-----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, A51wocwW5WI3RjptH8ejyuf1NU9BmdqBHeZUK8DbGxxFnJgZ1/8e9/S8a3JORRNA nMweyLqZbHf33E8OXH/2cg== 0001157523-07-004178.txt : 20070427 0001157523-07-004178.hdr.sgml : 20070427 20070427060049 ACCESSION NUMBER: 0001157523-07-004178 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070427 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070427 DATE AS OF CHANGE: 20070427 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: 07793183 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 a5388025.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): April 27, 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 April 27, 2007, the Company issued a press release containing financial information and accompanying discussion for the fiscal quarter ended March 31, 2007. Item 7.01 Regulation F-D Disclosure On April 27, 2007, Delta Apparel, Inc. issued its earnings release for the fiscal quarter ended March 31, 2007. 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, April 27, 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 April 27, 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: April 27, 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 April 27, 2007. EX-99.1 2 a5388025ex99-1.txt EXHBIIT 99.1 Exhibit 99.1 Delta Apparel Reports Third Quarter 2007 Results -- Sales Increase to Record $85.0 Million -- -- Reports Diluted Earnings per Share of $0.32 -- --Declares Quarterly Dividend of $0.05-- DULUTH, Ga.--(BUSINESS WIRE)--April 27, 2007--Delta Apparel, Inc. (AMEX: DLA) today reported financial results for its third fiscal quarter ended March 31, 2007. The Company's results for the fiscal 2007 third quarter include the operations of FunTees, which was acquired on October 2, 2006. The Company's results are consistent with previously disclosed revenue and diluted earnings per share estimates. Net sales for the three months ended March 31, 2007 increased 22.6% to a third quarter record of $85.0 million compared to $69.4 million in the prior year's third quarter. The increase was primarily due to the addition of FunTees and sales growth in the Soffe business, offset by lower sales in the Delta catalog and Junkfood businesses. Net income for the third quarter was $2.8 million, or $0.32 per diluted share, compared to the prior year's level of $2.7 million, or $0.31 per diluted share. Gross margins for the fiscal third quarter were 24.4% compared to 27.7% in the prior year third quarter principally as a result of the inclusion of the FunTees business into the Company's overall results, as the private label business generally carries lower gross margins than the Company's branded businesses. Margins in the FunTees business are expected to increase in fiscal year 2008 as lower cost textile manufacturing is achieved from the integration into Delta's textile facility. SG&A expenses for the fiscal 2007 third quarter decreased to 18.2% of sales compared to 20.1% of sales in the prior year period due to the lower selling, general and administrative costs associated with FunTees. Robert W. Humphreys, President and CEO, commented, "We are pleased to have met our revenue and earnings estimates for the third quarter and continue our focus on building a platform that will enhance our operating efficiencies and maximize segment growth. Looking at the performance in our two segments, sales in our retail ready segment were relatively flat compared to the prior year period. Sales growth was impacted by order reductions at Junkfood and slower than expected sell-through of the Soffe products at retail stemming from colder weather that lasted throughout the third quarter in many regions of the country. Despite this, Soffe continued to grow its revenue and is on pace to have another year of double digit sales growth. Many of our initiatives at Junkfood, including new licenses and enhanced products, are gaining traction with our customers and we expect to achieve revenue growth in the Junkfood business in the fourth quarter compared to the prior year period." Mr. Humphreys continued, "Our activewear segment did not achieve the results we were expecting in the third quarter due to lower pricing for basic t-shirts in the marketplace. We chose not to match the lower pricing which decreased our total unit volume but slightly improved our average selling price. We expect competitive pricing of basic t-shirts will continue into the fourth quarter. While our manufacturing efficiency with the integration of FunTees was below our expectations in the third quarter and is expected to negatively impact our fourth quarter earnings results, we are well underway to gaining greater operating leverage and achieving improved manufacturing efficiency in our activewear segment in the coming fiscal year." Mr. Humphreys concluded, "We continue to make steady progress on several major initiatives that we expect will improve our position as a quality branded and private label activewear apparel company. During the third quarter, we transitioned all the FunTees textile equipment into our existing Maiden, N.C. plant and began producing the FunTees' custom-knit products in that facility. Our Honduran textile initiative is on pace to begin production in the first half of fiscal year 2008 and achieve cost savings over our U.S. textile manufacturing in the second half of the year. These initiatives should improve our profitability and lower our working capital requirements in our activewear segment. We remain committed to enhancing shareholder value and believe our initiatives will improve our prospects for growth in all segments of our business in the upcoming fiscal year." Fiscal 2007 Guidance For the fourth fiscal quarter ending June 30, 2007, the Company expects sales to be in the range of $100 to $106 million and diluted earnings to be in the range of $0.50 to $0.55 per share. This compares to sales of $82.5 million and diluted earnings of $0.73 per share in the prior year fourth fiscal quarter. For the 2007 fiscal year, the Company expects net sales to be in the range of $320 to $326 million and diluted earnings per share to be in the range of $1.15 to $1.20. This compares to previous fiscal 2007 guidance issued on February 2, 2007, of revenues in the range of $315 to $330 million and diluted earnings per share in the range of $1.33 to $1.46. Retail-Ready Apparel This segment, which includes the Soffe and Junkfood businesses, reported a slight sales decline of $0.1 million, or 0.4%, to $32.7 million for the third quarter of fiscal year 2007. The sales decline was driven by lower sales in the licensed t-shirt business, offset partially by increased sales in the Soffe business. While Junkfood sales declined from the prior year third quarter, they were above the Company's expectations for the quarter. Junkfood sales orders for the fourth fiscal quarter are showing improvement and management anticipates achieving fourth quarter sales growth over the prior year period in this business. The Soffe business continued to increase its sales, achieving a 3.6% increase in sales from its prior year third quarter, although the cold weather throughout the third fiscal quarter slowed the sales of spring merchandise. Operating income in the Retail-Ready segment for the third fiscal quarter of 2007 increased $0.2 million from the prior year quarter to $4.1 million due primarily to manufacturing improvements achieved in the Soffe business. Activewear Apparel The activewear segment, which includes the Delta Apparel business and the newly acquired FunTees business, reported sales of $52.3 million for the three months ended March 31, 2007 compared to $36.6 million in the prior year period. The increase in sales was primarily a result of the inclusion of FunTees sales of $19.0 million, offset by an 8.7% decline in sales in the Delta business. Sales of specialty and private label products continued to be solid and yielded healthy margins. Marketplace pricing of core basic t-shirts declined in the third quarter which Delta did not match, resulting in 9.4% lower volume than the prior year third quarter. The lower volume was offset slightly by higher average selling prices. Operating income declined $0.1 million to $1.1 million compared to $1.2 million in the prior year third quarter due to these factors. Dividend Payment The Board of Directors declared a dividend of five cents per common share of stock payable on Tuesday, May 29, 2007 to shareholders of record as of the close of business on Wednesday, May 16, 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) 981-4903. 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 6,200 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 Nine Months Ended March 31, April 1, March 31, April 1, 2007 2006 2007 2006 ---------- -------- --------- --------- Net Sales $85,013 $69,365 $220,642 $187,640 Cost of Goods Sold 64,294 50,149 166,494 131,461 ---------- -------- --------- --------- Gross Profit 20,719 19,216 54,148 56,179 Selling, General and Administrative 15,471 13,953 42,984 40,421 ---------- -------- --------- --------- Operating Income 5,248 5,263 11,164 15,758 Other (Expense) Income, net (18) (128) 74 276 Interest Expense, net 1,384 1,056 3,813 2,738 ---------- -------- --------- --------- Income Before Provision for Income Taxes and Extraordinary Gain 3,846 4,079 7,425 13,296 Provision for Income Taxes 1,068 1,335 2,440 4,799 ---------- -------- --------- --------- Income before Extraordinary Gain 2,778 2,744 4,985 8,497 Extraordinary Gain, Net of Taxes - - 672 - ---------- -------- --------- --------- Net Income $ 2,778 $ 2,744 $ 5,657 $ 8,497 ========== ======== ========= ========= Weighted Average Shares Outstanding Basic 8,524 8,622 8,536 8,591 Diluted 8,686 8,730 8,701 8,645 Net Income per Common Share, before Extraordinary Gain Basic $ 0.33 $ 0.32 $ 0.58 $ 0.99 Diluted $ 0.32 $ 0.31 $ 0.57 $ 0.98 Net Income per Common Share, after Extraordinary Gain Basic $ 0.33 $ 0.32 $ 0.66 $ 0.99 Diluted $ 0.32 $ 0.31 $ 0.65 $ 0.98 March 31, July 1, April 1, 2007 2006 2006 --------- --------- --------- Current Assets: Cash $ 465 $ 642 $ 524 Accounts Receivable, Net 49,046 47,525 40,434 Income Taxes Receivable 1,023 - 737 Inventories, Net 132,534 103,660 112,710 Deferred Income Taxes 2,217 2,710 2,683 Other Assets 3,253 2,708 3,002 --------- --------- --------- Total Current Assets 188,538 157,245 160,090 Noncurrent Assets: Property, Plant & Equipment, Net 26,584 21,164 20,959 Goodwill and Other Intangibles, Net 22,435 22,467 19,577 Deferred Income Taxes - - - Other Assets 2,317 2,247 2,170 --------- --------- --------- Total Noncurrent Assets 51,336 45,878 42,706 --------- --------- --------- Total Assets $239,874 $203,123 $202,796 ========= ========= ========= Current Liabilities: Accounts Payable and Accrued Expenses $ 55,879 $ 49,366 $ 41,760 Current Portion of Long Term Debt 2,938 3,683 3,683 Income Taxes Payable - 986 - --------- --------- --------- Total Current Liabilities 58,817 54,035 45,443 Noncurrent Liabilities: Long-Term Debt 75,464 46,967 60,582 Deferred Income Taxes 942 1,123 789 Other Noncurrent Liabilities 7 10 15 --------- --------- --------- Total Noncurrent Liabilities 76,413 48,100 61,386 Stockholders' Equity 104,644 100,988 95,967 --------- --------- --------- Total Liabilities and Stockholders' Equity $239,874 $203,123 $202,796 ========= ========= ========= CONTACT: Delta Apparel, Inc. Deborah Merrill, (864) 232-5200 x6620 Chief Financial Officer or Investor Relations Integrated Corporate Relations Bill Zima, 203-682-8200 -----END PRIVACY-ENHANCED MESSAGE-----