EX-99.2 3 eh220276798_ex9902.htm EXHIBIT 99.2

EXHIBIT 99.2

 

 

CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

GILDAN ACTIVEWEAR INC.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

(in thousands of U.S. dollars) - unaudited

 

   July 3,
2022
  January 2,
2022
Current assets:          
Cash and cash equivalents  $73,666   $179,246 
Trade accounts receivable (note 4)   460,771    329,967 
Inventories (note 5)   971,024    774,358 
Prepaid expenses, deposits and other current assets   129,075    163,662 
Total current assets   1,634,536    1,447,233 
Non-current assets:          
Property, plant and equipment   1,029,744    985,073 
Right-of-use assets   90,622    92,447 
Intangible assets   300,129    306,630 
Goodwill   283,815    283,815 
Deferred income taxes   13,680    17,726 
Other non-current assets   2,728    3,758 
Total non-current assets   1,720,718    1,689,449 
Total assets  $3,355,254   $3,136,682 
Current liabilities:          
Accounts payable and accrued liabilities  $504,667   $440,401 
Income taxes payable   5,778    7,912 
Current portion of lease obligations (note 8(d))   14,598    15,290 
Total current liabilities   525,043    463,603 
Non-current liabilities:          
Long-term debt (note 6)   815,000    600,000 
Lease obligations (note 8(d))   92,020    93,812 
Other non-current liabilities   59,998    59,862 
Total non-current liabilities   967,018    753,674 
Total liabilities   1,492,061    1,217,277 
Equity:          
Share capital   189,172    191,732 
Contributed surplus   67,985    58,128 
Retained earnings   1,537,447    1,604,736 
Accumulated other comprehensive income   68,589    64,809 
Total equity attributable to shareholders of the Company   1,863,193    1,919,405 
Total liabilities and equity  $3,355,254   $3,136,682 

 

See accompanying notes to unaudited condensed interim consolidated financial statements.

 

 QUARTERLY REPORT - Q2 2022 P.35
 CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

GILDAN ACTIVEWEAR INC.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF EARNINGS

AND COMPREHENSIVE INCOME

(in thousands of U.S. dollars, except per share data) - unaudited

 

   Three months ended  Six months ended
   July 3,
2022
  July 4,
2021
  July 3,
2022
  July 4,
2021
Net sales (note 14)  $895,581   $747,153   $1,670,452   $1,336,738 
Cost of sales (note 8(e))   630,596    506,380    1,165,034    907,451 
Gross profit   264,985    240,773    505,418    429,287 
Selling, general and administrative expenses   88,380    79,674    168,893    153,060 
Impairment (Reversal of impairment) of trade accounts receivable (note 4)   1,051    (166)   1,547    (339)
Restructuring and acquisition-related costs (recovery) (note 7)   1,594    1,615    (1,200)   3,080 
Operating income   173,960    159,650    336,178    273,486 
Financial expenses, net (note 8(b))   7,350    6,502    14,364    17,350 
Earnings before income taxes   166,610    153,148    321,814    256,136 
Income tax expense   8,369    6,706    17,210    11,153 
Net earnings   158,241    146,442    304,604    244,983 
Other comprehensive (loss) income, net of related income taxes (note 10):                    
Cash flow hedges   (19,406)   11,326    3,780    11,425 
Comprehensive income  $138,835   $157,768   $308,384   $256,408 
Earnings per share (note 11):                    
Basic  $0.85   $0.74   $1.63   $1.23 
Diluted  $0.85   $0.74   $1.62   $1.23 

 

See accompanying notes to unaudited condensed interim consolidated financial statements.

 

 QUARTERLY REPORT - Q2 2022 P.36
 CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

GILDAN ACTIVEWEAR INC.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

Six months ended July 3, 2022 and July 4, 2021

(in thousands or thousands of U.S. dollars) - unaudited

 

   Share capital  Contributed
surplus
  Accumulated
other
comprehensive
income (loss)
  Retained
earnings
  Total
equity
   Number  Amount            
Balance, January 2, 2022   192,267   $191,732   $58,128   $64,809   $1,604,736   $1,919,405 
Share-based compensation   –      –      15,651    –      –      15,651 
Shares issued under employee share purchase plan   21    761    –      –      –      761 
Shares issued pursuant to exercise of stock options   43    1,343    (327)   –      –      1,016 
Shares issued or distributed pursuant to vesting of restricted share units   150    4,255    (8,319)   –      –      (4,064)
Shares repurchased for cancellation   (8,697)   (8,803)   –      –      (302,927)   (311,730)
Share repurchases for settlement of non-Treasury RSUs   (148)   (116)   –      –      (5,593)   (5,709)
Deferred compensation to be settled in non-Treasury RSUs   –      –      2,110    –      –      2,110 
Dividends declared   –      –      742    –      (63,373)   (62,631)
Transactions with shareholders of the Company recognized directly in equity   (8,631)   (2,560)   9,857    –      (371,893)   (364,596)
Cash flow hedges (note 10)   –      –      –      3,780    –      3,780 
Net earnings   –      –      –      –      304,604    304,604 
Comprehensive income   –      –      –      3,780    304,604    308,384 
Balance, July 3, 2022   183,636   $189,172   $67,985   $68,589   $1,537,447   $1,863,193 
Balance, January 3, 2021   198,407   $183,938   $24,936   $(9,038)  $1,359,061   $1,558,897 
Share-based compensation   –      –      16,410    –      –      16,410 
Shares issued under employee share purchase plan   23    682    –      –      –      682 
Shares issued pursuant to exercise of stock options   83    2,727    (639)   –      –      2,088 
Shares issued or distributed pursuant to vesting of restricted share units   66    1,978    (3,549)   –      –      (1,571)
Share repurchases for settlement of non-Treasury RSUs   (65)   (47)   –      –      (1,710)   (1,757)
Deferred compensation to be settled in non-Treasury RSUs   –      –      2,197    –      –      2,197 
Dividends declared   –      –      315    –      (30,618)   (30,303)
Transactions with shareholders of the Company recognized directly in equity   107    5,340    14,734    –      (32,328)   (12,254)
Cash flow hedges (note 10)   –      –      –      11,425    –      11,425 
Net earnings   –      –      –      –      244,983    244,983 
Comprehensive income   –      –      –      11,425    244,983    256,408 
Balance, July 4, 2021   198,514   $189,278   $39,670   $2,387   $1,571,716   $1,803,051 

