-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, ESiajWPVtkX1gH53bgf0G0aoU19nsbNx7XOzlG/WPETVnYREN2sNLNUwcvdCjBk0 xlYBzdcpsnbBdZs7jiQ7fQ== 0001157523-07-000935.txt : 20070202 0001157523-07-000935.hdr.sgml : 20070202 20070202062559 ACCESSION NUMBER: 0001157523-07-000935 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070202 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070202 DATE AS OF CHANGE: 20070202 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DELTA APPAREL INC CENTRAL INDEX KEY: 0001101396 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-APPAREL, PIECE GOODS & NOTIONS [5130] IRS NUMBER: 582508794 STATE OF INCORPORATION: GA FISCAL YEAR END: 0702 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-15583 FILM NUMBER: 07574250 BUSINESS ADDRESS: STREET 1: 2750 PREMIERE PARKWAY SUITE 100 CITY: DULUTH STATE: GA ZIP: 30096 BUSINESS PHONE: 7708066800 MAIL ADDRESS: STREET 1: 2750 PREMIERE PARKWAY SUITE 100 CITY: DULUTH STATE: GA ZIP: 30096 8-K 1 a5324627.txt DELTA APPAREL, INC. 8-K 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): February 2, 2007 Delta Apparel, Inc. --------------------------------- (Exact name of registrant as specified in its charter) Georgia ---------------- (State or Other Jurisdiction of Incorporation) 1-15583 58-2508794 ------------------- ----------------------- (Commission File Number) (IRS Employer Identification No.) 2750 Premiere Parkway, Suite 100, Duluth, Georgia 30097 - ------------------------------------------------- ----------- (Address of principal executive offices) (Zip Code) (678) 775-6900 ---------------- (Registrant's Telephone Number Including Area Code) 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 (see General Instruction A.2. below) [ ] 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 On February 2, 2007, the Company issued a press release containing financial information and accompanying discussion for the fiscal quarter ended December 30, 2006. Item 7.01 Regulation F-D Disclosure On February 2, 2007, Delta Apparel, Inc. issued its earnings release for the fiscal quarter ended December 30, 2006. The earnings release is set forth as Exhibit 99.1 to this Current Report and is incorporated herein by reference. Robert W. Humphreys, President and CEO, will hold an analyst conference call on Friday, February 2, 2007 at 9:00 a.m. Eastern Time to discuss financial results and give a business update. The conference call will be broadcast through the Company's web site at www.deltaapparel.com. Investors may listen to the call by selecting "investor relations" then "company news." A replay of the webcast will be available within one hour of the call and will be archived at the above address for 30 days following the release. The information in this Form 8-K and the Exhibit attached hereto shall not be deemed "filed" for purposes of Section 18 of the Securities Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing. Item 9.01 Financial Statements and Exhibits (c) The following exhibits are included with this Report: 99.1 Press release issued by Delta Apparel, Inc. on February 2, 2007. SIGNATURES 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. DELTA APPAREL, INC. Date: February 2, 2007 /s/ Deborah H. Merrill ----------------------------------- Deborah H. Merrill Vice President, Chief Financial Officer and Treasurer EXHIBIT INDEX Exhibit Number Description - -------------- ----------- 99.1 Press release issued by Delta Apparel, Inc. on February 2, 2007. EX-99.1 2 a5324627ex991.txt DELTA APPAREL EXHIBIT 99.1 Exhibit 99.1 Delta Apparel Reports Second Quarter 2007 Results -- Sales Increase to Record $72.9 Million -- -- Declares Quarterly Dividend of $0.05 -- DULUTH, Ga.--(BUSINESS WIRE)--Feb. 2, 2007--Delta Apparel, Inc. (AMEX: DLA) today reported financial results for its second fiscal quarter ended December 30, 2006. The Company's results for the fiscal 2007 second quarter include the operations of FunTees, which was acquired on October 2, 2006. The Company's results are in-line with the preliminary results announced on January 8, 2007. Net sales for the three months ended December 30, 2006 increased 26.4% to a second quarter record of $72.9 million compared to $57.7 million in the prior year's second quarter. The increase was primarily due to the addition of FunTees and strong sales in the Soffe business, offset by lower sales in the Delta catalog and Junkfood businesses. Net income for the second quarter was $0.6 million, or $0.07 per diluted share, compared to the prior year's level of $2.4 million, or $0.27 per diluted share. Gross margins for the fiscal second quarter were 22.1% as compared to 31.7% in the prior year second quarter principally as a result of higher raw material prices, lower sales in the higher margin Junkfood business and additional costs incurred from FunTees' integration into Delta's textile operations. The inclusion of FunTees also reduced overall gross margins for the second quarter as sales from its private label business carry lower margins than the Company's branded businesses. Margins are expected to increase in the FunTees business as the transition to Delta's textile facility is completed in the current fiscal year. SG&A expenses for the fiscal 2007 second quarter decreased to 18.7% of sales compared