0001144204-13-041971.txt : 20130730 0001144204-13-041971.hdr.sgml : 20130730 20130730161017 ACCESSION NUMBER: 0001144204-13-041971 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130730 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130730 DATE AS OF CHANGE: 20130730 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WEYCO GROUP INC CENTRAL INDEX KEY: 0000106532 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-APPAREL, PIECE GOODS & NOTIONS [5130] IRS NUMBER: 390702200 STATE OF INCORPORATION: WI FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-09068 FILM NUMBER: 13996031 BUSINESS ADDRESS: STREET 1: 333 W ESTABROOK BOULEVARD CITY: GLENDALE STATE: WI ZIP: 43312 BUSINESS PHONE: 4149081600 MAIL ADDRESS: STREET 1: 333 W ESTABROOK BOULEVARD CITY: GLENDALE STATE: WI ZIP: 43312 FORMER COMPANY: FORMER CONFORMED NAME: WEYENBERG SHOE MANUFACTURING CO DATE OF NAME CHANGE: 19900514 8-K 1 v351282_8k.htm FORM 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): July 30, 2013

 

 

WEYCO GROUP, INC.
(Exact name of registrant as specified in its charter)

 

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

 

 
(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 July 30, 2013 Weyco Group, Inc. issued a press release announcing its financial results for the quarter ended June 30, 2013. 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

 

99.1Press release issued by the registrant on July 30, 2013.

   

 

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 30, 2013 WEYCO GROUP, INC.
   
   
  /s/ John Wittkowske
 

John Wittkowske 

  Senior Vice President/CFO

 

 

Exhibit Index

 

99.1 Press release, dated July 30, 2013

 

 

EX-99.1 2 v351282_ex99-1.htm EXHIBIT 99.1

Weyco Reports Second Quarter Sales And Earnings

MILWAUKEE, July 30, 2013 /PRNewswire/ -- Weyco Group, Inc. (NASDAQ: WEYS) (the "Company") today announced financial results for the quarter ended June 30, 2013.

Net sales for the second quarter of 2013 were $65.0 million, an increase of 8% from 2012 sales of $60.3 million. Earnings from operations for the second quarter were $3.7 million, compared to $3.4 million in 2012. Net earnings attributable to the Company and diluted earnings per share were flat at $2.2 million and $0.20 per share, respectively, for the second quarter of 2013 and 2012. Earnings for last year's second quarter included approximately $700,000 ($410,000 after tax, or $0.04 per diluted share) of income resulting from a reduction in the estimated liability for future payments related to the 2011 acquisition of The Combs Company. Without this adjustment, earnings from operations and net earnings attributable to the Company would have been up 36% and 22%, respectively, for the quarter.

Net sales in the North American wholesale segment, which include North American wholesale sales and licensing revenues, were $47.5 million for the second quarter of 2013, compared to $43.6 million in 2012. Wholesale product sales were $46.9 million in the second quarter of 2013, up from $43.1 million in 2012. This increase was primarily due to higher sales of the Nunn Bush and Florsheim brands. Wholesale net sales of Nunn Bush and Florsheim were up 11% and 18%, respectively, for the quarter due to higher sales volumes at department stores and national shoe chains. Licensing revenues were approximately $625,000 in the second quarter of 2013 and $539,000 in 2012. Earnings from operations for the segment were $2.2 million in the second quarter of 2013, compared to $2.1 million in 2012. Last year's second quarter earnings from operations included approximately $700,000 of income resulting from the adjustment referred to above. Without the prior year adjustment, earnings from operations for the segment would have been up 57% for the quarter.

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 $5.4 million in the second quarter of 2013, compared with $5.6 million in 2012. Same store sales increased 6% for the quarter. There were seven fewer domestic retail stores as of June 30, 2013 than at June 30, 2012. Earnings from operations for the segment increased approximately $550,000 for the quarter.

Other net sales, which include the wholesale and retail sales of Florsheim Australia and Florsheim Europe, were $12.2 million in the second quarter of 2013, compared to $11.1 million in 2012. The majority of other net sales are generated by Florsheim Australia. Florsheim Australia's net sales increased 7%, or approximately $750,000, this quarter. Collectively, earnings from operations of the Company's other businesses were $900,000 in the second quarter of 2013 compared with $1.3 million in the same period last year.

Other expense for the second quarter of 2013 included foreign currency transaction losses of approximately $520,000 primarily due to the revaluation of intercompany loans with Florsheim Australia. The second quarter of 2012 included approximately $140,000 of foreign currency transaction losses.

"We are pleased with our solid growth in both sales and operating earnings 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 29, 2013, the Company's Board of Directors declared a quarterly cash dividend of $0.18 per share to all shareholders of record September 1, 2013 payable September 30, 2013.

