UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): May 17, 2012
NEW YORK & COMPANY, INC.
(Exact name of registrant as specified in its charter)
DELAWARE |
|
1-32315 |
|
33-1031445 |
(State or other jurisdiction of |
|
(Commission File Number) |
|
(IRS Employer Identification No.) |
450 West 33rd Street
5th Floor
New York, New York 10001
(Address of principal executive offices, including Zip Code)
(212) 884-2000
(Registrants 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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o 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 May 17, 2012, New York & Company, Inc. (the Company) issued a press release announcing, among other things, its financial results for the first quarter ended April 28, 2012. The press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference.
Item 7.01 Regulation FD Disclosure
On May 17, 2012, the Company issued a press release announcing that Christine Munnelly has been promoted to the position of Executive Vice President, Merchandising. Ms. Munnelly previously served as the Companys Senior Vice President, Merchandising overseeing the Companys Casual business. The press release is attached hereto as Exhibit 99.2 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit No. |
|
Description |
99.1 |
|
Press release issued on May 17, 2012 announcing first quarter 2012 financial results |
|
|
|
99.2 |
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Press release issued on May 17, 2012 announcing the appointment of Christine Munnelly to Executive Vice President, Merchandising |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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NEW YORK & COMPANY, INC. | |
|
| |
|
|
/s/ Sheamus Toal |
Date: May 17, 2012 |
Name: |
Sheamus Toal |
|
Title: |
Executive Vice President and |
|
|
Chief Financial Officer |
Exhibit 99.1
FINAL: For Release
NEW YORK & COMPANY, INC. ANNOUNCES FIRST QUARTER BREAKEVEN RESULTS
New York, New York May 17, 2012 New York & Company, Inc. [NYSE:NWY], a specialty apparel chain with 541 retail stores, today announced results for the first quarter ended April 28, 2012. For the first quarter of fiscal year 2012, net sales were $227.7 million, as compared to $239.4 million for the first quarter of fiscal year 2011. Comparable store sales for the first quarter of fiscal year 2012 decreased 2.9%, as compared to an increase of 2.5% in the prior year first quarter.
Operating loss for the first quarter of fiscal year 2012 was $0.1 million, reflecting a significant improvement from the prior years first quarter operating loss of $3.6 million.
Net loss for the first quarter of fiscal year 2012 narrowed to $0.2 million, or breakeven on a per diluted share basis. This compares to the prior year net loss of $3.7 million, or $0.06 per diluted share.
Gregory Scott, New York & Companys CEO, stated: Our first quarter results marked a solid start to the year reflecting initial benefits from our 2012 strategic initiatives our six keys to success. These include: Maximizing sales and profitability particularly during peak traffic times of the year; increasing our marketing efforts to grow traffic in stores and on-line; maintaining our dominance in wear-to-work, while redefining our casual assortment; improving our average unit cost; optimizing our real estate portfolio; and expanding our growing eCommerce and Outlet businesses. Progress made on each of these fronts contributed to an improved gross margin and operating performance versus the prior year. During the quarter we continued to see positive momentum in our wear-to-work assortments and were pleased with the trend in our casual assortments. Across channels, our business was led by strength in eCommerce and Outlets. While our inventory levels may constrain top-line growth in the second quarter, we remain confident in our strategies and our ability to continue our progress this year.
During the quarter, the Company accomplished the following:
· The Companys eCommerce business produced strong results with sales increasing 22.6% from the year-ago period.
· Outlets continue to be a successful growth vehicle for the Company. During the quarter the Company opened nine Outlet stores.
· Gross profit as a percentage of net sales improved by 240 basis points versus the prior year, driven by improvements in product costs and leverage in buying and occupancy costs through continued expense reductions.
· Total quarter-end inventory declined by 13.5%, as compared to the end of last years first quarter. Inventory per average store at the end of the first quarter decreased 11.6%, as compared to the end of last years first quarter.
· The Company ended the quarter with $29.5 million of cash-on-hand and no outstanding borrowings under its revolving credit facility.
