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8-K - 8-K - LEVI STRAUSS & COa2q2016form8-k.htm


Exhibit 99.1


FOR IMMEDIATE RELEASE 
Investor Contact:
  
Chris Ogle
  
Media Contact:
  
Amber Rensen
 
  
Levi Strauss & Co.
  
 
  
Levi Strauss & Co.
 
  
(800) 438-0349
  
 
  
(415) 501-7777
 
  
Investor-relations@levi.com
  
 
  
newsmediarequests@levi.com

LEVI STRAUSS & CO. ANNOUNCES SECOND-QUARTER 2016 FINANCIAL RESULTS

Reported Revenue Flat; Constant-Currency Revenue Up 1%
Net Income Grows 163% Reflecting Lower Restructuring and Related Charges and Prior-Year Debt Extinguishment


SAN FRANCISCO (July 11, 2016) – Levi Strauss & Co. (LS&Co.) announced financial results today for the second quarter ended May 29, 2016.
Highlights include:

  
 
Three Months Ended
 
% Increase (Decrease)
($ millions)
 
May 29, 2016
 
May 31, 2015
 
As Reported
Net revenues
 
$
1,012

 
$
1,012

 

Net income attributable to LS&Co.
 
$
31

 
$
12

 
163
 %
Adjusted EBIT
 
$
63

 
$
63

 


Net revenues were flat on a reported basis and grew one percent excluding $14 million in unfavorable currency translation effects. Higher revenues primarily reflected increased constant-currency direct-to-consumer sales, which grew low double-digits for the second quarter, on performance and expansion of the retail network as well as ecommerce growth. Constant-currency wholesale revenues declined low single-digits for the quarter.

Second-quarter net income grew 163 percent primarily reflecting a decline in charges related to the company’s productivity initiative and a debt extinguishment loss recorded in the prior year. Second quarter Adjusted EBIT was roughly flat to prior year, as an improvement in gross margin and higher constant-currency revenues were offset primarily by increased investment in the company's direct-to-consumer channel and advertising.

“In the second quarter, we offset the impact of a challenging U.S. wholesale environment with growth in our direct-to-consumer and international businesses,” said Chip Bergh, president and chief executive officer. “Looking forward, as we execute our profitable growth strategies we will continue to focus on what we can control, and we remain committed to delivering our priorities and financial objectives for the full year.”

 


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LS&Co. Q2 2016 Results/Add One
July 11, 2016


Second-Quarter 2016 Highlights

On a reported basis, gross profit in the second quarter grew to $517 million compared with $500 million for the same quarter of 2015, despite unfavorable currency translation effects of approximately $5 million. Gross margin for the second quarter grew to 51.1 percent of revenues compared with 49.4 percent of revenues in the same quarter of 2015, primarily due to international and direct-to-consumer sales growth. Lower negotiated product costs and streamlined supply chain operations also benefited gross margin.

Selling, general and administrative (SG&A) expenses for the second quarter were $459 million compared with $450 million in the same quarter of 2015. Currency favorably impacted SG&A by $4 million. Excluding currency, higher costs were associated with the expansion of the company's retail network and ecommerce business, as well as higher advertising investment. The company had 66 more company-operated stores at the end of the second quarter of 2016 than it did at the end of the second quarter of 2015.

Operating income of $58 million in the second quarter was up from $48 million in the same quarter of 2015, reflecting lower charges related to the company’s productivity initiative.

Adjusted EBIT of $63 million, was roughly flat compared to the same quarter of 2015, as the constant-currency revenue growth and higher gross margin were offset by the higher SG&A. Currency translation had no significant impact to Adjusted EBIT. A reconciliation of Adjusted EBIT is provided at the end of this press release.