 

See accompanying notes to unaudited condensed interim consolidated financial statements.

 

 QUARTERLY REPORT - Q2 2022 P.37
 CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

GILDAN ACTIVEWEAR INC.

CONDENSED INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands of U.S. dollars) - unaudited

 

  Three months ended  Six months ended
  July 3,
2022
  July 4,
2021
  July 3,
2022
  July 4,
2021
Cash flows from (used in) operating activities:                    
Net earnings  $158,241   $146,442   $304,604   $244,983 
Adjustments for:                    
Depreciation and amortization (note 8(a))   32,288    35,868    65,744    71,494 
Non-cash restructuring costs (gains) related to property, plant and equipment, right-of-use assets, and computer software (note 7)   1,143    428    (2,734)   183 
Timing differences between settlement of financial derivatives and transfer of deferred gains and losses in accumulated OCI to inventory and net earnings   36,394    (3,864)   37,673    (7,848)
Insurance recovery gain, net of loss on disposal of property, plant and equipment   (3,849)   (12,731)   (6,214)   (20,316)
Share-based compensation   8,301    8,690    15,721    16,476 
Other (note 12(a))   1,540    4,026    4,110    (1,844)
Changes in non-cash working capital balances (note 12(c))   (24,320)   21,460    (260,631)   (82,214)
Cash flows from operating activities   209,738    200,319    158,273    220,914 
                     
Cash flows from (used in) investing activities:                    
Purchase of property, plant and equipment(1)   (49,010)   (29,259)   (81,091)   (42,011)
Purchase of intangible assets   (1,199)   (888)   (3,108)   (1,171)
Proceeds from insurance related to property, plant and equipment (PP&E) and other disposals of PP&E(1)   (53)   38,178    (55)   68,178 
Cash flows (used in) from investing activities   (50,262)   8,031    (84,254)   24,996 
                     
Cash flows from (used in) financing activities:                    
(Decrease) Increase in amounts drawn under long-term bank credit facility   (30,000)   –      215,000    –   
Payment of term loan   –      (400,000)   –      (400,000)
Payment of lease obligations   (4,489)   (4,021)   (9,121)   (9,012)
Dividends paid   (62,631)   (30,303)   (62,631)   (30,303)
Proceeds from the issuance of shares   393    2,421    1,707    2,704 
Repurchase and cancellation of shares   (109,522)   –      (314,175)   –   
Share repurchases for settlement of non-Treasury RSUs   –      –      (5,709)   (1,757)
Withholding taxes paid pursuant to the settlement of non-Treasury RSUs   –      (1,571)   (4,064)   (1,571)
Cash flows used in financing activities   (206,249)   (433,474)   (178,993)   (439,939)
                     
Effect of exchange rate changes on cash and cash equivalents denominated in foreign currencies   (1,136)   (57)   (606)   (380)
Decrease in cash and cash equivalents during the period   (47,909)   (225,181)   (105,580)   (194,409)
Cash and cash equivalents, beginning of period   121,575    536,036    179,246    505,264 
Cash and cash equivalents, end of period  $73,666   $310,855   $73,666   $310,855 
                     
Cash paid during the period (included in cash flows from (used in) operating activities):                    
Interest  $4,543   $4,254   $10,653   $13,486 
Income taxes, net of refunds   14,029    1,686    15,606    1,843 

(1) The Company restated comparative figures to conform to the current period's presentation by reclassifying $1.6 million from proceeds from insurance related to property, plant and equipment (PP&E) and other disposals of PP&E, to purchase of property, plant and equipment, for a net impact of nil on total cash flows (used in) from investing activities.

Supplemental disclosure of cash flow information (note 12).

See accompanying notes to unaudited condensed interim consolidated financial statements.