· The Company opened 10 new stores, including nine Outlet stores, remodeled four existing stores and closed one store, ending with 541 stores, including 35 Outlet stores, and 2.9 million selling square feet in operation.
Outlook
Regarding expectations for the second quarter of fiscal year 2012, the Company provided the following:
· Comparable store sales for the second quarter of fiscal year 2012 are expected to be down slightly, and the Company expects to have five fewer stores in operation compared to the second quarter of fiscal year 2011.
· Gross margin is expected to increase between 300 and 400 basis points from the prior years rate primarily driven by improved product costs resulting in merchandise margin increases.
· Selling, general and administrative expenses as a percentage of net sales are expected to increase approximately 200 basis points versus the prior years second quarter reflecting investments in marketing, increases in variable based compensation, and incremental spending necessary to support the Companys growing eCommerce and Outlet businesses.
· The Company expects the effective tax rate for the second quarter of fiscal year 2012 to be approximately 0%. As previously announced, the Company continues to provide for adjustments to the deferred tax valuation allowance initially recorded in the second quarter of fiscal year 2010, offsetting any future tax provisions or benefits resulting in an approximately 0% effective tax rate.
· The Company expects inventory at the end of the second quarter of fiscal year 2012 to be up by a low single-digit percentage versus the prior year. Inventory per average store is expected to be down throughout the second quarter but is expected to increase toward the end of the quarter to ensure the Company is in an appropriate inventory position entering the Fall season.
· Capital expenditures are expected to be approximately $6.0 million for the second quarter of fiscal year 2012, as compared to $3.7 million in the second quarter last year. Depreciation expense for the second quarter of fiscal year 2012 is estimated at $9.0 million.
· During the second quarter of fiscal year 2012, the Company expects to open six new Outlet stores, remodel five existing locations, and close nine stores, ending the second quarter of fiscal year 2012 with 538 stores, including 41 Outlet stores.
· The Company does not anticipate the need to borrow under its revolving credit facility during the second quarter of fiscal year 2012.
Conference Call Information
A conference call to discuss the first quarter of fiscal year 2012 results is scheduled for today Thursday, May 17, 2012 at 4:30 pm Eastern Time. Investors and analysts interested in participating in the call are invited to dial 888-437-9274, referencing conference ID number 5596912, approximately ten minutes prior to the start of the call. The conference call will also be web-cast live at www.nyandcompany.com. A replay of this call will be available until midnight on May 24, 2012 and can be accessed by dialing (877) 870-5176 and entering conference ID number 5596912.
About New York & Company
New York & Company, Inc. is a leading specialty retailer of womens fashion apparel and accessories, and the modern wear-to-work destination for women, providing perfectly fitting pants and NY Style that is feminine, polished, on-trend and versatileall at an amazing value. The Companys proprietary branded New York & Company® merchandise is sold exclusively through its national network of retail stores and eCommerce store at www.nyandcompany.com. The Company currently operates 541 stores in 43 states. Additionally, certain product, press release and SEC filing information concerning the Company are available at the Companys website: www.nyandcompany.com.
New York & Company, Inc.
Suzanne Rosenberg
Director, Investor Relations
212-884-2140
Investor/Media Contact:
ICR, Inc.
