8-K

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):November 3, 2009

WEYCO GROUP, INC.

(Exact name of registrant as specified in its charter)

Wisconsin	0-9068	39-0702200
(State or other jurisdiction	(Commission	(I.R.S. Employer
of incorporation)	File Number)	Identification No.)

333 W. Estabrook Blvd.
P. O. Box 1188
Milwaukee, WI	53201
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code    414-908-1600

(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 240.13a-4(c))

Item 2.02  Results of Operations and Financial Condition

The following information is being furnished under Item 2.02 of Form 8-K:

On November 3, 2009 Weyco Group, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2009.  A copy of this press release is attached as Exhibit 99.1 to this Form 8-K.  The information under this Item 2.02, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.

Item 9.01  Financial Statements and Exhibits

(d) Exhibits

99.1 Press release issued by the registrant on November 3, 2009.

Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:   November 3, 2009	WEYCO GROUP, INC.
	/s/ John Wittkowske
	John Wittkowske
	Senior Vice President/CFO

Exhibit Index

99.1 Press release, dated November 3, 2009

EX-99.1

WEYCO REPORTS THIRD QUARTER SALES AND EARNINGS

(Milwaukee, Wisconsin—November 3, 2009)  Weyco Group, Inc. (NASDAQ:WEYS) today announced financial results for the quarter ended September 30, 2009.

Net sales for the third quarter were $57.9 million, an increase of 1% from 2008 sales of $57.2 million.  Net earnings for the quarter were $3.4 million, down from $4.3 million in 2008.  Diluted earnings per share were $.29 per share in 2009 as compared with $.37 per share in the third quarter of 2008.

On January 23, 2009, the Company acquired a majority interest in a new subsidiary that subsequently purchased the Florsheim wholesale and retail businesses in Australia, Asia Pacific and South Africa (collectively “Florsheim Australia”).  The financial results of Florsheim Australia are included in the Company’s consolidated financial statements from the date of acquisition.  The Company previously had license agreements with these entities; consequently, no licensing revenues were recorded for these entities after January 23, 2009.

Net sales in the wholesale division, which includes North American wholesale sales and licensing revenues, were $42.4 million for the third quarter of 2009, compared with $48.8 million in 2008.  Wholesale product sales were $41.8 million in the third quarter of 2009, down from $47.8 million in 2008. In the wholesale division, sales of the Company’s Stacy Adams, Nunn Bush and Florsheim brands were down 10%, 7% and 21%, respectively.  Licensing revenues were $616,000 in 2009 and $991,000 in 2008.  The decrease in licensing revenues resulted from the Company’s acquisition of its licensees in Australia, Asia Pacific, and South Africa, described above, and also was due to a general trend of lower sales of the Company’s licensed products in the current challenging retail environment.

Net sales in the retail division, which includes sales from the Company’s North American retail stores and domestic Internet business, were $5.1 million in the third quarter of 2009, compared with $6.2 million in 2008.  The Company has two fewer stores this year compared with 2008.  Same store sales were down 9.5%.

Foreign sales, which include the wholesale and retail sales of Florsheim Europe and Florsheim Australia, were $10.5 million in the third quarter of 2009, compared to $2.2 million in 2008.  In 2009, Florsheim Europe’s net sales were $2.3 million, with the remaining $8.2 million representing sales of Florsheim Australia.

Operating earnings for the third quarter were $4.6 million, down from $6.3 million in 2008.  As a percent of sales, operating earnings fell from 11.1% in 2008 to 7.9% in 2009, due primarily to lower sales volumes in 2009.

“Our results continue to be impacted by the generally weak retail economy,” stated Tom Florsheim, Jr., Chairman and CEO of Weyco Group. “Our Company has strong brands and a lean cost structure and we believe that we will be well-positioned for success when the overall economy improves.”

Weyco Group will host a conference call on November 4, 2009, at 11:00 a.m. Eastern Time to discuss the third quarter financial results in more detail.  To participate in the call please dial 888-713-4215 or 617-213-4867, referencing passcode #41299823, five minutes before the start of the call. A replay will be available for one week beginning about one hour after the completion of the call by dialing 888-286-8010 or 617-801-6888, referencing passcode #84847251.  Alternatively, the conference call and replay will be available by visiting the investor relations section of Weyco Group’s website at www.weycogroup.com.

About Weyco Group:

Weyco Group, Inc., designs and markets moderately priced and better-grade men’s branded footwear for casual, fashion, and dress lifestyles.  The principal brands of shoes sold by the Company are Florsheim, Nunn Bush, and Stacy Adams.  The Company’s products are sold to shoe specialty stores, department stores and clothing retailers.  Weyco Group, Inc. operates wholesale and retail businesses in the United States, Canada, Europe, Australia, South Africa and the Far East.

Forward-Looking Statements

This press release contains certain forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995.  Various factors could cause the results of Weyco Group to be materially different from any future results expressed or implied by such forward-looking statements.  Such factors include, but are not limited to, the Company’s ability to: (i) successfully market and sell its products in a highly competitive industry and in view of changing consumer trends, consumer acceptance of products and other factors affecting retail market conditions; (ii) procure its products from independent manufacturers; and (iii) other factors, including those detailed from time to time in Weyco Group’s filings made with the SEC.   Weyco Group undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise.