Regional Overview

Reported regional net revenues and operating income for the quarter were as follows:
 
 
Net Revenues
 
Operating Income *
 
 
Three Months Ended
 
% Increase (Decrease)
 
Three Months Ended
 
% Increase (Decrease)
($ millions)
 
May 29, 2016
 
May 31, 2015
 
 
May 29, 2016
 
May 31, 2015
 
Americas
 
$
589

 
$
622

 
(5)%
 
$
89

 
$
103

 
(14)%
Europe
 
$
241

 
$
222

 
8%
 
$
38

 
$
33

 
12%
Asia
 
$
182

 
$
168

 
8%
 
$
16

 
$
15

 
6%

* Note: Regional operating income is equal to regional adjusted EBIT.

In the Americas, excluding currency effects, net revenues declined four percent, as currency translation unfavorably impacted net revenues by $8 million. Direct-to-consumer revenues grew for the region, while U.S. wholesale revenues declined. Lower operating income primarily reflected lower revenues and higher advertising expenses.

In Europe, currency translation had no significant impact to net revenues or operating income. Net revenues grew eight percent reflecting direct-to-consumer growth from performance and expansion, and operating income was up twelve percent due to the region's higher net revenues and improved gross margin.

In Asia, excluding currency effects, net revenues grew twelve percent, as currency translation unfavorably impacted net revenues by $6 million. Revenue growth primarily reflected strong performance and expansion of the company-operated retail network. Operating income grew due to the region's higher net revenues.

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LS&Co. Q2 2016 Results/Add Two
July 11, 2016


Cash Flow and Balance Sheet

At May 29, 2016, cash and cash equivalents of $360 million were complemented by $611 million available under the company's revolving credit facility, resulting in a total liquidity position of approximately $1 billion. Total debt and net debt at the end of the second quarter remained approximately $1.2 billion and $0.8 billion, respectively. Free cash flow through the second quarter of 2016 was $13 million.

Investor Conference Call

The company’s second-quarter 2016 investor conference call will be available through a live audio webcast at https://engage.vevent.com/rt/levistraussao~071116 today, July 11, 2016, at 1 p.m. Pacific / 4 p.m. Eastern or via the following phone numbers: 800-891-4735 in the United States and Canada, or +1-973-200-3066 internationally; I.D. No. 34504353. A replay is available the same day on http://www.levistrauss.com/investors/earnings-webcast and will be archived for one week. A telephone replay is also available through July 15, 2016, at 855-859-2056 in the United States and Canada or +1-404-537-3406 internationally; I.D. No. 34504353. Please see http://www.levistrauss.com/investors/earnings-webcast for a discussion and reconciliation of non-GAAP measures referenced on the investor conference call.

About Levi Strauss & Co.

Levi Strauss & Co. is one of the world's largest brand-name apparel companies and a global leader in jeanswear. The company designs and markets jeans, casual wear and related accessories for men, women and children under the Levi's®, Dockers®, Signature by Levi Strauss & Co.™, and Denizen® brands. Its products are sold in more than 110 countries worldwide through a combination of chain retailers, department stores, online sites, and a global footprint of approximately 2,800 retail stores and shop-in-shops. Levi Strauss & Co.'s reported fiscal 2015 net revenues were $4.5 billion. For more information, go to http://levistrauss.com.




























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LS&Co. Q2 2016 Results/Add Three
July 11, 2016


Forward Looking Statement

This news release and related conference call contains, in addition to historical information, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements related to: inventory levels, including year-end levels, full year gross margin, currency impacts, including full-year translation effects, profitable revenue and gross margin growth, growing the U.S. business, growing the Dockers® brand, sustaining growth in our direct-to-consumer and international businesses, and new store openings. We have based these forward-looking statements on our current assumptions, expectations and projections about future events. We use words like “believe,” “will,” “so we can,” “when,” “anticipate,” “intend,” “estimate,” “expect,” “project” and similar expressions to identify forward-looking statements, although not all forward-looking statements contain these words. These forward-looking statements are necessarily estimates reflecting the best judgment of our senior management and involve a number of risks and uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements. Investors should consider the information contained in our filings with the U.S. Securities and Exchange Commission (the “SEC”), including our Annual Report on Form 10-K for the fiscal year 2015 and our Quarterly Report on Form 10-Q for the quarter ended May 29, 2016, especially in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” sections. Other unknown or unpredictable factors also could have material adverse effects on our future results, performance or achievements. In light of these risks, uncertainties, assumptions and factors, the forward-looking events discussed in this news release and related conference call may not occur. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date stated, or if no date is stated, as of the date of this news release and related conference call. We are not under any obligation and do not intend to update or revise any of the forward-looking statements contained in this news release and related conference call to reflect circumstances existing after the date of this news release and conference call or to reflect the occurrence of future events even if experience or future events make it clear that any expected results expressed or implied by those forward-looking statements will not be realized.