203-682-8200
Investor: Allison Malkin
Forward Looking Statements: This press release contains certain forward looking statements. Some of these statements can be identified by terms and phrases such as anticipate, believe, intend, estimate, expect, continue, could, may, plan, project, predict, and similar expressions and include references to assumptions that the Company believes are reasonable and relate to its future prospects, developments and business strategies. Such statements are subject to various risks and uncertainties that could cause actual results to differ materially. These include, but are not limited to: (i) the impact of general economic conditions and their effect on consumer confidence and spending patterns; (ii) changes in the cost of raw materials, distribution services or labor; (iii) the potential for current economic conditions to negatively impact the Companys merchandise vendors and their ability to deliver products; (iv) the Companys ability to open and operate stores successfully; (v) seasonal fluctuations in the Companys business; (vi) the Companys ability to anticipate and respond to fashion trends; (vii) the Companys dependence on mall traffic for its sales; (viii) competition in the Companys market, including promotional and pricing competition; (ix) the Companys ability to retain, recruit and train key personnel; (x) the Companys reliance on third parties to manage some aspects of its business; (xi) the Companys reliance on foreign sources of production; (xii) the Companys ability to protect its trademarks and other intellectual property rights; (xiii) the Companys ability to maintain, and its reliance on, its information technology infrastructure; (xiv) the effects of government regulation; (xv) the control of the Company by its sponsors and any potential change of ownership of those sponsors; and (xvi) other risks and uncertainties as described in the Companys documents filed with the SEC, including its Annual Report on Form 10-K and Quarterly Reports on Form 10-Q. The Company undertakes no obligation to revise the forward looking statements included in this press release to reflect any future events or circumstances.
Exhibit (1)
New York & Company, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(Unaudited)
(Amounts in thousands, except per share amounts) |
|
Three months |
|
% |
|
Three months |
|
% |
| ||
Net sales |
|
$ |
227,736 |
|
100.0 |
% |
$ |
239,354 |
|
100.0 |
% |
|
|
|
|
|
|
|
|
|
| ||
Cost of goods sold, buying and occupancy costs |
|
163,186 |
|
71.7 |
% |
177,364 |
|
74.1 |
% | ||
|
|
|
|
|
|
|
|
|
| ||
Gross profit |
|
64,550 |
|
28.3 |
% |
61,990 |
|
25.9 |
% | ||
|
|
|
|
|
|
|
|
|
| ||
Selling, general and administrative expenses |
|
64,626 |
|
28.3 |
% |
65,589 |
|
27.4 |
% | ||
|
|
|
|
|
|
|
|
|
| ||
Operating loss |
|
(76 |
) |
0.0 |
% |
(3,599 |
) |
(1.5 |
)% | ||
|
|
|
|
|
|
|
|
|
| ||
Interest expense, net of interest income |
|
90 |
|
0.0 |
% |
130 |
|
0.1 |
% | ||
|
|
|
|
|
|
|
|
|
| ||
Loss before income taxes |
|
(166 |
) |
0.0 |
% |
(3,729 |
) |
(1.6 |
)% | ||
|
|
|
|
|
|
|
|
|
| ||
Provision (benefit) for income taxes |
|
45 |
|
0.1 |
% |
(51 |
) |
(0.1 |
)% | ||
|
|
|
|
|
|
|
|
|
| ||
Net loss |
|
$ |
(211 |
) |
(0.1 |
)% |
$ |
(3,678 |
) |
(1.5 |
)% |
|
|
|
|
|
|
|
|
|
| ||
Basic loss per share |
|
$ |
(0.00 |
) |
|
|
$ |
(0.06 |
) |
|
|
|
|
|
|
|
|
|
|
|
| ||
Diluted loss per share |
|
$ |
(0.00 |
) |
|
|
$ |
(0.06 |
) |
|
|
|
|
|
|
|
|
|
|
|
| ||
Weighted average shares outstanding: |
|
|
|
|
|
|
|
|
| ||
Basic shares of common stock |
|
61,302 |
|
|
|
60,021 |
|
|
| ||
Diluted shares of common stock |
|
61,302 |
|
|
|
60,021 |
|
|
| ||
|
|
|
|
|
|
|
|
|
| ||
Selected operating data: |
|
|
|
|
|
|
|
|
| ||
(Dollars in thousands, except square foot data) |
|
|
|
|
|
|
|
|
| ||
Comparable store sales (decrease) increase |
|
(2.9 |
)% |
|
|
2.5 |
% |
|
| ||
Net sales per average selling square foot (a) |
|
$ |
79 |
|
|
|
$ |
79 |
|
|
|
Net sales per average store (b) |
|
$ |
424 |
|
|
|
$ |
432 |
|
|
|
Average selling square footage per store (c) |
|
5,329 |
|
|
|
5,449 |
|
|
|
(a) Net sales per average selling square foot is defined as net sales divided by the average of beginning and end of period selling square feet.
