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): June 3, 2008
GUESS?,
INC.
(Exact
name of registrant as specified in its charter)
Delaware
(State
or
other jurisdiction of incorporation)
|
1-11893
|
95-3679695
|
|
(Commission
File Number)
|
(IRS
Employer Identification No.)
|
1444
S. Alameda Street Los Angeles, California 90021
(Address
of principal executive offices) (Zip Code)
Registrant’s
telephone number, including area code: (213)
765-3100
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:
|
¨
|
Written
communications pursuant to Rule 425 under the Securities Act (17
CFR
230.425)
|
|
¨
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
¨
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR
240.14d-2(b))
|
|
¨
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR
240.13e-4(c))
|
Item
2.02. Results of Operations and Financial Condition.
Guess?,
Inc. (the “Company”) issued a press release on June 3, 2008 announcing its
financial results for the quarter ended May 3, 2008. A copy of the press release
is being furnished as Exhibit 99.1 attached hereto.
The
information in this Item 2.02 of Form 8-K is being furnished hereby and shall
not be deemed to be “filed” for the purposes of Section 18 of the Securities
Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the
liabilities of such section, nor shall such information be deemed incorporated
by reference in any filing under the Securities Act of 1933 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.
|
|
99.1
|
Press
Release of Guess?, Inc. dated June 3, 2008 (financial results for
the
quarter ended May 3, 2008)
|
2
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, Guess?, Inc. has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
|
Dated:
June 3, 2008
|
GUESS?,
INC.
|
|
|
By:
|
/s/
Carlos Alberini
|
|
| Carlos Alberini | ||
| President and Chief Operating Officer | ||
3
EXHIBIT
INDEX
|
Description
|
||
|
99.1
|
Press
Release of Guess?, Inc. dated June 3, 2008 (financial results for
the
quarter ended May 3, 2008)
|
4
Exhibit
99.1
 |
GUESS?,
INC.
|
NEWS
RELEASE
|
GUESS?,
INC. REPORTS Q1 EPS GROWTH OF 34% TO A RECORD OF $0.51
REPORTS
29% Q1 REVENUE GROWTH TO RECORD OF $489 MILLION
RAISES
FISCAL 2009 EPS GUIDANCE TO A RANGE OF $2.40 TO $2.48
First
Quarter Highlights
| - |
All
business segments delivered double-digit revenue and operating
earnings
growth
|
| - |
European
revenues up 50%
|
| - |
North
American retail revenues up 18%; comp sales up
7%
|
| - |
Operating
earnings increased
31%
|
| - |
Net
earnings increased 35% to $47.8
million
|
LOS
ANGELES, June 3, 2008
-
Guess?, Inc. (NYSE: GES) today reported financial results for the first quarter
of its 2009 fiscal year, which ended May 3, 2008.
First
Quarter 2009 Results
For
the
first quarter of fiscal 2009, the Company reported record net earnings of $47.8
million, an increase of 35% compared to net earnings of $35.5 million for the
quarter ended May 5, 2007. Diluted earnings per share increased 34% to $0.51
in
the current quarter versus $0.38 in the prior year quarter.
Paul
Marciano, Chief Executive Officer, commented, “We are very pleased with our
financial performance this quarter, especially considering the current economic
environment in the U.S. We increased revenues by 29% and achieved earnings
per
share growth of 34%. Our strategy to expand our international business continues
to yield strong results; in the first quarter, two-thirds of the revenue growth
for the Company was generated by our European and Asian businesses. Our business
continues to evolve into a highly diversified model where we do not depend
on
any one channel, territory or product category.”
Mr.
Marciano continued, “The strength of our brand was evident across all of our
businesses, with each of our segments delivering double-digit revenue growth
and
all contributing to our earnings increase. Overall, our performance resulted
in
an operating margin expansion and a 35% increase in earnings, marking our
19th
consecutive quarter of earnings growth. Along with our licensee partners, we
have developed a lifestyle assortment of products that resonates extremely
well
with our customers worldwide. We continue to manage our business prudently
and
make investments globally to position the Company for profitable growth and
to
penetrate markets where the brand is well known but is not fully
developed.”
