrangements

 

276,826

 

63,865

 

Repurchase of senior secured notes

 

(111,000

)

(52,175

)

Deferred financing costs paid

 

(1,524

)

 

Proceeds from issuance of common stock

 

1,768

 

2,017

 

Dividends on common stock

 

(7,438

)

(6,425

)

Net cash provided by (used in) financing activities

 

9,366

 

(53,297

)

Cash Flows from Discontinued Operations:

 

 

 

 

 

Net cash provided by discontinued operations

 

 

17,479

 

Net change in cash and cash equivalents

 

(7,924

)

(39,230

)

Effect of foreign currency translation on cash and cash equivalents

 

172

 

98

 

Cash and cash equivalents at the beginning of year

 

13,373

 

44,094

 

Cash and cash equivalents at the end of the period

 

$

5,621

 

$

4,962

 

 

 

 

 

 

 

Supplemental disclosure of cash flow information:

 

 

 

 

 

Cash paid for interest, net

 

$

7,279

 

$

8,890

 

Cash paid for income taxes, including income taxes paid for discontinued operations

 

$

20,904

 

$

40,065

 

 

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OXFORD INDUSTRIES, INC.

OPERATING GROUP INFORMATION

(UNAUDITED)

(in thousands)

 

 

 

Third
Quarter
Fiscal 2012

 

Third
Quarter

Fiscal 2011

 

First
Nine Months
Fiscal 2012

 

First
Nine Months
Fiscal 2011

 

Net Sales

 

 

 

 

 

 

 

 

 

Tommy Bahama

 

$

103,193

 

$

92,500

 

$

371,790

 

$

324,546

 

Lilly Pulitzer

 

26,939

 

16,668

 

93,475

 

71,364

 

Ben Sherman

 

19,781

 

25,191

 

57,234

 

65,505

 

Lanier Clothes

 

27,180

 

33,080

 

84,995

 

88,995

 

Corporate and Other

 

4,321

 

2,841

 

11,802

 

8,824

 

Total

 

$

181,414

 

$

170,280

 

$

619,296

 

$

559,234

 

Operating Income (Loss)

 

 

 

 

 

 

 

 

 

Tommy Bahama

 

$

3,366

 

$

4,624

 

$

45,511

 

$

45,381

 

Lilly Pulitzer

 

3,528

 

(363

)

21,949

 

12,264

 

Ben Sherman

 

(2,149

)

301

 

(6,352

)

(2,281

)

Lanier Clothes

 

2,402

 

4,331

 

8,845

 

11,319

 

Corporate and Other

 

(1,227

)

(2,077

)

(10,927

)

(11,443

)

Total Operating Income

 

$

5,920

 

$

6,816

 

$

59,026

 

$

55,240

 

 

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RECONCILIATION OF CERTAIN OPERATING RESULTS INFORMATION PRESENTED IN ACCORDANCE WITH U.S. GAAP TO CERTAIN OPERATING RESULTS INFORMATION, AS ADJUSTED (UNAUDITED)

 

Set forth below is our reconciliation, in thousands except per share amounts, of certain operating results information, presented in accordance with generally accepted accounting principles, or U.S. GAAP, to the operating results information, as adjusted, for certain historical periods. 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, as adjusted, provides useful information to investors because this allows investors to make decisions based on our ongoing operations. We use the operating results, as adjusted, to discuss our business with investment institutions, our board of directors and others. Further, we believe that presenting our results, as adjusted, provides useful information to investors because this allows investors to compare our results for the periods presented to other periods.

 

 

 

Third
Quarter

Fiscal
2012

 

Third
Quarter

Fiscal
2011

 

First
Nine
Months

Fiscal
2012

 

First
Nine
Months

Fiscal
2011

 

As reported

 

 

 

 

 

 

 

 

 

Net sales

 

$

181,414

 

$

170,280

 

$

619,296

 

$

559,234

 

Gross profit

 

$

96,822

 

$

88,740

 

$

344,316

 

$

309,337

 

Gross margin (gross profit as percentage of net sales)

 

53.4

%

52.1

%

55.6

%

55.3

%

Operating income

 

$

5,920

 

$

6,816

 

$

59,026

 

$

55,240

 

Operating margin (operating income as percentage of net sales)

 

3.3

%

4.0

%

9.5

%

9.9

%

Earnings from continuing operations before income taxes

 

$

4,961

 

$

2,342

 

$

42,007

 

$

33,446

 

Earnings from continuing operations

 

$

3,010

 

$

1,611

 

$

26,040

 

$

22,191

 