 

 QUARTERLY REPORT - Q2 2022 P.38
 CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

NOTES TO CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

 

For the period ended July 3, 2022

(Tabular amounts in thousands or thousands of U.S. dollars except per share data, unless otherwise indicated)

 

1. REPORTING ENTITY:

 

Gildan Activewear Inc. (the "Company" or "Gildan") is domiciled in Canada and is incorporated under the Canada Business Corporations Act. Its principal business activity is the manufacture and sale of activewear, hosiery, and underwear. The Company’s fiscal year ends on the Sunday closest to December 31 of each year.

 

The address of the Company’s registered office is 600 de Maisonneuve Boulevard West, Suite 3300, Montreal, Quebec. These unaudited condensed interim consolidated financial statements are as at and for the three and six months ended July 3, 2022 and include the accounts of the Company and its subsidiaries. The Company is a publicly listed entity and its shares are traded on the Toronto Stock Exchange and New York Stock Exchange under the symbol GIL.

 

2. BASIS OF PREPARATION:

 

(a) Statement of compliance:

 

These unaudited condensed interim consolidated financial statements have been prepared in accordance with International Accounting Standard (“IAS”) 34, Interim Financial Reporting, as issued by the International Accounting Standards Board (“IASB”). These unaudited condensed interim consolidated financial statements should be read in conjunction with the Company’s fiscal 2021 audited consolidated financial statements. The Company applied the same accounting policies in the preparation of these unaudited condensed interim consolidated financial statements as those disclosed in note 3 of its most recent annual consolidated financial statements.

 

These unaudited condensed interim consolidated financial statements were authorized for issuance by the Board of Directors of the Company on August 3, 2022.

 

(b) Seasonality of the business:

 

The Company’s net sales are subject to seasonal variations. Net sales have historically been higher during the second and third quarters.

 

(c) Operating segments:

 

The Company manages its business on the basis of one reportable operating segment.

 

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 CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

3. NEW ACCOUNTING STANDARDS AND INTERPRETATIONS NOT YET APPLIED:

 

Amendments to IAS 1, Presentation of Financial Statements

On January 23, 2020, the IASB issued narrow-scope amendments to IAS 1, Presentation of Financial Statements, to clarify how to classify debt and other liabilities as current or non-current. The amendments (which affect only the presentation of liabilities in the statement of financial position) clarify that the classification of liabilities as current or non-current should be based on rights that are in existence at the end of the reporting period to defer settlement by at least twelve months and make explicit that only rights in place at the end of the reporting period should affect the classification of a liability; clarify that classification is unaffected by expectations about whether an entity will exercise its right to defer settlement of a liability; and make clear that settlement refers to the transfer to the counterparty of cash, equity instruments, other assets, or services. The amendments are effective for annual reporting periods beginning on or after January 1, 2023 and are to be applied retrospectively. Earlier application is permitted. These amendments are subject to future developments. Certain application issues resulting from the 2020 amendments were raised with the Board, which resulted in the Board publishing exposure draft ED/2021/9 Non-current Liabilities with Covenants in November 2021. Further amendments to IAS 1 are proposed as well as a deferral of the effective date of the 2020 amendments to no earlier than January 1, 2024. The exposure draft was open for comment until March 21, 2022.The Company is currently evaluating the impact of the amendment on its consolidated financial statements.

 

Amendments to IAS 1 and IFRS Practice Statement 2, Disclosure of Accounting Policy Information

In February 2021, the IASB issued amendments to IAS 1 Presentation of Financial Statements and IFRS Practice Statement 2 Making Materiality Judgements. The amendments help entities provide accounting policy disclosures that are more useful to primary users of financial statements by:

 

Replacing the requirement to disclose “significant” accounting policies under IAS 1 with a requirement to disclose “material” accounting policies. Under this, an accounting policy would be material if, when considered together with other information included in an entity’s financial statements, it can reasonably be expected to influence decisions that primary users of general purpose financial statements make on the basis of those financial statements.
Providing guidance in IFRS Practice Statement 2 to explain and demonstrate the application of the four-step materiality process to accounting policy disclosures.

 

The amendments shall be applied prospectively. The amendments to IAS 1 are effective for annual periods beginning on or after January 1, 2023. Earlier application is permitted. Once an entity applies the amendments to IAS 1, it is also permitted to apply the amendments to IFRS Practice Statement 2. The Company is currently evaluating the impact of the amendment on its consolidated financial statements.

 

Amendments to IAS 8, Definition of Accounting Estimates

In February 2021, the IASB amended IAS 8 Accounting Policies, Changes in Accounting Estimates and Errors to introduce a new definition of “accounting estimates” to replace the definition of “change in accounting estimates” and also include clarifications intended to help entities distinguish changes in accounting policies from changes in accounting estimates. This distinction is important because changes in accounting policies must be applied retrospectively while changes in accounting estimates are accounted for prospectively. The amendments are effective for annual periods beginning on or after January 1, 2023. Earlier application is permitted. The Company is currently evaluating the impact of the amendment on its consolidated financial statements.

 

Amendments to IAS 12, Deferred Tax related to Assets and Liabilities arising from a Single Transaction

On May 7, 2021, the IASB amended IAS 12 Income Taxes, to narrow the scope of the initial recognition exemption so that it does not apply to transactions that give rise to equal and offsetting temporary differences. The amendments are effective for annual periods beginning on or after January 1, 2023. The Company is currently evaluating the impact of the amendment on its consolidated financial statements.

