UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549
FORM 8-K
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CURRENT REPORT | ||||
Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of 1934
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Date of Report (date of earliest event reported): July 31, 2012 | ||||
WEYCO GROUP, INC. | ||||
(Exact name of registrant as specified in its charter)
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Wisconsin | 0-9068 | 39-0702200 | ||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer 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 | ||||
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(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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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£ | 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 July 31, 2012 Weyco Group, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2012. 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 July 31, 2012. |
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: July 31, 2012 | WEYCO GROUP, INC. |
/s/ John Wittkowske | |
John Wittkowske | |
Senior Vice President/CFO |
Exhibit Index
99.1 Press release, dated July 31, 2012
Weyco Reports Second Quarter Sales And Earnings
MILWAUKEE, July 31, 2012 /PRNewswire/ -- Weyco Group, Inc. (NASDAQ:WEYS) (the "Company") today announced financial results for the quarter ended June 30, 2012.
Net sales for the second quarter were $60.3 million, an increase of 7% from 2011 sales of $56.6 million. Operating earnings for the second quarter of 2012 were $3.4 million, compared to $2.7 million in 2011. Net earnings attributable to the Company were $2.2 million, compared to $1.9 million in 2011. Diluted earnings per share increased to $0.20 per share in 2012 from $0.17 per share in the second quarter of 2011.
Net sales in the North American wholesale segment, which include North American wholesale sales and licensing revenues, were $43.6 million for the second quarter of 2012, compared with $39.4 million in 2011. Wholesale product sales were $43.1 million in the second quarter of 2012, up from $38.8 million in 2011. Wholesale sales of Stacy Adams, Nunn Bush, Florsheim and Bogs were up 13%, 9%, 5% and 34%, respectively, for the quarter. Umi sales were down 4%. Licensing revenues were $539,000 in the second quarter of 2012 and $557,000 in 2011. Operating earnings for the segment were $2.1 million in the second quarter of 2012, compared to $1.0 million in 2011.
Net sales in the North American retail segment, which include sales from the Company's Florsheim retail stores in the United States and its Internet business, were $5.6 million in the second quarter of 2012, compared with $5.9 million in 2011. Same store sales increased 5% for the quarter. There were five fewer domestic retail stores as of June 30, 2012 compared to 2011. Operating earnings for the segment decreased approximately $165,000 for the quarter.
Other net sales, which include the wholesale and retail sales of Florsheim Australia and Florsheim Europe, were $11.1 million in the second quarter of 2012, compared to $11.3 million in 2011. The majority of other net sales are generated by Florsheim Australia. Florsheim Australia's net sales increased 3%, or $285,000, but that gain was offset by a sales decrease of $445,000 at Florsheim Europe. Collectively, the operating earnings of the Company's other businesses were $1.3 million in the second quarter of 2012 compared with $1.5 million in the same period last year.
"We are pleased with the sales volume increases that our major brands attained this quarter," stated Thomas W. Florsheim, Jr., Chairman and CEO. "While the current retail market remains unpredictable, we feel our overall business is well positioned going into the second half of the year."
On July 30, 2012, the Company's Board of Directors declared a quarterly cash dividend of $0.17 per share to all shareholders of record September 3, 2012, payable October 1, 2012.
Weyco Group will host a conference call on August 1, 2012 at 11:00 a.m. Eastern Time to discuss the second quarter financial results in more detail. To participate in the call please dial 888-713-4205 or 617-213-4862, referencing passcode 71259426, 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 39639443. 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 quality and innovative footwear for men, women and children under a portfolio of well-recognized brand names including: Florsheim, Nunn Bush, Stacy Adams, BOGS, Rafters and Umi. The Company's products can be found in leading footwear, department, and specialty stores worldwide. Weyco Group also operates Florsheim concept stores in the United States and Australia, as well as in a variety of international markets.
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.