Diluted earnings from continuing operations per common share

 

$

0.18

 

$

0.10

 

$

1.57

 

$

1.34

 

Weighted average common shares outstanding — diluted

 

16,591

 

16,517

 

16,572

 

16,527

 

Increase (decrease) in earnings from continuing operations

 

 

 

 

 

 

 

 

 

LIFO accounting adjustment (1)

 

$

(426

)

$

220

 

$

(461

)

$

6

 

Purchase accounting adjustments (2)

 

$

 

$

 

$

 

$

996

 

Change in fair value of contingent consideration (3)

 

$

600

 

$

600

 

$

1,800

 

$

1,800

 

Loss on repurchase of senior secured notes (4)

 

$

 

$

769

 

$

9,143

 

$

9,017

 

Impact of income taxes on adjustments above (5)

 

$

(73

)

$

(580

)

$

(4,085

)

$

(4,266

)

Adjustment to earnings from continuing operations

 

$

101

 

$

1,009

 

$

6,397

 

$

7,553

 

As adjusted

 

 

 

 

 

 

 

 

 

Gross profit

 

$

96,396

 

$

88,960

 

$

343,855

 

$

310,339

 

Gross margin (gross profit as percentage of net sales)

 

53.1

%

52.2

%

55.5

%

55.5

%

Operating income

 

$

6,094

 

$

7,636

 

$

60,365

 

$

58,042

 

Operating margin (operating income as percentage of net sales)

 

3.4

%

4.5

%

9.7

%

10.4

%

Earnings from continuing operations before income taxes

 

$

5,135

 

$

3,931

 

$

52,489

 

$

45,265

 

Earnings from continuing operations

 

$

3,111

 

$

2,620

 

$

32,437

 

$

29,744

 

Diluted earnings from continuing operations per common share

 

$

0.19

 

$

0.16

 

$

1.96

 

$

1.80

 

 

(More)

 



 


(1)        LIFO accounting adjustment reflects the impact on cost of goods sold in our consolidated statements of earnings resulting from LIFO accounting adjustments in each period. LIFO accounting adjustments are included in Corporate and Other for operating group reporting purposes.

(2)        Purchase accounting adjustments reflect the impact of the write-up of inventory at acquisition related to the December 2010 acquisition of the Lilly Pulitzer brand and operations. These charges were included in cost of goods sold in the Lilly Pulitzer operating group results of operations. We do not anticipate any purchase accounting adjustments for inventory write-up costs in future periods. 

(3)        Change in fair value of contingent consideration reflects the statement of earnings impact resulting from the change in fair value of contingent consideration pursuant to the earnout agreement with the sellers of the Lilly Pulitzer brand and operations. The periodic assessment of fair value is based on assumptions regarding the probability of the payment of all or part of the contingent consideration, cash flows of the Lilly Pulitzer operations and discount rates, among other factors. The change in fair value of contingent consideration is recorded quarterly with the passage of time as the payment date of the contingent consideration approaches and additional amounts may also be recognized as an increase or decrease in the expense as a result of the periodic assessment of fair value. A change in assumptions could result in a material change to the fair value of the contingent consideration. The change in fair value of contingent consideration is reflected in the Lilly Pulitzer operating group results of operations.

(4)        Loss on repurchase of senior secured notes reflects the impact on earnings from continuing operations resulting from the loss attributable to the repurchase or redemption of our senior secured notes.

(5)        Impact of income taxes reflects the estimated earnings from continuing operations tax impact of the above adjustments based on the estimated effective tax rate on current year earnings, before any discrete items.

 

(More)

 



 

RECONCILIATION OF OPERATING INCOME (LOSS) IN ACCORDANCE WITH U.S. GAAP TO OPERATING INCOME (LOSS), AS ADJUSTED (UNAUDITED)

 

Set forth below is our reconciliation, in thousands, 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 certain historical periods. 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 income (loss), as adjusted, provides useful information to investors because this allows investors to make decisions based on our ongoing operating group results. We use the operating income (loss), as adjusted, to discuss our operating groups with investment institutions, our board of directors and others. Further, we believe that presenting our operating results, as adjusted, provides useful information to investors because this allows investors to compare our operating group operating income (loss) for the periods presented to other periods.