 

 QUARTERLY REPORT - Q2 2022 P.40
 CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

4. TRADE ACCOUNTS RECEIVABLE:

 

   July 3,
2022
  January 2,
2022
Trade accounts receivable  $476,088   $343,671 
Allowance for expected credit losses   (15,317)   (13,704)
   $460,771   $329,967 

 

As at July 3, 2022, trade accounts receivables being serviced under a receivables purchase agreement amounted to $110.7 million (January 2, 2022 - $144.9 million). The receivables purchase agreement, which allows for the sale of a maximum of $225 million of accounts receivables at any one time, expires on June 19, 2023, subject to annual extensions. The Company retains servicing responsibilities, including collection, for these trade receivables but has not retained any credit risk with respect to any trade receivables that have been sold. The difference between the carrying amount of the receivables sold under the agreement and the cash received at the time of transfer was $0.9 million (2021 - $0.4 million) and $1.3 million (2021 - $0.8 million), respectively for the three and six months ended July 3, 2022, and was recorded in bank and other financial charges.

 

The movement in the allowance for expected credit losses in respect of trade receivables was as follows:

 

   Three months ended  Six months ended
   July 3,
2022
  July 4,
2021
  July 3,
2022
  July 4,
2021
Allowance for expected credit losses, beginning of period  $(14,315)  $(18,959)  $(13,704)  $(18,994)
(Impairment) Reversal of impairment of trade accounts receivable   (1,051)   166    (1,547)   339 
Write-off (Recoveries) of trade accounts receivable   49    298    (66)   160 
Allowance for expected credit losses, end of period  $(15,317)  $(18,495)  $(15,317)  $(18,495)

 

5. INVENTORIES:

 

   July 3,
2022
  January 2,
2022
Raw materials and spare parts inventories  $214,212   $183,065 
Work in progress   78,973    53,482 
Finished goods   677,839    537,811 
   $971,024   $774,358 

 

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 CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

6. LONG-TERM DEBT:

 

        Principal amount  
    Effective interest rate(1)     July 3,
2022
    January 2,
2022
   Maturity date
Revolving long-term bank credit facility, interest at variable U.S. interest rate(2)(3)   1.7%  $215,000   $–     March 2027
Term loan, interest at variable U.S. interest rate, payable monthly(2)(4)   2.3%   300,000    300,000   June 2026
Notes payable, interest at fixed rate of 2.70%, payable semi-annually(5)   2.7%   100,000    100,000   August 2023
Notes payable, interest at Adjusted LIBOR plus a spread of 1.53%, payable quarterly(5)   2.7%   50,000    50,000   August 2023
Notes payable, interest at fixed rate of 2.91%, payable semi-annually(5)   2.9%   100,000    100,000   August 2026
Notes payable, interest at Adjusted LIBOR plus a spread of 1.57%, payable quarterly(5)   2.9%   50,000    50,000   August 2026
        $815,000   $600,000    

(1)

Represents the annualized effective interest rate for the six months ended July 3, 2022, including the cash impact of interest rate swaps, where applicable.
(2)SOFR advances at Adjusted Term SOFR (includes a 0% to 0.25% reference rate adjustment) plus a spread ranging from 1% to 3%.
(3)The Company’s committed unsecured revolving long-term bank credit facility of $1 billion provides for an annual extension which is subject to the approval of the lenders. The spread added to the Adjusted Term SOFR is a function of the total net debt to EBITDA ratio (as defined in the credit facility agreement and its amendments). In addition, an amount of $41.2 million (January 2, 2022 - $51.1 million) has been committed against this facility to cover various letters of credit.
(4)The unsecured term loan is non-revolving and can be prepaid in whole or in part at any time with no penalties. The spread added to the Adjusted Term SOFR is a function of the total net debt to EBITDA ratio (as defined in the term loan agreements and its amendments).
(5)The unsecured notes issued for a total aggregate principal amount of $300 million to accredited investors in the U.S. private placement market can be prepaid in whole or in part at any time subject to the payment of a prepayment penalty as provided for in the Note Purchase Agreement.

 

On April 20, 2021, the Company fully repaid its $400 million unsecured two-year term loan which was due on April 6, 2022. In June 2021, the Company amended its unsecured term loan of $300 million to extend the maturity date from April 2025 to June 2026.

 

On March 25, 2022, the Company amended and extended its unsecured revolving long-term bank credit facility of $1 billion to March 2027. As part of the amendment, LIBOR references were replaced with Term Secured Overnight Financing Rate (‘‘Term SOFR’’) and the revolving facility includes a sustainability-linked loan ("SLL") structure, whereby its applicable margins are adjusted upon achievement of certain sustainability targets, commencing in 2023. Revolving facility advances made prior to these amendments continue to apply LIBOR rates until the end of their term.

 

On March 25, 2022, the Company amended its $300 million term loan to replace LIBOR references by Term SOFR references.

 

On June 30, 2022, the Company amended its notes purchase agreement to include LIBOR fallback provisions to replace LIBOR with adjusted term SOFR, adjusted daily simple SOFR or any relevant alternate rate selected by the note holders and the Company upon a benchmark transition event or early opt-in election.