Non-GAAP Financial Measures

The company reports its financial results in conformity with generally accepted accounting principles in the United States (“GAAP”) and the rules of the SEC. However, management believes that certain non-GAAP financial measures, such as Free Cash Flow, Net Debt and Adjusted EBIT, provide users of the company’s financial information with additional useful information. The tables found below include Free Cash Flow, Net Debt and Adjusted EBIT and corresponding reconciliations to the most comparable GAAP financial measures. These non-GAAP financial measures should be viewed as supplementing, and not as an alternative or substitute for, the company’s financial results prepared in accordance with GAAP. Certain of these items that may be excluded or included in non-GAAP financial measures may be significant items that could impact the company’s financial position, results of operations and cash flows and should therefore be considered in assessing the company’s actual financial condition and performance. Non-GAAP financial measures are subject to inherent limitations as they reflect the exercise of judgment by management in determining how they are formulated. Some specific limitations, include but are not limited to, the fact that such non-GAAP financial measures: (a) do not reflect cash outlays for capital expenditures, contractual commitments or liabilities including pension obligations, post-retirement health benefit obligations and income tax liabilities, (b) do not reflect changes in, or cash requirements for, working capital requirements; and (c) they do not reflect the interest expense, or the cash requirements necessary to service interest or principal payments, on indebtedness. Additionally, the methods used by the company to calculate its non-GAAP financial measures may differ significantly from methods used by other companies to compute similar measures. As a result, any non-GAAP financial measures presented herein may not be comparable to similar measures provided by other companies, limiting the usefulness of these measures. The company urges investors to review the reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures included in this press release, and not to rely on any single financial measure to evaluate its business.



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LS&Co. Q2 2016 Results/Add Four
July 11, 2016


The company presents non-GAAP financial measures, such as Free Cash Flow, Net Debt and Adjusted EBIT, because it believes they provide investors, financial analysts and the public with additional information to measure performance and evaluate the company’s ability to service its debt and may be useful for comparing its operating performance with the performance of other companies that have different financing and capital structures and tax rates. The company further believes these measures may be useful for period-over-period comparisons of underlying business trends and its ongoing operations. See “RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES FOR THE SECOND QUARTER OF 2016” below for reconciliation to the most comparable GAAP financial measures.

Constant currency

Constant-currency comparisons are based on translating local currency amounts in the prior-year period at actual foreign exchange rates for the current year. The company routinely evaluates its financial performance on a constant-currency basis in order to facilitate period-to-period comparisons without regard to the impact of changing foreign currency exchange rates.


# # #






LEVI STRAUSS & CO. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
 
(Unaudited)
 
 
 
May 29,
2016
 
November 29,
2015
 
(Dollars in thousands)
ASSETS
Current Assets:
 
 
 
Cash and cash equivalents
$
359,540

 
$
318,571

Trade receivables, net of allowance for doubtful accounts of $12,598 and $11,025
334,796

 
498,196

Inventories:
 
 
 
Raw materials
3,153

 
3,368

Work-in-process
3,568

 
3,031

Finished goods
783,651

 
600,460

Total inventories
790,372

 
606,859

Other current assets
100,495

 
104,523

Total current assets
1,585,203

 
1,528,149

Property, plant and equipment, net of accumulated depreciation of $826,480 and $811,013
383,260