Total
net
revenue for the first quarter of fiscal 2009 increased 29.4% to $489.2 million
from $377.9 million in the prior-year quarter. The Company’s retail stores in
North America generated revenue of $211.9 million in the first quarter of fiscal
2009, an 18.1% increase from $179.5 million in the same period a year ago.
Comparable store sales increased 7.0% for the first quarter of fiscal 2009,
compared to the same period a year ago. This represents our 21st
consecutive quarter of same store sales growth in North America. The Company
operated 391 retail stores in the U.S. and Canada at the end of the first
quarter of fiscal 2009 versus 336 stores a year earlier.
Net
revenue from the Company’s wholesale segment, which includes the Company’s Asian
operations, increased 26.9% to $75.1 million in the first quarter of fiscal
2009, from $59.2 million in the prior-year period.
Net
revenue from the Company’s European segment increased 50.2% to $178.7 million in
the first quarter of fiscal 2009, compared to $118.9 million in the prior-year
period.
Licensing
segment net revenue increased 15.7% to $23.5 million in the first quarter of
fiscal 2009, from $20.3 million in the prior-year period.
Operating
earnings for the first quarter of fiscal 2009 increased 31% to $75.9 million
(including
a $5.9 million favorable currency translation benefit) from
$57.9 million in the prior-year period. Operating margin in the first quarter
increased 20 basis points to 15.5%, compared to the prior year’s quarter. This
margin expansion was a result of higher European product margins and a higher
mix of European business, improved leverage over occupancy costs, partially
offset by lower product margins in North America and increased costs related
to
infrastructure investments.
The
Company’s effective tax rate declined to 36.0% for the first quarter of fiscal
2009, from 38.7% for the first quarter of the prior year.
2
Outlook
The
Company’s expectations for the fiscal year ending January 31, 2009, are now as
follows:
|
-
|
Consolidated
net revenues are expected to range from $2.03 billion to $2.08
billion.
|
|
-
|
Operating
margin is expected to be about
17.7%.
|
|
-
|
Diluted
earnings per share are expected to be in the range of $2.40 to
$2.48.
|
The
Company also provided the following expectations for its second quarter of
fiscal 2009, which will end August 2, 2008:
|
-
|
Consolidated
net revenues are expected to range from $445 million to $465
million.
|
|
-
|
Operating
margin is expected to be about
15.5%.
|
|
-
|
Diluted
earnings per share are expected to be in the range of $0.47 to
$0.49.
|
Dividend
The
Company also announced today that its Board of Directors has approved a
quarterly cash dividend of $0.08 per share on the Company’s common stock. The
dividend will be payable on July 3, 2008 to shareholders of record at the close
of business on June 18, 2008.
The
Company will hold a conference call at 4:30 pm (ET) on June 3, 2008 to discuss
the news announced in this press release. A live webcast of the conference
call
will be accessible at www.guessinc.com via the “Investor’s Info” link.
The webcast will be archived on the website for 30 days.
Guess?,
Inc. designs, markets, distributes and licenses a lifestyle collection of
contemporary apparel, denim, handbags, watches, footwear and other related
consumer products. As of May 3, 2008, the Company operated 391 retail stores
in
the United States and Canada and 607 retail stores outside of North America,
of
which 63 were directly owned. The Company also distributes its products through
better department and specialty stores around the world. For more information
about the Company, please visit www.guessinc.com.
Except
for historical information contained herein, certain matters discussed in this
press release, including statements concerning the Company’s future prospects
and guidance for the second quarter and full year of fiscal 2009, are
forward-looking statements that are made pursuant to the safe harbor provisions
of the Private Securities Litigation Reform Act of 1995. Forward-looking
statements are only expectations, and involve known and unknown risks and
uncertainties, which may cause actual results in future periods to differ
materially from what is currently anticipated. Factors which may cause actual
results in future periods to differ materially from current expectations include
our ability to, among other things, anticipate consumer preferences, effectively
operate our various retail concepts, effectively manage inventories,
successfully execute our strategies, including our supply chain and
international growth strategies, currency fluctuations and domestic and
international general economic conditions and consumer confidence. In addition
to these factors, the economic and other factors identified in the Company’s
most recent annual report on Form 10-K and other filings with the Securities
and
Exchange Commission, including but not limited to the risk factors discussed
therein, could cause actual results to differ materially from current
expectations.
|
Guess?,
Inc.
|
|
|
(213)
765-5578
|
Source:
Guess?, Inc.