 

The Company applied the IFRS 9 interest rate benchmark reform practical expedient for amendments required by the interest rate reform to the revolving-long term bank credit facility, term loan and related interest rate swap agreements.

 

The Company was in compliance with all financial covenants at July 3, 2022 and expects to maintain compliance with its covenants over the next twelve months, based on its current expectations and forecasts.

 

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 CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

7. RESTRUCTURING AND ACQUISITION-RELATED COSTS (RECOVERY):

 

   Three months ended  Six months ended
   July 3,
2022
  July 4,
2021
  July 3,
2022
  July 4,
2021
Employee termination and benefit costs  $–     $211   $584   $211 
Exit, relocation and other costs   409    976    803    2,686 
Net loss (gain) on disposal, write-downs, and accelerated depreciation of property, plant and equipment, right-of-use assets and computer software related to exit activities   1,143    428    (2,734)   183 
Acquisition-related transaction costs   42    –      147    –   
   $1,594   $1,615   $(1,200)  $3,080 

 

Restructuring and acquisition-related recovery for the six months ended July 3, 2022 mainly related to a gain of $3.4 million on the sale of a former manufacturing facility in Mexico, partly offset by $1.1 million in accelerated depreciation of right-of-use assets and $0.6 million in employee termination and benefit costs related to the closure of a distribution center in the U.S.

 

Restructuring and acquisition-related costs for the six months ended July 4, 2021 mainly related to the completion of previously initiated restructuring activities.

 

 QUARTERLY REPORT - Q2 2022 P.43
 CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

8. OTHER INFORMATION:

 

(a) Depreciation and amortization:

 

   Three months ended  Six months ended
   July 3,
2022
  July 4,
2021
  July 3,
2022
  July 4,
2021
Depreciation of property, plant and equipment  $25,843   $22,838   $51,345   $45,954 
Depreciation of right-of-use assets   4,212    3,394    8,160    7,152 
Adjustment for the variation of depreciation included in inventories at the beginning and end of the period   (2,593)   5,038    (3,431)   9,117 
Amortization of intangible assets, excluding computer software   3,443    3,248    6,887    6,555 
Amortization of computer software   1,383    1,350    2,783    2,716 
Depreciation and amortization included in net earnings  $32,288   $35,868   $65,744   $71,494 

 

Included in property, plant and equipment as at July 3, 2022 is $93.0 million (January 2, 2022 - $76.7 million) of buildings and equipment not yet available for use in operations. Included in intangible assets as at July 3, 2022 is $3.4 million (January 2, 2022 - $3.6 million) of software not yet available for use in operations. Depreciation and amortization on these assets commence when the assets are available for use.

 

Effective January 3, 2022, the Company revised the estimated useful life of certain Textile & Sewing manufacturing equipment based on a re-assessment of their expected use to the Company and recent experience of their economic life. These assets, which were previously being depreciated on a straight-line basis over 10 years, will be depreciated on a straight-line basis over 15 years. The change in estimate has been made on a prospective basis. For the year ending January 1, 2023, the change in estimate is expected to result in a reduction of depreciation included in net earnings of approximately $5 million.

 

As at July 3, 2022, the Company has approximately $242 million in commitments to purchase property and equipment, mainly related to manufacturing capacity expansion projects.

 

(b) Financial expenses, net:

 

   Three months ended  Six months ended
   July 3,
2022
  July 4,
2021
  July 3,
2022
  July 4,
2021
Interest expense on financial liabilities recorded at amortized cost(1)  $4,969   $3,406   $8,744   $9,757 
Bank and other financial charges   2,147    2,034    3,934    5,303 
Interest accretion on discounted lease obligations   769    695    1,557    1,420 
Interest accretion on discounted provisions   51    35    102    70 
Foreign exchange (gain) loss   (586)   332    27    800 
   $7,350   $6,502   $14,364   $17,350 

(1) Net of capitalized borrowing costs of $0.4 million (2021 - $0.5 million) and $0.7 million (2021 - $0.9 million), respectively, for the three and six months ended July 3, 2022.

 

 QUARTERLY REPORT - Q2 2022 P.44
 CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

8. OTHER INFORMATION (continued):

 

(c) Related party transaction:

 

The Company incurred expenses for aircraft usage of $0.6 million (2021 - $0.7 million) and $1.5 million (2021 - $0.8 million) respectively, for the three and six months ended July 3, 2022, with a company controlled by the President and Chief Executive Officer of the Company. The payments made are in accordance with the terms of the agreement established and agreed to by the related parties. As at July 3, 2022, the amount in accounts payable and accrued liabilities related to the airplane usage was $0.6 million (January 2, 2022 - $0.3 million).

 

(d) Lease obligations:

 

The Company’s leases are primarily for manufacturing, sales, distribution, and administrative facilities.