to 23.9% of sales in the prior year period due to the lower selling, general and administrative costs associated with FunTees and lower management incentive costs. Robert W. Humphreys, President and CEO, commented, "As we discussed in early January, we did not achieve our plan for the second quarter as a weaker than expected retail environment reduced customer reorders at Junkfood and impacted the sales volume in our activewear business. We believe FunTees will contribute to the performance of our activewear segment in the fiscal second half through its expanded private label programs and earnings contribution upon completion of the textile integration. Junkfood continues to focus on its licenses, artwork and product offerings, which continue to receive positive responses in the apparel marketplace. We also remain focused on our opportunities to increase Junkfood's presence in the mid-tier channel and increase our distribution opportunities abroad. The Soffe business continues to grow across each of its distribution channels and is expected to achieve double-digit sales growth during the year." Mr. Humphreys concluded, "We have built a strong platform for the continued growth of our business and enjoy a diverse base of customers across most major apparel distribution channels. Our manufacturing operations are focused on continued cost savings and completing the FunTees manufacturing integration. Our Honduran textile initiative is on schedule and we anticipate beginning production during the first half of fiscal 2008. The lower cost structure associated with offshore textiles should improve our profitability and lower working capital requirements. We believe these initiatives will provide us with a strong platform for sales and profitability growth in the future." Fiscal 2007 Guidance For the third fiscal quarter ending March 31, 2007, the Company expects sales to be in the range of $84 to $88 million and diluted earnings to be in the range of $0.31 to $0.35 per share. This compares to sales of $69.4 million and diluted earnings of $0.31 per share in the prior year third fiscal quarter. For the full fiscal year, the Company continues to expect net sales to be in the range of $315 to $330 million and diluted earnings per share to be in the range of $1.33 to $1.46. Retail-Ready Apparel This segment, which includes the Soffe and Junkfood businesses, reported a sales decline of 11.5% to $25.9 million for the second quarter of fiscal year 2007 compared to $29.2 million in the prior year quarter. The sales decline was driven by lower sales in the licensed t-shirt business, offset slightly by increased sales in the Soffe business. While Junkfood sales improved from the first quarter of fiscal 2007, it was lower than its second quarter prior year level. In the prior year second quarter, Junkfood achieved a dramatic sales increase, selling at almost twice its historical levels. The Soffe business continued to increase its sales, achieving a 22.3% increase in sales from its prior year second quarter. Operating income in the Retail-Ready segment for the second fiscal quarter of 2007 decreased $1.5 million from the prior year quarter to $1.1 million due primarily to lower sales and margin pressures in the Junkfood business, offset by the increased gross profit associated with the higher sales in the Soffe business. Activewear Apparel The activewear segment, which includes the Delta Apparel business and the newly acquired FunTees business, reported sales of $47.1 million for the three months ended December 30, 2006, a 65.2% increase from the prior year second quarter. The increase in sales was primarily a result of the inclusion of FunTees, offset by a 9.3% decline in sales of the Delta business. In the Delta business, average selling prices increased approximately 4% from the prior year second quarter and increased approximately 2% from the 2007 first fiscal quarter. The increased selling prices were offset by a decline in unit volume, primarily in the core basic t-shirt products. More expensive raw material prices, higher transportation costs, and costs associated with the transition of the FunTees textiles all contributed to lower gross margins in the activewear segment. Operating income declined $0.5 million to $1.3 million compared to $1.8 million in the prior year second quarter due to these factors. Dividend Payment The Board of Directors declared a dividend of five cents per common share of stock payable on February 26, 2007 to shareholders of record as of the close of business on February 14, 2007. This dividend was declared pursuant to the Company's previously announced quarterly dividend program, which the Company may amend or terminate at any time. Conference Call The Company will hold a conference call with senior management to discuss the financial results at 9:00 a.m. ET today. The Company invites you to join the call by dialing (913) 981-5525. A live webcast of the conference call will be available on the Company's web site at www.deltaapparel.com. About Delta Apparel, Inc. Delta Apparel, Inc., along with its wholly owned subsidiaries, M. J. Soffe Company and Junkfood Clothing Company, is a marketer, manufacturer and distributor of high quality branded and private label activewear apparel. The Company specializes