3
Condensed
Consolidated Statements of Income
(dollars
in thousands, except per share data)
|
|
Three
Months Ended
|
||||||||||||
|
May
3,
|
May
5,
|
||||||||||||
|
2008
|
2007
|
||||||||||||
|
$
|
%
|
$
|
%
|
||||||||||
|
Net
revenue
|
|||||||||||||
|
Product
sales
|
$
|
465,735
|
95.2
|
%
|
$
|
357,643
|
94.6
|
%
|
|||||
|
Net
royalties
|
23,485
|
4.8
|
%
|
20,306
|
5.4
|
%
|
|||||||
|
489,220
|
100.0
|
%
|
377,949
|
100.0
|
%
|
||||||||
|
Cost
of product sales
|
267,981
|
54.8
|
%
|
210,367
|
55.7
|
%
|
|||||||
|
Gross
profit
|
221,239
|
45.2
|
%
|
167,582
|
44.3
|
%
|
|||||||
|
Selling,
general and administrative expenses
|
145,314
|
29.7
|
%
|
109,648
|
29.0
|
%
|
|||||||
|
Earnings
from operations
|
75,925
|
15.5
|
%
|
57,934
|
15.3
|
%
|
|||||||
|
Other
(income) expense:
|
|||||||||||||
|
Interest
expense
|
1,025
|
0.2
|
%
|
924
|
0.2
|
%
|
|||||||
|
Interest
income
|
(1,533
|
)
|
(0.3
|
)%
|
(1,712
|
)
|
(0.5
|
)%
|
|||||
|
Other,
net
|
908
|
0.2
|
%
|
891
|
0.3
|
%
|
|||||||
|
Earnings
before income taxes and minority interest
|
75,525
|
15.4
|
%
|
57,831
|
15.3
|
%
|
|||||||
|
Income
taxes
|
27,189
|
5.5
|
%
|
22,363
|
5.9
|
%
|
|||||||
|
Minority
interest
|
535
|
0.1
|
%
|
(59
|
)
|
—
|
|||||||
|
Net
earnings
|
$
|
47,801
|
9.8
|
%
|
$
|
35,527
|
9.4
|
%
|
|||||
|
Net
earnings per share:
|
|||||||||||||
|
Basic
|
$
|
0.51
|
$
|
0.39
|
|||||||||
|
Diluted
|
$
|
0.51
|
$
|
0.38
|
|||||||||
|
Weighted
number of shares outstanding:
|
|||||||||||||
|
Basic
|
92,950
|
91,886
|
|||||||||||
|
Diluted
|
94,039
|
93,240
|
|||||||||||
4
Guess?,
Inc. and Subsidiaries
Consolidated
Segment Data
(dollars
in thousands)
|
Three
Months Ended
|
||||||||||
|
May
3,
|
May
5,
|
%
|
||||||||
|
2008
|
2007
|
chg
|
||||||||
|
Net
revenue:
|
||||||||||
|
Retail
operations
|
$
|
211,937
|
$
|
179,529
|
18
|
%
|
||||
|
Wholesale
operations
|
75,134
|
59,195
|
27
|
%
|
||||||
|
European
operations
|
178,664
|
118,919
|
50
|
%
|
||||||
|
Licensing
operations
|
23,485
|
20,306
|
16
|
%
|
||||||
|
$
|
489,220
|
$
|
377,949
|
29
|
%
|
|||||
|
Earnings
(loss) from operations:
|
||||||||||
|
Retail
operations
|
$
|
22,844
|
$
|
19,892
|
15
|
%
|
||||
|
Wholesale
operations
|
12,554
|
10,701
|
17
|
%
|
||||||
|
European
operations
|
39,961
|
27,717
|
44
|
%
|
||||||
|
Licensing
operations
|
20,247
|
17,357
|
17
|
%
|
||||||
|
Corporate
overhead
|
(19,681
|
)
|
(17,733
|
)
|
11
|
%
|
||||
|
$
|
75,925
|
$
|
57,934
|
31
|
%
|
|||||
|
Operating
margins:
|
||||||||||
|
Retail
operations
|
10.8
|
%
|
11.1
|
%
|
||||||
|
Wholesale
operations
|
16.7
|
%
|
18.1
|
%