 

The following table presents lease obligations recorded in the statement of financial position:

 

   July 3,
2022
  January 2,
2022
Current  $14,598   $15,290 
Non-current   92,020    93,812 
   $106,618   $109,102 

 

The following table presents the future minimum lease payments under non-cancellable leases (including short-term leases) as at July 3, 2022:

 

   July 3,
2022
Less than one year  $19,684 
One to five years   54,682 
More than five years   55,470 
   $129,836 

 

For the three and six months ended July 3, 2022, the total cash outflow for recognized lease obligations (including interest) was $5.3 million and $10.7 million (2021 - $4.7 million and $10.4 million), of which $4.5 million and $9.1 million (2021 - $4.0 million and $9.0 million), respectively, was included as part of cash outflows used in financing activities.

 

 QUARTERLY REPORT - Q2 2022 P.45
 CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

8. OTHER INFORMATION (continued):

 

(e) Cost of sales:

 

Included in cost of sales for the three and six months ended July 3, 2022 are the following items:

 

Net insurance gains of nil and $0.3 million respectively, for the three and six months ended July 3, 2022, related to the two hurricanes which occurred in Central America in November 2020. The net insurance gains reflected costs of $3.6 million and $8.0 million respectively, for the three and six months ended July 3, 2022, (mainly attributable to equipment repairs, and other costs and charges), which were more than offset by related accrued insurance recoveries of $3.6 million and $8.3 million respectively, for the three and six months ended July 3, 2022. The insurance gains primarily relate to accrued insurance recoveries at replacement cost value for damaged equipment in excess of the write-off of the net book value of property plant and equipment.

 

Since November 2020, the Company has recognized $221.0 million of accrued insurance recoveries, of which $200.0 million has been received as an advance ($50.0 million in December 2020, $50.0 million in March 2021, $50.0 million in June 2021 and $50.0 million in September 2021). As at July 3, 2022, $21.0 million of insurance recoveries receivable are recorded in prepaid expenses, deposits and other current assets in the consolidated statement of financial position.

 

The Company recognizes insurance recoveries for items that it has an unconditional contractual right to receive. The Company expects to recognize additional insurance recoveries as the insurance claim process progresses.

 

Included in cost of sales for the three and six months ended July 4, 2021 are the following:

 

A reduction of cost of sales related to pandemic government assistance for users of U.S. cotton of $0.4 million and $18.3 million respectively, for the three and six months ended July 4, 2021.

 

A net gain of $12.7 million and $18.9 million respectively, for the three and six months ended July 4, 2021, related to the two hurricanes which occurred in Central America in November 2020, consisting of accrued insurance recoveries of $28.1 million and $58.6 million respectively, partially offset by the following related costs totaling $15.4 million and $39.7 million respectively:

 

$2.0 million and $6.4 million of losses, respectively, on disposal of unrepairable equipment;

 

$13.2 million and $30.4 million, respectively, of equipment repairs, salary and benefits continuation for idle employees, and other costs; and

 

$0.2 million and $2.9 million, respectively, of unabsorbed salary, benefits, and overhead costs, including depreciation that resulted from production interruptions related to the two hurricanes.

 

 QUARTERLY REPORT - Q2 2022 P.46
 CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

9. FAIR VALUE MEASUREMENT:

 

Financial instruments – carrying amounts and fair values:

The carrying amounts and fair values of financial assets and liabilities included in the unaudited condensed interim consolidated statements of financial position are as follows:

 

   July 3,
2022
  January 2,
2022
Financial assets          
Amortized cost:          
Cash and cash equivalents  $73,666   $179,246 
Trade accounts receivable   460,771    329,967 
Financial assets included in prepaid expenses, deposits and other current assets   72,191    69,995 
Long-term non-trade receivables included in other non-current assets   257    390 
Fair value through other comprehensive income:          
Derivative financial assets included in prepaid expenses, deposits and other current assets   32,007    62,758 
Financial liabilities          
Amortized cost:          
Accounts payable and accrued liabilities(1)   499,508    436,073 
Long-term debt - bearing interest at variable rates   615,000    400,000 
Long-term debt - bearing interest at fixed rates(2)   200,000    200,000 
Fair value through other comprehensive income:          
Derivative financial liabilities included in accounts payable and accrued liabilities   5,159    4,328 

(1) Accounts payable and accrued liabilities include $26.0 million (January 2, 2022 - $18.1 million) under supply-chain financing arrangements (reverse factoring) with a financial institution, whereby receivables due from the Company to certain suppliers can be collected by the suppliers from a financial institution before their original due date. These balances are classified as accounts payable and accrued liabilities and the related payments as cash flows from operating activities, given the principal business purpose of the arrangement is to provide funding to the supplier and not the Company, the arrangement does not significantly extend the payment terms beyond the normal terms agreed with other suppliers, and no additional deferral or special guarantees to secure the payments are included in the arrangement. Accounts payable and accrued liabilities also include balances payable of $22.2 million (January 2, 2022 - $48.8 million) resulting mainly from a one-week timing difference between the collection of sold receivables and the weekly remittance to our bank counterparty under our receivables purchase agreement that is disclosed in note 4 to these consolidated financial statements.

(2) The fair value of the long-term debt bearing interest at fixed rates was $202.8 million as at July 3, 2022 (January 2, 2022 - $212.2 million).

 

Short-term financial assets and liabilities

The Company has determined that the fair value of its short-term financial assets and liabilities approximates their respective carrying amounts as at the reporting dates due to the short-term maturities of these instruments, as they bear variable interest-rates, or because the terms and conditions are comparable to current market terms and conditions for similar items.