Conference Call Details:

Weyco Group will host a conference call on July 31, 2013 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) 713-4218 or (617) 213-4870, referencing passcode 56835386, 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 11436123. 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, 



2013


2012


2013


2012



(In thousands, except per share amounts)










Net sales

$ 65,041


$ 60,333


$ 138,631


$ 135,647

Cost of sales

40,343


37,455


86,234


84,738

Gross earnings

24,698


22,878


52,397


50,909










Selling and administrative expenses

21,018


19,476


44,029


41,674

Earnings from operations

3,680


3,402


8,368


9,235










Interest income 

386


483


798


966

Interest expense

(112)


(116)


(239)


(245)

Other expense, net

(538)


(123)


(627)


(65)










Earnings before provision for income taxes

3,416


3,646


8,300


9,891










Provision for income taxes

1,151


1,094


2,910


3,284










Net earnings

2,265


2,552


5,390


6,607










Net earnings (loss) attributable to noncontrolling interest

60


333


(15)


519










Net earnings attributable to Weyco Group, Inc.

$   2,205


$   2,219


$      5,405


$      6,088










Weighted average shares outstanding









Basic

10,763


10,865


10,762


10,877


Diluted

10,813


10,982


10,824


11,005










Earnings per share









Basic

$      0.20


$      0.20


$        0.50


$        0.56


Diluted

$      0.20


$      0.20


$        0.50


$        0.55










Cash dividends declared (per share)

$      0.18


$      0.17


$        0.18


$        0.33



















Comprehensive income

$       982


$   2,088


$      3,864


$      6,978










Comprehensive (loss) income attributable to noncontrolling interest

(533)


151


(680)


796










Comprehensive income attributable to Weyco Group, Inc.

$   1,515


$   1,937


$      4,544


$      6,182

WEYCO GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED)


















June 30,


December 31, 



2013


2012



(Dollars in thousands)

ASSETS:

Cash and cash equivalents


$      7,048


$             17,288

Marketable securities, at amortized cost


6,981


8,004

Accounts receivable, net


42,717


49,048

Accrued income tax receivable


2,628


1,136

Inventories


52,332


65,366

Deferred income tax benefits


396


649

Prepaid expenses and other current assets


5,298


4,953

     Total current assets


117,400


146,444






Marketable securities, at amortized cost


30,915


36,216

Deferred income tax benefits


1,440


792

Property, plant and equipment, net


35,706


37,218

Goodwill


11,112


11,112

Trademarks


34,748


34,748

Other assets


21,666


18,791

     Total assets


$  252,987


$           285,321






LIABILITIES AND EQUITY:





Short-term borrowings


$    20,000


$             45,000

Accounts payable


4,524


11,133

Dividend payable


1,938


-

Accrued liabilities


9,013


13,888

     Total current liabilities


35,475


70,021






Long-term pension liability


28,216


27,530

Other long-term liabilities


6,695


6,381






Equity:





Common stock


10,804


10,831

Capital in excess of par value


29,932


26,184

Reinvested earnings


148,696


149,664

Accumulated other comprehensive loss


(13,375)


(12,514)

     Total Weyco Group, Inc. equity


176,057


174,165

Noncontrolling interest


6,544


7,224

     Total equity


182,601


181,389

     Total liabilities and equity


$  252,987


$           285,321

WEYCO GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)




























Six Months Ended June 30,




2013


2012




(Dollars in thousands)

CASH FLOWS FROM OPERATING ACTIVITIES:





Net earnings

$     5,390


$   6,607


Adjustments to reconcile net earnings to net cash





 provided by operating activities - 






Depreciation

1,985


1,603



Amortization

171


184



Bad debt expense

87


152



Deferred income taxes

(727)


(841)



Net gain on remeasurement of contingent consideration

-


(1,219)



Net foreign currency transaction losses

580


90



Stock-based compensation

633


598



Pension contribution

(110)


-



Pension expense

1,796


1,869



Increase in cash surrender value of life insurance

(115)


(115)


Changes in operating assets and liabilities - 






Accounts receivable

6,278


5,244



Inventories

12,960


2,082



Prepaids and other assets

99


376



Accounts payable

(6,628)


(8,547)



Accrued liabilities and other

(5,004)


(1,099)



Accrued income taxes

(1,493)


(392)



    Net cash provided by operating activities

15,902


6,592







CASH FLOWS FROM INVESTING ACTIVITIES:





Purchase of marketable securities

(12)


-


Proceeds from maturities of marketable securities

6,308


2,905


Life insurance premiums paid

(155)


(155)


Investment in real estate

(3,206)


-


Purchase of property, plant and equipment

(1,125)


(2,125)



     Net cash provided by investing activities

1,810


625







CASH FLOWS FROM FINANCING ACTIVITIES:





Cash dividends paid

-


(3,496)


Shares purchased and retired

(4,623)


(3,812)


Proceeds from stock options exercised

2,828


1,566


Payment of contingent consideration

(1,270)


-


Proceeds from bank borrowings

2,000


9,000


Repayments of bank borrowings

(27,000)


(12,000)


Income tax benefits from stock-based compensation

455


469



     Net cash used for financing activities

(27,610)


(8,273)








Effect of exchange rate changes on cash and cash equivalents

(342)


(7)








Net decrease in cash and cash equivalents

$ (10,240)


$ (1,063)







CASH AND CASH EQUIVALENTS at beginning of period

17,288


10,329







CASH AND CASH EQUIVALENTS at end of period

$     7,048


$   9,266







SUPPLEMENTAL CASH FLOW INFORMATION:





Income taxes paid, net of refunds

$     4,527


$   4,010


Interest paid

$        206


$      191



CONTACT: John Wittkowske, Senior Vice President and Chief Financial Officer, 414-908-1880