|
||||||
|
European
operations
|
22.4
|
%
|
23.3
|
%
|
||||||
|
Licensing
operations
|
86.2
|
%
|
85.5
|
%
|
||||||
|
Total
Company
|
15.5
|
%
|
15.3
|
%
|
||||||
5
Selected
Condensed Consolidated Balance Sheet Data
(in
thousands)
|
May
3,
|
February
2,
|
May
5,
|
||||||||
|
2008
|
2008
|
2007
|
||||||||
|
ASSETS
|
||||||||||
|
Cash
and cash equivalents
|
$
|
260,390
|
$
|
275,595
|
$
|
189,396
|
||||
|
Receivables,
net
|
315,598
|
254,400
|
206,383
|
|||||||
|
Inventories,
net
|
202,804
|
232,159
|
164,500
|
|||||||
|
Other
current assets
|
46,767
|
52,585
|
39,373
|
|||||||
|
Property
and equipment, net
|
237,193
|
229,917
|
176,722
|
|||||||
|
Other
assets
|
146,819
|
141,572
|
126,412
|
|||||||
|
Total
Assets
|
$
|
1,209,571
|
$
|
1,186,228
|
$
|
902,786
|
||||
|
LIABILITIES
AND STOCKHOLDERS' EQUITY
|
||||||||||
|
Current
portion of borrowings and capital lease obligations
|
$
|
47,562
|
$
|
35,254
|
$
|
37,547
|
||||
|
Other
current liabilities
|
303,712
|
353,037
|
253,171
|
|||||||
|
Borrowing
and capital lease obligations
|
18,453
|
18,724
|
17,796
|
|||||||
|
Other
long-term liabilities
|
120,295
|
116,250
|
103,328
|
|||||||
|
Minority
interest
|
7,511
|
5,989
|
4,548
|
|||||||
|
Stockholders'
equity
|
712,038
|
656,974
|
486,396
|
|||||||
|
Total
Liabilities and Stockholders' Equity
|
$
|
1,209,571
|
$
|
1,186,228
|
$
|
902,786
|
||||
6
Condensed
Consolidated Cash Flow Data
(in
thousands)
|
Three
Months Ended
|
|||||||
|
May
3,
|
May
5,
|
||||||
|
2008
|
2007
|
||||||
|
Net
cash used in operating activities
|
$
|
(232
|
)
|
$
|
(11,357
|
)
|
|
|
Net
cash used in investing activities
|
(23,836
|
)
|
(24,867
|
)
|
|||
|
Net
cash provided by financing activities
|
7,626
|
16,440
|
|||||
|
Effect
of exchange rates on cash
|
1,237
|
1,563
|
|||||
|
Net
decrease in cash and cash equivalents
|
(15,205
|
)
|
(18,221
|
)
|
|||
|
Cash
and cash equivalents at the beginning of the period
|
275,595
|
207,617
|
|||||
|
Cash
and cash equivalents at the end of the period
|
$
|
260,390
|
$
|
189,396
|
|||
|
Supplemental
information:
|
|||||||
|
Depreciation
and amortization
|
$
|
13,813
|
$
|
12,702
|
|||
|
Rent
|
37,513
|
25,875
|
|||||
7
Retail
Store Data
U.S.
and Canada
|
Three
Months Ended
|
|||||||
|
May
3,
|
May
5,
|
||||||
|
2008
|
2007
|
||||||
|
Number
of stores at the beginning of the year
|
373
|
334
|
|||||
|
Store
openings
|
19
|
8
|
|||||
|
Store
closures
|
(1
|
)
|
(6
|
)
|
|||
|
Number
of stores at the end of the period
|
391
|
336
|
|||||
|
Total
store square footage at the end of the period
|
1,817,000
|
1,603,000
|
|||||
8