 

Non-current assets and long-term debt bearing interest at variable rates

The fair values of the long-term non-trade receivables included in other non-current assets and the Company’s long-term debt bearing interest at variable rates also approximate their respective carrying amounts because the interest rates applied to measure their carrying amounts approximate current market interest rates.

 

 QUARTERLY REPORT - Q2 2022 P.47
 CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

9. FAIR VALUE MEASUREMENT (continued):

 

Long-term debt bearing interest at fixed rates

The fair value of the long-term debt bearing interest at fixed rates is determined using the discounted future cash flows method and at discount rates based on yield to maturities for similar issuances. The fair value of the long-term debt bearing interest at fixed rates was measured using Level 2 inputs in the fair value hierarchy. In determining the fair value of the long-term debt bearing interest at fixed rates, the Company takes into account its own credit risk and the credit risk of the counterparties.

 

Derivatives

Derivative financial instruments are designated as effective hedging instruments and consist of foreign exchange and commodity forward, option, and swap contracts, as well as floating-to-fixed interest rate swaps to fix the variable interest rates on a designated portion of borrowings under the term loan and unsecured notes. The fair value of the forward contracts is measured using a generally accepted valuation technique which is the discounted value of the difference between the contract’s value at maturity based on the rate set out in the contract and the contract’s value at maturity based on the rate that the counterparty would use if it were to renegotiate the same contract terms at the measurement date under current conditions. The fair value of the option contracts is measured using option pricing models that utilize a variety of inputs that are a combination of quoted prices and market-corroborated inputs, including volatility estimates and option adjusted credit spreads. The fair value of the interest rate swaps is determined based on market data, by measuring the difference between the fixed contracted rate and the forward curve for the applicable floating interest rates.

 

The Company also has a total return swap (“TRS”) outstanding that is intended to reduce the variability of net earnings associated with deferred share units, which are settled in cash. The TRS is not designated as a hedging instrument and, therefore, the fair value adjustment at the end of each reporting period is recognized in selling, general and administrative expenses. The fair value of the TRS is measured by reference to the market price of the Company’s common shares, at each reporting date. The TRS has a one-year term, may be extended annually, and the contract allows for early termination at the option of the Company. As at July 3, 2022, the notional amount of TRS outstanding was 323,138 shares.

 

Derivative financial instruments were measured using Level 2 inputs in the fair value hierarchy. In determining the fair value of derivative financial instruments the Company takes into account its own credit risk and the credit risk of the counterparties.

 

 QUARTERLY REPORT - Q2 2022 P.48
 CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

10. OTHER COMPREHENSIVE (LOSS) INCOME (“OCI”):

 

   Three months ended  Six months ended
   July 3,
2022
  July 4,
2021
  July 3,
2022
  July 4,
2021
Net gain (loss) on derivatives designated as cash flow hedges:         
Foreign currency risk  $7,127   $(585)  $9,243   $(1,101)
Commodity price risk   9,668    8,915    54,626    11,749 
Interest rate risk   1,571    (719)   12,405    3,429 
Income taxes   (71)   6    (92)   11 
Amounts reclassified from OCI to inventory, related to commodity price risk   (32,581)   1,849    (65,170)   (7,025)
Amounts reclassified from OCI to net earnings, related to foreign currency risk, commodity price risk, and interest rate risk, and included in:                    
Net sales   (3,087)   2,139    (4,826)   3,759 
Cost of sales   (6)   –      (6)   –   
Selling, general and administrative expenses   (55)   (559)   (41)   (1,017)
Financial expenses, net   (2,022)   301    (2,430)   1,666 
Income taxes   50    (21)   71    (46)
Other comprehensive (loss) income  $(19,406)  $11,326   $3,780   $11,425 

 

The change in the time value element of option and swap contracts designated as cash flow hedges to reduce the exposure in movements of commodity prices was not significant for the three and six months ended July 3, 2022 and for the three and six months ended July 4, 2021. The change in the forward element of derivatives designated as cash flow hedges to reduce foreign currency risk was not significant for the three and six months ended July 3, 2022 and for the three and six months ended July 4, 2021. No ineffectiveness has been recognized in net earnings for the three and six months ended July 3, 2022 and for the three and six months ended July 4, 2021.

 

As at July 3, 2022, accumulated other comprehensive income of $68.6 million consisted of net deferred gains on commodity forward, option, and swap contracts of $54.3 million, net deferred gains on interest rate swap contracts of $9.8 million, and net deferred gains on forward foreign exchange contracts of $4.5 million. Approximately $62.1 million of net gains presented in accumulated other comprehensive income are expected to be reclassified to inventory or net earnings within the next twelve months.