(b) Net sales per average store is defined as net sales divided by the average of beginning and end of period number of stores.
(c) Average selling square footage per store is defined as end of period selling square feet divided by end of period number of stores.
Exhibit (2)
New York & Company, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(Amounts in thousands) |
|
April 28, |
|
January 28, |
|
April 30, |
| |||
|
|
(Unaudited) |
|
(Audited) |
|
(Unaudited) |
| |||
Assets |
|
|
|
|
|
|
| |||
Current assets: |
|
|
|
|
|
|
| |||
Cash and cash equivalents |
|
$ |
29,481 |
|
$ |
50,787 |
|
$ |
35,072 |
|
Accounts receivable |
|
11,228 |
|
7,269 |
|
12,182 |
| |||
Income taxes receivable |
|
475 |
|
477 |
|
957 |
| |||
Inventories, net |
|
97,413 |
|
81,328 |
|
112,672 |
| |||
Prepaid expenses |
|
21,398 |
|
21,057 |
|
20,989 |
| |||
Other current assets |
|
1,091 |
|
968 |
|
2,279 |
| |||
Total current assets |
|
161,086 |
|
161,886 |
|
184,151 |
| |||
|
|
|
|
|
|
|
| |||
Property and equipment, net |
|
112,408 |
|
115,280 |
|
136,903 |
| |||
Intangible assets |
|
14,879 |
|
14,879 |
|
14,879 |
| |||
Deferred income taxes |
|
4,361 |
|
4,361 |
|
3,362 |
| |||
Other assets |
|
929 |
|
950 |
|
645 |
| |||
Total assets |
|
$ |
293,663 |
|
$ |
297,356 |
|
$ |
339,940 |
|
Liabilities and stockholders equity |
|
|
|
|
|
|
| |||
Current liabilities: |
|
|
|
|
|
|
| |||
Current portion long-term debt |
|
$ |
|
|
$ |
|
|
$ |
6,000 |
|
Accounts payable |
|
69,924 |
|
72,297 |
|
70,038 |
| |||
Accrued expenses |
|
53,514 |
|
55,146 |
|
57,465 |
| |||
Income taxes payable |
|
3,043 |
|
3,064 |
|
105 |
| |||
Deferred income taxes |
|
4,361 |
|
4,361 |
|
3,362 |
| |||
Total current liabilities |
|
130,842 |
|
134,868 |
|
136,970 |
| |||
|
|
|
|
|
|
|
| |||
Deferred rent |
|
56,748 |
|
57,127 |
|
64,010 |
| |||
Other liabilities |
|
4,959 |
|
5,256 |
|
5,871 |
| |||
Total liabilities |
|
192,549 |
|
197,251 |
|
206,851 |
| |||
|
|
|
|
|
|
|
| |||
Total stockholders equity |
|
101,114 |
|
100,105 |
|
133,089 |
| |||
Total liabilities and stockholders equity |
|
$ |
293,663 |
|
$ |
297,356 |
|
$ |
339,940 |
|
Exhibit (3)
New York & Company, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited)
(Amounts in thousands) |
|
Three months |
|
Three months |
| ||
|
|
|
|
|
| ||
Operating activities |
|
|
|
|
| ||
Net loss |
|
$ |
(211 |
) |
$ |
(3,678 |
) |
Adjustments to reconcile net loss to net cash used in operating activities: |
|
|
|
|
| ||
Depreciation and amortization |
|
8,735 |
|
9,894 |
| ||
Amortization of deferred financing costs |
|
30 |
|
54 |
| ||
Share-based compensation expense |
|
1,108 |
|
816 |
| ||
Changes in operating assets and liabilities: |
|
|
|
|
| ||
Accounts receivable |
|
(3,959 |
) |
(2,426 |
) | ||
Income taxes receivable |
|
2 |
|
(430 |
) | ||
Inventories, net |
|
(16,085 |
) |
(30,610 |
) | ||
Prepaid expenses |
|
(341 |
) |
(282 |
) | ||
Accounts payable |
|
(2,373 |
) |
(3,573 |
) | ||
Accrued expenses |
|
(1,632 |
) |
(6,772 |
) | ||
Income taxes payable |
|
(21 |
) |
(155 |
) | ||
Deferred rent |
|
(379 |
) |
(2,852 |
) | ||
Other assets and liabilities |
|
(382 |
) |
(729 |
) | ||
Net cash used in operating activities |