WEYCO GROUP, INC. AND SUBSIDIARIES | ||||||||
CONSOLIDATED CONDENSED STATEMENTS OF EARNINGS AND COMPREHENSIVE INCOME (UNAUDITED) | ||||||||
Three Months Ended June 30, | Six Months Ended June 30, | |||||||
2012 | 2011 | 2012 | 2011 | |||||
(In thousands, except per share amounts) | ||||||||
Net sales | $ 60,333 | $ 56,550 | $ 135,647 | $ 121,696 | ||||
Cost of sales | 37,455 | 33,887 | 84,738 | 74,208 | ||||
Gross earnings | 22,878 | 22,663 | 50,909 | 47,488 | ||||
Selling and administrative expenses | 19,476 | 19,930 | 41,674 | 39,946 | ||||
Earnings from operations | 3,402 | 2,733 | 9,235 | 7,542 | ||||
Interest income | 483 | 586 | 966 | 1,176 | ||||
Interest expense | (116) | (137) | (245) | (227) | ||||
Other income and expense, net | (123) | 52 | (65) | 108 | ||||
Earnings before provision for income taxes | 3,646 | 3,234 | 9,891 | 8,599 | ||||
Provision for income taxes | 1,094 | 946 | 3,284 | 2,809 | ||||
Net earnings | 2,552 | 2,288 | 6,607 | 5,790 | ||||
Net earnings attributable to noncontrolling interest | 333 | 351 | 519 | 481 | ||||
Net earnings attributable to Weyco Group, Inc. | $ 2,219 | $ 1,937 | $ 6,088 | $ 5,309 | ||||
Weighted average shares outstanding | ||||||||
Basic | 10,865 | 11,120 | 10,877 | 11,221 | ||||
Diluted | 10,982 | 11,239 | 11,005 | 11,358 | ||||
Earnings per share | ||||||||
Basic | $ 0.20 | $ 0.17 | $ 0.56 | $ 0.47 | ||||
Diluted | $ 0.20 | $ 0.17 | $ 0.55 | $ 0.47 | ||||
Cash dividends per share | $ 0.17 | $ 0.16 | $ 0.33 | $ 0.32 | ||||
Comprehensive income | $ 2,088 | $ 2,689 | $ 6,978 | $ 6,691 | ||||
Comprehensive income attributable to noncontrolling interest | 151 | 420 | 796 | 610 | ||||
Comprehensive income attributable to Weyco Group, Inc. | $ 1,937 | $ 2,269 | $ 6,182 | $ 6,081 |
WEYCO GROUP, INC. AND SUBSIDIARIES | ||||
CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED) | ||||
June 30, | December 31, | |||
2012 | 2011 | |||
(Dollars in thousands) | ||||
ASSETS: | ||||
Cash and cash equivalents | $ 9,266 | $ 10,329 | ||
Marketable securities, at amortized cost | 5,513 | 4,745 | ||
Accounts receivable, net | 38,246 | 43,636 | ||
Accrued income tax receivable | 1,211 | 816 | ||
Inventories | 60,615 | 62,689 | ||
Deferred income tax benefits | 100 | 395 | ||
Prepaid expenses and other current assets | 5,178 | 5,613 | ||
Total current assets | 120,129 | 128,223 | ||
Marketable securities, at amortized cost | 43,118 | 46,839 | ||
Deferred income tax benefits | 4,205 | 3,428 | ||
Property, plant and equipment, net | 31,583 | 31,077 | ||
Goodwill | 11,112 | 11,112 | ||
Trademarks | 34,748 | 34,748 | ||
Other assets | 18,270 | 18,081 | ||
Total assets | $ 263,165 | $ 273,508 | ||
LIABILITIES AND EQUITY: | ||||
Short-term borrowings | $ 34,000 | $ 37,000 | ||
Accounts payable | 4,405 | 12,936 | ||
Dividend payable | 1,848 | 1,742 | ||
Accrued liabilities | 14,387 | 13,217 | ||
Total current liabilities | 54,640 | 64,895 | ||
Long-term pension liability | 27,107 | 26,344 | ||
Other long-term liabilities | 7,832 | 10,879 | ||
Equity: | ||||
Common stock | 10,882 | 10,922 | ||
Capital in excess of par value | 24,730 | 22,222 | ||
Reinvested earnings | 145,104 | 146,266 | ||