 

 QUARTERLY REPORT - Q2 2022 P.49
 CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

11. EARNINGS PER SHARE:

 

Reconciliation between basic and diluted earnings per share is as follows:

 

   Three months ended  Six months ended
   July 3,
2022
  July 4,
2021
  July 3,
2022
  July 4,
2021
Net earnings - basic and diluted  $158,241   $146,442   $304,604   $244,983 
Basic earnings per share:                    
Basic weighted average number of common shares outstanding   185,506    198,464    187,425    198,441 
Basic earnings per share  $0.85   $0.74   $1.63   $1.23 
Diluted earnings per share:                    
Basic weighted average number of common shares outstanding   185,506    198,464    187,425    198,441 
Plus dilutive impact of stock options, Treasury RSUs and common shares held in trust   363    586    627    363 
Diluted weighted average number of common shares outstanding   185,869    199,050    188,052    198,804 
Diluted earnings per share  $0.85   $0.74   $1.62   $1.23 

 

Excluded from the above calculation for the three months ended July 3, 2022 are 1,132,737 stock options (2021 - nil) and 25,614 Treasury RSUs (2021 - nil) which were deemed to be anti-dilutive. Excluded from the above calculation for the six months ended July 3, 2022 are nil stock options (2021 - 1,132,737) and 25,614 Treasury RSUs (2021 - nil) which were deemed to be anti-dilutive.

 

12. SUPPLEMENTAL CASH FLOW DISCLOSURE:

 

(a) Adjustments to reconcile net earnings to cash flows from (used in) operating activities - other items:

 

   Three months ended  Six months ended
   July 3,
2022
  July 4,
2021
  July 3,
2022
  July 4,
2021
Deferred income taxes  $–     $2,369   $4,000   $3,569 
Unrealized net (gain) loss on foreign exchange and financial derivatives   (582)   4    (847)   (5,176)
Other non-current assets   744    (45)   1,030    826 
Other non-current liabilities   1,378    1,698    (73)   (1,063)
   $1,540   $4,026   $4,110   $(1,844)

 

 QUARTERLY REPORT - Q2 2022 P.50
 CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

12. SUPPLEMENTAL CASH FLOW DISCLOSURE (continued):

 

(b) Variations in non-cash transactions:

 

   Three months ended  Six months ended
   July 3,
2022
  July 4,
2021
  July 3,
2022
  July 4,
2021
Dividend payable  $(31,451)  $–     $–     $–   
Shares repurchased for cancellation included in accounts payable and accrued liabilities   971    –      (2,445)   –   
Additions to property, plant and equipment and intangible assets included in accounts payable and accrued liabilities   4,723    3,465    10,911    4,519 
(Proceeds) loss on disposal of property, plant and equipment and computer software included in other current assets   (53)   105    (55)   –   
Additions (lease modifications) to right-of-use assets included in lease obligations   6,142    (164)   7,430    (164)
Non-cash ascribed value credited to share capital from shares issued or distributed pursuant to vesting of restricted share units and exercise of stock options   –      639    4,582    2,617 
Deferred compensation credited to contributed surplus   –      –      (2,110)   (2,197)
Non-cash ascribed value credited to contributed surplus for dividends attributed to restricted share units   742    315    742    315 

 

(c) Changes in non-cash working capital balances:

 

   Three months ended  Six months ended
   July 3,
2022
  July 4,
2021
  July 3,
2022
  July 4,
2021
Trade accounts receivable  $(2,806)  $(74,493)  $(133,154)  $(146,945)
Income taxes   (5,706)   2,589    (2,441)   5,671 
Inventories   (78,919)   10,676    (193,235)   (1,820)
Prepaid expenses, deposits and other current assets   3,495    16,569    9,425    (4,442)
Accounts payable and accrued liabilities   59,616    66,119    58,774    65,322 
   $(24,320)  $21,460   $(260,631)  $(82,214)

 

 QUARTERLY REPORT - Q2 2022 P.51
 CONDENSED INTERIM CONSOLIDATED FINANCIAL STATEMENTS

 

13. CONTINGENT LIABILITIES:

 

Claims and litigation

The Company is a party to claims and litigation arising in the normal course of operations. The Company does not expect the resolution of these matters to have a material adverse effect on the financial position or results of operations of the Company.

 

14. DISAGGREGATION OF REVENUE:

 

Net sales by major product group were as follows:

 

   Three months ended  Six months ended
   July 3,
2022
  July 4,
2021
  July 3,
2022
  July 4,
2021
Activewear  $757,813   $597,111   $1,425,073   $1,081,722 
Hosiery and underwear   137,768    150,042    245,379    255,016 
   $895,581   $747,153   $1,670,452   $1,336,738 

 

Net sales were derived from customers located in the following geographic areas:

 

   Three months ended  Six months ended
   July 3,
202
2
  July 4,
2021
  July 3,
2022
  July 4,
2021
United States  $796,074   $641,254   $1,477,894   $1,148,074 
Canada   31,444    25,149    61,638    47,743 
International   68,063    80,750    130,920    140,921 
   $895,581   $747,153   $1,670,452   $1,336,738 

 

15. EVENTS AFTER THE REPORTING PERIOD:

 

The Company received approval from the Toronto Stock Exchange (TSX) to renew its normal course issuer bid (NCIB) program commencing on August 9, 2022, to purchase for cancellation a maximum of 9,132,337 common shares, representing 5% of the Company's issued and outstanding common shares.

 

The Company is authorized to make purchases under the bid during the period from August 9, 2022 to August 8, 2023. The Company may purchase up to a maximum of 145,769 common shares daily through TSX facilities.

 

 QUARTERLY REPORT - Q2 2022 P.52