 

 

 

Third Quarter of Fiscal 2012

 

 

 

Operating
income (loss),
as reported

 

LIFO
accounting
adjustment

 

Change in fair
value of
contingent
consideration

 

Operating
income (loss),
as adjusted

 

Tommy Bahama

 

$

3,366

 

$

 

$

 

$

3,366

 

Lilly Pulitzer (1)

 

3,528

 

 

600

 

4,128

 

Ben Sherman

 

(2,149

)

 

 

(2,149

)

Lanier Clothes

 

2,402

 

 

 

2,402

 

Corporate and Other (2)

 

(1,227

)

(426

)

 

(1,653

)

Total

 

$

5,920

 

$

(426

)

$

600

 

$

6,094

 

 

 

 

Third Quarter of Fiscal 2011

 

 

 

Operating
income (loss),
as reported

 

LIFO
accounting
adjustment

 

Change in fair
value of
contingent
consideration

 

Operating
income (loss), as
adjusted

 

Tommy Bahama

 

$

4,624

 

$

 

$

 

$

4,624

 

Lilly Pulitzer (1)

 

(363

)

 

600

 

237

 

Ben Sherman

 

301

 

 

 

301

 

Lanier Clothes

 

4,331

 

 

 

4,331

 

Corporate and Other (2)

 

(2,077

)

220

 

 

(1,857

)

Total

 

$

6,816

 

$

220

 

$

600

 

$

7,636

 

 

(More)

 



 

 

 

First Nine Months of Fiscal 2012

 

 

 

Operating
income (loss),
as reported

 

LIFO
accounting
adjustment

 

Change in fair
value of
contingent
consideration

 

Operating
income (loss), as
adjusted

 

Tommy Bahama

 

$

45,511

 

$

 

$

 

$

45,511

 

Lilly Pulitzer (1)

 

21,949

 

 

1,800

 

23,749

 

Ben Sherman

 

(6,352

)

 

 

(6,352

)

Lanier Clothes

 

8,845

 

 

 

8,845

 

Corporate and Other (2)

 

(10,927

)

(461

)

 

(11,388

)

Total

 

$

59,026

 

$

(461

)

$

1,800

 

$

60,365

 

 

 

 

First Nine Months of Fiscal 2011

 

 

 

Operating
income (loss),
as reported

 

LIFO
accounting

adjustment

 

Purchase
accounting
charges

 

Change in
fair value of
contingent
consideration

 

Operating
income (loss),
as adjusted

 

Tommy Bahama

 

$

45,381

 

$

 

$

 

$

 

$

45,381

 

Lilly Pulitzer (1)(3)

 

12,264

 

 

996

 

1,800

 

15,060

 

Ben Sherman

 

(2,281

)

 

 

 

(2,281

)

Lanier Clothes

 

11,319

 

 

 

 

11,319

 

Corporate and Other (2)

 

(11,443

)

6

 

 

 

(11,437

)

Total

 

$

55,240

 

$

6

 

$

996

 

$

1,800

 

$

58,042

 

 


(1)         Change in fair value of contingent consideration reflects the statement of earnings impact resulting from the change in fair value of contingent consideration pursuant to the earnout agreement with the sellers of the Lilly Pulitzer brand and operations. The periodic assessment of fair value is based on assumptions regarding the probability of the payment of all or part of the contingent consideration, cash flows of the Lilly Pulitzer operations and discount rates, among other factors. The change in fair value of contingent consideration is recorded quarterly with the passage of time as the payment date of the contingent consideration approaches and additional amounts may also be recognized as an increase or decrease in the expense as a result of the periodic assessment of fair value. A change in assumptions could result in a material change to the fair value of the contingent consideration.

(2)         LIFO accounting adjustment reflects the impact on cost of goods sold in our consolidated statements of earnings resulting from LIFO accounting adjustments in each period.

(3)         Purchase accounting adjustments reflect the impact of the write-up of inventory at acquisition related to the December 2010 acquisition of the Lilly Pulitzer brand and operations. These charges were included in cost of goods sold in the Lilly Pulitzer operating group results of operations. We do not anticipate any purchase accounting adjustments for inventory write-up costs in future periods.

 

(More)

 



 

RECONCILIATION OF EARNINGS FROM CONTINUING OPERATIONS PER DILUTED SHARE PRESENTED IN ACCORDANCE WITH U.S. GAAP TO EARNINGS FROM CONTINUING OPERATIONS PER DILUTED SHARE, AS ADJUSTED (UNAUDITED)

 

Set forth below is our reconciliation of reported or reportable earnings from continuing operations per diluted share for certain historical and future periods, each presented in accordance with U.S. GAAP, to the earnings per diluted share, as adjusted, for each respective period. 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 earnings per diluted share, as adjusted, provides useful information to investors because this allows investors to make decisions based on our ongoing operations. We use the earnings per diluted share, as adjusted, to discuss our business with investment institutions, our board of directors and others. Further, we believe that presenting earnings per diluted share, as adjusted, provides useful information to investors because this allows investors to compare our results for the periods presented to other periods. Note that columns may not add due to rounding.