 
390,829

Goodwill
236,065

 
235,041

Other intangible assets, net
43,104

 
43,350

Non-current deferred tax assets, net
576,490

 
580,640

Other non-current assets
93,450

 
106,386

Total assets
$
2,917,572

 
$
2,884,395

 
 
 
 
LIABILITIES, TEMPORARY EQUITY AND STOCKHOLDERS’ EQUITY
Current Liabilities:
 
 
 
Short-term debt
$
124,247

 
$
114,978

Current maturities of long-term debt
36,439

 
32,625

Accounts payable
282,165

 
238,309

Accrued salaries, wages and employee benefits
140,005

 
182,430

Restructuring liabilities
10,853

 
20,141

Accrued interest payable
5,701

 
5,510

Accrued income taxes
23,571

 
6,567

Other accrued liabilities
242,886

 
245,607

Total current liabilities
865,867

 
846,167

Long-term debt
1,005,565

 
1,004,938

Long-term capital leases
12,504

 
12,320

Postretirement medical benefits
99,167

 
105,240

Pension liability
346,770

 
358,443

Long-term employee related benefits
64,609

 
73,342

Long-term income tax liabilities
22,039

 
26,312

Other long-term liabilities
61,542

 
56,987

Total liabilities
2,478,063

 
2,483,749

Commitments and contingencies
 
 
 
Temporary equity
71,729

 
68,783

 
 
 
 
Stockholders’ Equity:
 
 
 
Levi Strauss & Co. stockholders’ equity
 
 
 
Common stock — $.01 par value; 270,000,000 shares authorized; 37,452,319 shares and 37,460,145 shares issued and outstanding
375

 
375

Additional paid-in capital
2,119

 
3,291

Retained earnings
741,217

 
705,668

Accumulated other comprehensive loss
(378,647
)
 
(379,066
)
Total Levi Strauss & Co. stockholders’ equity
365,064

 
330,268

Noncontrolling interest
2,716

 
1,595

Total stockholders’ equity
367,780

 
331,863

Total liabilities, temporary equity and stockholders’ equity
$
2,917,572

 
$
2,884,395

The notes accompanying our consolidated financial statements in our Form 10-Q are an integral part of these consolidated financial statements.





LEVI STRAUSS & CO. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
 
 
Three Months Ended
 
Six Months Ended
 
May 29,
2016
 
May 31,
2015
 
May 29,
2016
 
May 31,
2015
 
(Dollars in thousands)
(Unaudited)
Net revenues
$
1,011,587

 
$
1,012,180

 
$
2,068,087

 
$
2,067,255

Cost of goods sold
494,389

 
511,949

 
991,291

 
1,029,959

Gross profit
517,198

 
500,231

 
1,076,796

 
1,037,296

Selling, general and administrative expenses
459,351

 
449,662

 
900,514

 
874,944

Restructuring, net
(191
)
 
2,954

 
1,657

 
7,292

Operating income
58,038

 
47,615

 
174,625

 
155,060

Interest expense
(20,411
)
 
(21,913
)
 
(35,313
)
 
(45,225
)
Loss on early extinguishment of debt

 
(14,002
)
 

 
(14,002
)
Other income (expense), net
4,295

 
7,639

 
2,076

 
(18,389
)
Income before income taxes
41,922

 
19,339

 
141,388

 
77,444

Income tax expense
10,862

 
7,887

 
44,037

 
27,709

Net income
31,060

 
11,452

 
97,351

 
49,735

Net (income) loss attributable to noncontrolling interest
(335
)
 
239

 
(790
)
 
348

Net income attributable to Levi Strauss & Co.
$
30,725

 
$
11,691

 
$
96,561

 
$
50,083

The notes accompanying our consolidated financial statements in our Form 10-Q are an integral part of these consolidated financial statements.