in selling a variety of casual and athletic activewear tops and bottoms, embellished and unembellished T-shirts, and fleece products for the ever-changing apparel market. The Company focuses on its broad distribution of apparel products to specialty and boutique stores, high-end and mid-tier retail stores, sporting goods stores, screen printers, and private label accounts. In addition, certain products are sold in college bookstores and to the U.S. Military. The Company's operations are located throughout the United States, Honduras, El Salvador and Mexico and the Company employs approximately 6,000 people worldwide. Additional information on the Company is available at www.deltaapparel.com. Statements and other information in this press release that are not reported financial results or other historical information are forward-looking statements. These are based on our expectations and are necessarily dependent upon assumptions, estimates and data that we believe are reasonable and accurate but may be incorrect, incomplete or imprecise. Forward-looking statements are also subject to a number of business risks and uncertainties, any of which could cause actual results to differ materially from those set forth in or implied by the forward-looking statements. The risks and uncertainties include, among others, the ability to achieve synergies in connection with the FunTees acquisition and to integrate it successfully into our business, changes in the retail demand for apparel products, the cost of raw materials, competitive conditions in the apparel and textile industries, the relative strength of the United States dollar as against other currencies, changes in United States trade regulations, the discovery of unknown conditions (such as environmental matters and similar items) and other risks described in "Item 1A. Risk Factors" in our annual Report on Form 10-K for the fiscal year ended July 1, 2006 and from time to time in our reports filed with the Securities and Exchange Commission. Accordingly, any forward-looking statements do not purport to be predictions of future events or circumstances and may not be realized. We do not undertake publicly to update or revise the forward-looking statements even if it becomes clear that any projected results will not be realized. (Tables to follow) SELECTED FINANCIAL DATA: (In thousands, except per share amounts) Three Months Ended Six Months Ended Dec 30, Dec 31, Dec 30, Dec 31, 2006 2005 2006 2005 --------- --------- --------- --------- Net Sales $ 72,949 $ 57,702 $135,629 $118,275 Cost of Goods Sold 56,855 39,433 102,199 81,312 --------- --------- --------- --------- Gross Profit 16,094 18,269 33,430 36,963 Selling, General and Administrative 13,615 13,768 27,513 26,468 --------- --------- --------- --------- Operating Income 2,479 4,501 5,917 10,495 Other Income, net 42 433 92 404 Interest Expense, net 1,482 997 2,429 1,682 --------- --------- --------- --------- Income Before Income Taxes 1,039 3,937 3,580 9,217 Provision for Income Taxes 406 1,561 1,373 3,464 --------- --------- --------- --------- Net Income, before Extraordinary Gain $ 633 $ 2,376 $ 2,207 $ 5,753 --------- --------- --------- --------- Extraordinary Gain, Net of Taxes - - 672 - --------- --------- --------- --------- Net Income, after Extraordinary Gain $ 633 $ 2,376 $ 2,879 $ 5,753 ========= ========= ========= ========= Weighted Average Shares Outstanding Basic 8,539 8,621 8,543 8,577 Diluted 8,719 8,681 8,707 8,621 Net Income per Common Share, before Extraordinary Gain Basic $ 0.07 $ 0.28 $ 0.26 $ 0.67 Diluted $ 0.07 $ 0.27 $ 0.25 $ 0.67 Net Income per Common Share, after Extraordinary Gain Basic $ 0.07 $ 0.28 $ 0.34 $ 0.67 Diluted $ 0.07 $ 0.27 $ 0.33 $ 0.67 Dec 30, July 1, Dec 31, 2006 2006 2005 --------- --------- --------- Current Assets Cash $ 548 $ 642 $ 948 Receivables, Net 36,741 47,525 32,161 Income Tax Receivable 1,769 - 1,662 Inventories, Net 131,905 103,660 114,779 Deferred Income Taxes 2,254 2,710 2,619 Other Assets 2,697 2,708 2,098 --------- --------- --------- Total Current Assets 175,914 157,245 154,267 Noncurrent Assets Property, Plant & Equipment, Net 25,048 21,164 20,692 Goodwill and Other Intangibles, Net 22,557 22,467 19,717 Deferred Income Taxes - - - Other Noncurrent Assets 2,306 2,247 1,855 --------- --------- --------- Total Noncurrent Assets 49,911 45,878 42,264 --------- --------- --------- Total Assets $225,825 $203,123 $196,531 ========= ========= ========= Current Liabilities Accounts Payable and Accrued Expenses $ 43,500 $ 49,366 $ 39,588 Current Portion of Long Term Debt 2,948 3,683 3,683 Income Tax Payable - 986 - --------- --------- --------- Total Current Liabilities 46,448 54,035 43,271 Noncurrent Liabilities Long-Term Debt 75,444 46,967 58,689 Deferred Income Taxes 890 1,123 1,111 Other Noncurrent Liabilities 8 10 19 --------- --------- --------- Total Noncurrent Liabilities 76,342 48,100 59,819 Stockholders' Equity 103,035 100,988 93,441 --------- --------- --------- Total Liabilities and Stockholders' Equity $225,825 $203,123 $196,531 ========= ========= ========= CONTACT: Delta Apparel Deborah Merrill, 864-232-5200 x6620 Chief Financial Officer or Investor Relations Integrated Corporate Relations Bill Zima, 203-682-8200 -----END PRIVACY-ENHANCED MESSAGE-----