For more information, contact:

John Wittkowske

Senior Vice President and Chief Financial Officer

414-908-1880

WEYCO GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED CONDENSED STATEMENTS OF EARNINGS

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 30, 2009 AND 2008 (UNAUDITED)

	Three Months Ended September 30,						Nine Months Ended September 30,
	2009			2008			2009			2008
	(In thousands, except per share amounts)
Net sales	$	57,943		$	57,170		$	166,904		$	171,465
Cost of sales		36,272			36,265			106,631			108,561
Gross earnings		21,671			20,905			60,273			62,904
Selling and administrative expenses		17,089			14,578			50,156			43,097
Earnings from operations		4,582			6,327			10,117			19,807
Interest income		523			496			1,542			1,496
Interest expense		(1	)		(15	)		(26	)		(45	)
Other income and expense, net		373			3			1,172			11
Earnings before provision for income taxes		5,477			6,811			12,805			21,269
Provision for income taxes		1,877			2,470			4,352			7,745
Net earnings		3,600			4,341			8,453			13,524
Net earnings attributable to noncontrolling interest		240			-			404			-
Net earnings attributable to Weyco Group, Inc.	$	3,360		$	4,341		$	8,049		$	13,524
Weighted average shares outstanding
Basic		11,256			11,352			11,259			11,418
Diluted		11,453			11,726			11,493			11,791
Earnings per share
Basic	$	0.30		$	0.38		$	0.71		$	1.18
Diluted	$	0.29		$	0.37		$	0.70		$	1.15
Cash dividends per share	$	0.15		$	0.14		$	0.44		$	0.39

WEYCO GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED CONDENSED BALANCE SHEETS

(UNAUDITED)

	September 30,			December 31,
	2009			2008
	(Dollars in thousands)
ASSETS:
Cash and cash equivalents	$	10,709		$	11,486
Marketable securities, at amortized cost		1,326			6,623
Accounts receivable, net		42,612			29,873
Accrued income tax receivable		-			2,226
Inventories		44,452			47,012
Deferred income tax benefits		371			579
Prepaid expenses and other current assets		3,245			3,678
Total current assets		102,715			101,477
Marketable securities, at amortized cost		46,319			39,447
Deferred income tax benefits		629			736
Other assets		11,058			10,069
Property, plant and equipment, net		28,351			28,043
Trademark		10,868			10,868
Total assets	$	199,940		$	190,640
LIABILITIES & SHAREHOLDERS' INVESTMENT:
Short-term borrowings	$	-		$	1,250
Accounts payable		7,043			7,494
Dividend payable		1,690			1,589
Accrued liabilities		8,491			6,490
Accrued income taxes		801			-
Total current liabilities		18,025			16,823
Long-term pension liability		15,255			15,160
Common stock		11,322			11,353
Capital in excess of par value		16,578			15,203
Reinvested earnings		143,204			142,617
Accumulated other comprehensive loss		(8,384	)		(10,516	)
Total Weyco Group Inc. shareholders' investment		162,720			158,657
Noncontrolling interest		3,940			-
Total shareholders' investment		166,660			158,657
Total liabilities and shareholders' investment	$	199,940		$	190,640

WEYCO GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS

FOR THE NINE MONTHS ENDED SEPTEMBER 30, 2009 AND 2008 (UNAUDITED)

	2009			2008
	(Dollars in thousands)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings	$	8,453		$	13,524
Adjustments to reconcile net earnings to net cash provided by operating activities -
Depreciation		2,163			1,962
Amortization		70			85
Deferred income taxes		315			(598	)
Stock-based compensation		645			437
Pension contibution		(1,000	)		-
Pension expense		2,240			1,014
Loss on disposal of fixed assets		14			141
Increase in cash surrender value of life insurance		(249	)		(247	)
Change in operating assets and liabilities -
Accounts receivable		(8,042	)		(2,297	)
Inventories		9,614			(1,179	)
Prepaids and other current assets		956			453
Accounts payable		(1,953	)		(2,568	)
Accrued liabilities and other		1,623			(1,673	)
Accrued income taxes		3,027			184
Net cash provided by operating activities		17,876			9,238
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisition of businesses		(9,320	)		-
Purchase of marketable securities		(8,065	)		(2,841	)
Proceeds from maturities of marketable securities		6,420			4,078
Life insurance premiums paid		(155	)		(155	)
Purchase of property, plant and equipment		(935	)		(2,048	)
Proceeds from the sale of property, plant and equipment		-			2
Net cash used for investing activities		(12,055	)		(964	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Cash received from noncontrolling interest		1,314			-
Cash dividends paid		(4,881	)		(4,144	)
Shares purchased and retired		(2,596	)		(8,418	)
Proceeds from stock options exercised		677			2,058
Net (repayments) borrowings under revolving credit agreement		(1,250	)		1,450
Income tax benefits from share-based compensation		138			1,635
Net cash used for financing activities		(6,598	)		(7,419	)
Net (decrease) increase in cash and cash equivalents		(777	)		855
CASH AND CASH EQUIVALENTS at beginning of period	$	11,486		$	7,859
CASH AND CASH EQUIVALENTS at end of period	$	10,709		$	8,714
SUPPLEMENTAL CASH FLOW INFORMATION:
Income taxes paid, net of refunds	$	1,304		$	6,470
Interest paid	$	28		$	45