 

 

 

Third
Quarter
Fiscal 2012

 

Third
Quarter

Fiscal 2012

 

Third
Quarter

Fiscal 2011

 

First
Nine
Months

Fiscal 2012

 

First
Nine
Months

Fiscal 2011

 

 

 

Actual

 

Guidance (1)

 

Actual

 

Actual

 

Actual

 

Earnings from continuing operations per diluted share:

 

 

 

 

 

 

 

 

 

 

 

U.S. GAAP basis

 

$

0.18

 

$0.16 - $0.21

 

$

0.10

 

$

1.57

 

$

1.34

 

LIFO accounting adjustment (2)

 

$

(0.01

)

 

$

0.01

 

$

(0.02

)

 

Purchase accounting adjustments (3)

 

 

 

 

 

$

0.04

 

Change in fair value of contingent consideration (4)

 

$

0.02

 

$0.02

 

$

0.02

 

$

0.07

 

$

0.07

 

Loss on repurchase of senior secured notes (5)

 

 

 

$

0.03

 

$

0.34

 

$

0.35

 

As adjusted

 

$

0.19

 

$0.18 - $0.23

 

$

0.16

 

$

1.96

 

$

1.80

 

 

 

 

Fourth
Quarter

Fiscal 2012

 

Fourth
Quarter

Fiscal 2011

 

Full Year
Fiscal 2012

 

Full Year
Fiscal 2011

 

 

 

Guidance (6)

 

Actual

 

Guidance (6)

 

Actual

 

Earnings from continuing operations per diluted share:

 

 

 

 

 

 

 

 

 

U.S. GAAP basis

 

$0.62 - $0.72

 

$

0.43

 

$2.19 - $2.29

 

$

1.77

 

LIFO accounting adjustment (2)

 

 

$

0.23

 

$(0.02)

 

$

0.23

 

Purchase accounting adjustments (3)

 

 

 

 

$

0.04

 

Change in fair value of contingent consideration (4)

 

$0.02

 

$

0.02

 

$0.09

 

$

0.09

 

Life insurance death benefit gain (7)

 

 

$

(0.07

)

 

$

(0.07

)

Loss on repurchase of senior notes (5)

 

 

 

$0.34

 

$

0.35

 

As adjusted

 

$0.64 - $0.74

 

$

0.61

 

$2.60 - $2.70

 

$

2.41

 

 

(More)

 



 


(1)         Guidance as issued on August 29, 2012.

(2)         LIFO accounting adjustment reflects the impact, net of income taxes, on earnings from continuing operations per diluted share resulting from LIFO accounting adjustments in each period. No estimate for future LIFO accounting adjustments are reflected in the guidance for any period presented.

(3)         Purchase accounting adjustments reflect the impact, net of income taxes, on earnings from continuing operations per diluted share resulting from the inventory write-up costs, which are included in cost of goods sold in Lilly Pulitzer. The inventory write-up costs reflect the purchase accounting adjustments resulting from the write-up of inventory at acquisition related to the December 2010 acquisition of the Lilly Pulitzer brand and operations. We do not anticipate any purchase accounting adjustments for inventory write-up costs in future periods.

(4)         Change in fair value of contingent consideration reflects the impact, net of income taxes, on earnings from continuing operations per diluted share resulting from the change in fair value of contingent consideration pursuant to the earnout agreement with the sellers of the Lilly Pulitzer brand and operations. The periodic assessment of fair value is based on assumptions regarding the probability of the payment of all or part of the contingent consideration, cash flows of the Lilly Pulitzer operations and discount rates, among other factors. The change in fair value of contingent consideration is recorded quarterly with the passage of time as the payment date of the contingent consideration approaches and additional amounts may also be recognized as an increase or decrease in the expense as a result of the periodic assessment of fair value. A change in assumptions could result in a material change to the fair value of the contingent consideration.

(5)         Loss on repurchase of senior notes reflects the impact, net of income taxes, on earnings from continuing operations per diluted share resulting from the loss attributable to the repurchase or redemption of our 11.375% senior secured notes.

(6)         Guidance as issued on December 4, 2012.

(7)         Life insurance death benefit gain reflects the impact on earnings from continuing operations per diluted share from the proceeds received related to a corporate owned life insurance policy less the cash surrender value of the policy. The death benefit is non-taxable income.

 

(XXXX)