|
(15,508 |
) |
(40,743 |
) | ||
|
|
|
|
|
| ||
Investing activities |
|
|
|
|
| ||
Capital expenditures |
|
(5,863 |
) |
(2,226 |
) | ||
Net cash used in investing activities |
|
(5,863 |
) |
(2,226 |
) | ||
|
|
|
|
|
| ||
Financing activities |
|
|
|
|
| ||
Repayment of debt |
|
|
|
(1,500 |
) | ||
Proceeds from exercise of stock options |
|
65 |
|
2,149 |
| ||
Net cash provided by financing activities |
|
65 |
|
649 |
| ||
|
|
|
|
|
| ||
Net decrease in cash and cash equivalents |
|
(21,306 |
) |
(42,320 |
) | ||
|
|
|
|
|
| ||
Cash and cash equivalents at beginning of period |
|
50,787 |
|
77,392 |
| ||
Cash and cash equivalents at end of period |
|
$ |
29,481 |
|
$ |
35,072 |
|
Exhibit 99.2
FINAL: For Release
NEW YORK & COMPANY, INC. PROMOTES CHRISTINE MUNNELLY TO
EXECUTIVE VICE PRESIDENT, MERCHANDISING
New York, New York May 17, 2012 New York & Company, Inc. [NYSE:NWY], a specialty apparel chain with 541 retail stores, today announced that Christine Munnelly has been promoted to the position of Executive Vice President, Merchandising. Ms. Munnelly was previously Senior Vice President, Merchandising overseeing the Companys Casual business. She will continue to report to Greg Scott, Chief Executive Officer.
We are very excited that we have promoted Chris to Executive Vice President of Merchandising, stated Greg Scott, New York & Companys CEO. With over 25 years of retail experience, Chris has established a proven track record of success with such retailers as Aeropostale and Macys East. Her experience and wealth of industry knowledge combined with her commitment to our customer strongly align with our business objectives. I look forward to continuing to work closely with her as we move forward.
Prior to being named Senior Vice President of Merchandising, Casual, Ms. Munelly was Vice President, Merchandising Manager at Aeropostale from August 2008 to September 2011 where she was responsible for managing all aspects of womens apparel, from concept and line planning to floor execution. Before joining Aeropostale, Ms. Munelly held several senior level positions at New York & Company including Executive Vice President, General Merchandise Manager of JasmineSola; Vice President, General Merchandise Manager, Accessories, Jewelry; and Vice President, Merchandise Manager, Accessories, Jewelry, Outerwear, Dresses and Intimate Apparel.
About New York & Company
New York & Company, Inc. is a leading specialty retailer of womens fashion apparel and accessories, and the modern wear-to-work destination for women, providing perfectly fitting pants and NY Style that is feminine, polished, on-trend and versatileall at an amazing value. The Companys proprietary branded New York & Company® merchandise is sold exclusively through its national network of retail stores and eCommerce store at www.nyandcompany.com. The Company currently operates 541 stores in 43 states. Additionally, certain product, press release and SEC filing information concerning the Company are available at the Companys website: www.nyandcompany.com.
New York & Company, Inc.
Suzanne Rosenberg
Director, Investor Relations
212-884-2140
Investor Contact:
ICR, Inc.
203-682-8225
Allison Malkin