LEVI STRAUSS & CO. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
 
 
Three Months Ended
 
Six Months Ended
 
May 29,
2016
 
May 31,
2015
 
May 29,
2016
 
May 31,
2015
 
(Dollars in thousands)
(Unaudited)
Net income
$
31,060

 
$
11,452

 
97,351

 
49,735

Other comprehensive income (loss), before related income taxes:
 
 
 
 
 
 
 
Pension and postretirement benefits
3,735

 
4,328

 
7,317

 
8,935

Net investment hedge (losses) gains
(250
)
 
463

 
(914
)
 
604

Foreign currency translation gains (losses)
5,877

 
1,032

 
(1,698
)
 
(9,500
)
Unrealized gains (losses) on marketable securities
1,510

 
161

 
(319
)
 
274

Total other comprehensive income, before related income taxes
10,872

 
5,984

 
4,386

 
313

Income taxes related to items of other comprehensive income
(2,414
)
 
248

 
(3,638
)
 
(1,301
)
Comprehensive income, net of income taxes
39,518

 
17,684

 
98,099

 
48,747

Comprehensive (income) loss attributable to noncontrolling interest
(447
)
 
297

 
(1,121
)
 
429

Comprehensive income attributable to Levi Strauss & Co.
$
39,071

 
$
17,981

 
$
96,978

 
$
49,176


The notes accompanying our consolidated financial statements in our Form 10-Q are an integral part of these consolidated financial statements.





LEVI STRAUSS & CO. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
Six Months Ended
 
May 29,
2016
 
May 31,
2015
 
(Dollars in thousands)
(Unaudited)
Cash Flows from Operating Activities:
 
 
 
Net income
$
97,351

 
$
49,735

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
50,496

 
50,471

Asset impairments
680

 
1,573

Gain on disposal of assets
(6,024
)
 
(8,617
)
Unrealized foreign exchange losses (gains)
16,927

 
(2,072
)
Realized (gain) loss on settlement of forward foreign exchange contracts not designated for hedge accounting
(16,887
)
 
1,368

Employee benefit plans’ amortization from accumulated other comprehensive loss
7,487

 
8,548

Noncash restructuring charges

 
387

Noncash loss on early extinguishment of debt

 
3,448

Amortization of premium, discount and debt issuance costs
1,256

 
881

Stock-based compensation
1,976

 
7,848

Allowance for doubtful accounts
2,209

 
1,192

Change in operating assets and liabilities:
 
 
 
Trade receivables
157,291

 
173,660

Inventories
(185,806
)
 
18,582

Other current assets
1,993

 
(1,100
)
Other non-current assets
(4,163
)
 
(1,368
)
Accounts payable and other accrued liabilities
41,392

 
(85,738
)
Restructuring liabilities
(10,691
)
 
(25,880
)
Income tax liabilities
18,397

 
(5,414
)
Accrued salaries, wages and employee benefits and long-term employee related benefits
(73,463
)
 
(72,301
)
Other long-term liabilities
2,883

 
(13,853
)
Other, net

 
1,214

Net cash provided by operating activities
103,304

 
102,564

Cash Flows from Investing Activities:
 
 
 
Purchases of property, plant and equipment
(47,231
)
 
(43,163
)
Proceeds from sales of assets
17,431

 
8,785

Proceeds (payments) on settlement of forward foreign exchange contracts not designated for hedge accounting
16,887

 
(1,368
)
Acquisitions, net of cash acquired
(47
)
 
(251
)
Net cash used for investing activities
(12,960
)
 
(35,997
)
Cash Flows from Financing Activities:
 
 
 
Proceeds from issuance of long-term debt

 
500,000

Repayments of long-term debt and capital leases
(1,571
)
 
(526,490
)
Proceeds from senior revolving credit facility
180,000

 
265,000

Repayments of senior revolving credit facility
(174,000
)
 
(255,000
)
Proceeds from short-term credit facilities
14,216

 
11,884

Repayments of short-term credit facilities
(10,389
)
 
(8,407
)
Other short-term borrowings, net
593

 
310

Debt issuance costs

 
(3,937
)
Change in restricted cash, net
3,315

 
1,110

Repurchase of common stock
(1,393
)
 