Accumulated other comprehensive loss | (13,325) | (13,419) | ||
Total Weyco Group, Inc. equity | 167,391 | 165,991 | ||
Noncontrolling interest | 6,195 | 5,399 | ||
Total equity | 173,586 | 171,390 | ||
Total liabilities and equity | $ 263,165 | $ 273,508 |
WEYCO GROUP, INC. AND SUBSIDIARIES | |||||
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) | |||||
Six Months Ended June 30, | |||||
2012 | 2011 | ||||
(Dollars in thousands) | |||||
CASH FLOWS FROM OPERATING ACTIVITIES: | |||||
Net earnings | $ 6,607 | $ 5,790 | |||
Adjustments to reconcile net earnings to net cash | |||||
provided by operating activities - | |||||
Depreciation | 1,603 | 1,342 | |||
Amortization | 184 | 83 | |||
Bad debt expense | 152 | 99 | |||
Deferred income taxes | (841) | (957) | |||
Net gain on remeasurement of contingent consideration | (1,219) | - | |||
Net foreign currency transaction losses (gains) | 90 | (121) | |||
Stock-based compensation | 598 | 597 | |||
Pension expense | 1,869 | 1,474 | |||
Net losses (gains) on disposal of property, plant and equipment | 3 | (13) | |||
Increase in cash surrender value of life insurance | (115) | (127) | |||
Changes in operating assets and liabilities, net of effects from acquisitions - | |||||
Accounts receivable | 5,244 | 8,083 | |||
Inventories | 2,082 | 4,662 | |||
Prepaids and other assets | 376 | 1,060 | |||
Accounts payable | (8,547) | (3,484) | |||
Accrued liabilities and other | (1,099) | (1,320) | |||
Accrued income taxes | (392) | (2,281) | |||
Net cash provided by operating activities | 6,595 | 14,887 | |||
CASH FLOWS FROM INVESTING ACTIVITIES: | |||||
Acquisition of businesses, net of cash acquired | - | (27,023) | |||
Purchase of marketable securities | - | (80) | |||
Proceeds from maturities of marketable securities | 2,905 | 4,035 | |||
Proceeds from the sale of property, plant and equipment | - | 13 | |||
Life insurance premiums paid | (155) | (155) | |||
Purchase of property, plant and equipment | (2,128) | (3,117) | |||
Net cash provided by (used for) investing activities | 622 | (26,327) | |||
CASH FLOWS FROM FINANCING ACTIVITIES: | |||||
Cash dividends paid | (3,496) | (3,634) | |||
Shares purchased and retired | (3,812) | (10,205) | |||
Proceeds from stock options exercised | 1,566 | 725 | |||
Repayment of debt assumed in acquisition | - | (3,814) | |||
Net borrowings of commercial paper | - | 19,950 | |||
Proceeds from bank borrowings | 9,000 | 31,000 | |||
Repayments of bank borrowings | (12,000) | (20,000) | |||
Income tax benefits from stock-based compensation | 469 | 341 | |||
Net cash (used for) provided by financing activities | (8,273) | 14,363 | |||
Effect of exchange rate changes on cash and cash equivalents | (7) | 102 | |||
Net (decrease) increase in cash and cash equivalents | $ (1,063) | $ 3,025 | |||
CASH AND CASH EQUIVALENTS at beginning of period | 10,329 | 7,150 | |||
CASH AND CASH EQUIVALENTS at end of period | $ 9,266 | $ 10,175 | |||
SUPPLEMENTAL CASH FLOW INFORMATION: | |||||
Income taxes paid, net of refunds | $ 4,010 | $ 4,751 | |||
Interest paid | $ 191 | $ 221 |
CONTACT: John Wittkowske, Senior Vice President and Chief Financial Officer, +1-414-908-1880