(2,221
)
Excess tax benefits from stock-based compensation
179

 
347

Dividend to stockholders
(60,000
)
 
(50,000
)
Net cash used for financing activities
(49,050
)
 
(67,404
)
Effect of exchange rate changes on cash and cash equivalents
(325
)
 
(12,784
)
Net increase (decrease) in cash and cash equivalents
40,969

 
(13,621
)
Beginning cash and cash equivalents
318,571

 
298,255

Ending cash and cash equivalents
$
359,540

 
$
284,634

 
 
 
 
Noncash Investing Activity:
 
 
 
Purchases of property, plant and equipment not yet paid at end of period
$
22,911

 
$
10,035

 
 
 
 
Supplemental disclosure of cash flow information:
 
 
 
Cash paid for interest during the period
$
33,536

 
$
42,526

Cash paid for income taxes during the period, net of refunds
21,703

 
33,619

The notes accompanying our consolidated financial statements in our Form 10-Q are an integral part of these consolidated financial statements.





RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
FOR THE SECOND QUARTER OF 2016

The following information relates to non-GAAP financial measures, and should be read in conjunction with the investor call held on July 11, 2016, discussing the company’s financial condition and results of operations as of and for the quarter ended May 29, 2016. Free cash flow, Net debt and Adjusted EBIT are not financial measures prepared in accordance with U.S. generally accepted accounting principles, or GAAP. As used in this press release: (1) Free cash flow represents cash from operating activities less purchases of property, plant and equipment, (payments) proceeds on settlement of forward foreign exchange contracts not designated for hedge accounting, and cash dividends to stockholders; (2) Net debt represents total long-term and short-term debt less cash and cash equivalents; and (3) Adjusted EBIT represents net income plus income tax expense, interest expense, loss on early extinguishment of debt, other (income) expense, net, restructuring and related charges, severance, asset impairment charges and other, net, and pension and postretirement benefit plan curtailment and net settlement (gains) losses, net.


Free cash flow:

 
Six Months Ended
($ millions)
May 29, 2016
 
May 31, 2015
 
(unaudited)
Most comparable GAAP measure:
 
 
 
Net cash provided by operating activities
$
103.3

 
$
102.6

 
 
 
 
Non-GAAP measure:
 
 
 
Net cash provided by operating activities
$
103.3

 
$
102.6

Purchases of property, plant and equipment
(47.2
)
 
(43.2
)
Proceeds (payments) on settlement of forward foreign exchange contracts not designated for hedge accounting
16.9

 
(1.4
)
Dividend to stockholders
(60.0
)
 
(50.0
)
Free cash flow
$
13.0

 
$
8.0



Net debt:

($ millions)
May 29, 2016
 
November 29, 2015
 
(unaudited)
 
 
Most comparable GAAP measure:
 
 
 
Total debt
$
1,166.3

 
$
1,152.5

 
 
 
 
Non-GAAP measure:
 
 
 
Total debt
$
1,166.3

 
$
1,152.5

Cash and cash equivalents
(359.5
)
 
(318.6
)
Net debt
$
806.8

 
$
833.9


 





Adjusted EBIT:

 
Three Months Ended
($ millions)
May 29, 2016
 
May 31, 2015
 
(unaudited)
Most comparable GAAP measure:
 
 
 
Operating income
$
58.0

 
$
47.6

 
 
 
 
Non-GAAP measure:
 
 
 
Net income
$
31.0

 
$
11.5

Income tax expense
10.9

 
7.8

  Interest expense
20.4

 
21.9

  Loss on early extinguishment of debt

 
14.0

  Other (income) expense, net
(4.3
)
 
(7.6
)
  Restructuring and related charges, severance, asset impairment charges and other, net
4.8

 
15.6

  Pension and postretirement benefit plan curtailment and net settlement losses, net

 
0.1

Adjusted EBIT
$
62.8

 
$
63.3