-----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, MdK+xbYruedJzYsvJn7pWQ0IIt6TfQYvzngvWIaZliY+4AzeQDwfiHkSo/yoaTYE Uj4/VijYeh2+4rHwRQcazA== 0001275287-05-004719.txt : 20051116 0001275287-05-004719.hdr.sgml : 20051116 20051116162019 ACCESSION NUMBER: 0001275287-05-004719 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20051116 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20051116 DATE AS OF CHANGE: 20051116 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GYMBOREE CORP CENTRAL INDEX KEY: 0000786110 STANDARD INDUSTRIAL CLASSIFICATION: APPAREL & OTHER FINISHED PRODS OF FABRICS & SIMILAR MATERIAL [2300] IRS NUMBER: 942615258 STATE OF INCORPORATION: DE FISCAL YEAR END: 0129 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21250 FILM NUMBER: 051210120 BUSINESS ADDRESS: STREET 1: 500 HOWARD STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94105 BUSINESS PHONE: 415-278-7000 MAIL ADDRESS: STREET 1: 500 HOWARD STREET CITY: SAN FRANCISCO STATE: CA ZIP: 94105 8-K 1 gc4179.txt 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 November 16, 2005 ------------------------------------------------ Date of Report (Date of earliest event reported) THE GYMBOREE CORPORATION -------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 000-21250 942615258 ---------------------------- ----------- ------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File No.) Identification No.) 500 Howard Street, San Francisco, CA 94105 ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) (415) 278-7000 ---------------------------------------------------- (Registrant's telephone number, including area code) 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 communication 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 November 16, 2005, The Gymboree Corporation issued an earnings release announcing its financial results for the third fiscal quarter ended October 29, 2005. A copy of the press release is furnished as Exhibit 99.1 to this current report on Form 8-K and is incorporated herein by reference. The press release should be read in conjunction with the note regarding forward-looking statements, which is included in the text of the press release. The information furnished in this current report on Form 8-K, including the exhibit attached hereto, shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as expressly set forth by specific reference in such filing. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (d) EXHIBITS. Exhibit No. Description ----------- ----------------------------------------------------- 99.1 Earnings release of The Gymboree Corporation issued November 16, 2005. 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. THE GYMBOREE CORPORATION Dated: November 16, 2005 By: /s/ BLAIR W. LAMBERT ---------------------------- Name: Blair W. Lambert Title: Chief Operating Officer and Chief Financial Officer EXHIBIT INDEX Exhibit No. Description - ----------- ----------------------------------------------------------------- 99.1 Earnings release of The Gymboree Corporation issued November 16, 2005. EX-99.1 2 gc4179ex991.txt EXHIBIT 99.1 Exhibit 99.1 THE GYMBOREE CORPORATION REPORTS THIRD QUARTER 2005 RESULTS SAN FRANCISCO, Nov. 16 /PRNewswire-FirstCall/ -- The Gymboree Corporation (Nasdaq: GYMB) today reported earnings from continuing operations of $12.6 million, or $0.39 per diluted share, for the third fiscal quarter ended October 29, 2005, compared to earnings from continuing operations of $7.5 million, or $0.24 per diluted share, for the same period last year. Operating income for the quarter increased over 200% to $22.7 million compared to $7.4 million in the prior year. Net sales from retail operations for the third fiscal quarter ended October 29, 2005, totaled $174.5 million, a 14% increase over the $152.8 million in net sales from retail operations for the third fiscal quarter of the prior year. As previously reported, comparable store sales from retail operations for the third fiscal quarter increased 10% over the same period last year. Total net sales for the third fiscal quarter were $177.1 million, an increase of 14% compared to total net sales of $155.6 million for the third fiscal quarter last year. Business Outlook For the fourth fiscal quarter, the Company expects a low to mid single digit comparable store sales increase over the prior year. The Company continues to expect fourth fiscal quarter income from continuing operations in the range of $0.37 to $0.39 per diluted share. For the full fiscal year 2005, the Company now expects income from continuing operations to be in the range of $0.81 to $0.83 per diluted share. For the full fiscal year 2006, the Company expects its earnings from continuing operations before the effect of stock based compensation to be in the range of $1.03-$1.09 per diluted share. The Company will adopt FAS Statement 123R "Share-Based Payment" beginning in fiscal 2006 which is expected to reduce earnings in the range of $0.08-$0.10 per diluted share. Management Presentation The live broadcast of the discussion of third fiscal quarter 2005 earnings results will be available to interested parties at 1:30 p.m. PT (4:30 p.m. ET) on Wednesday, November 16, 2005. To listen to the live broadcast over the Internet, please log on to www.gymboree.com, click on "Our Company" at the bottom of the page, go to "Investor and Media Relations" and then "Conference Calls, Webcasts & Presentations." A replay of the call will be available two hours after the broadcast through midnight ET, Wednesday, November 23, 2005, at 800-642-1687, passcode 1733758, as well as archived on our Website at the same location as the live Webcast. About The Gymboree Corporation The Gymboree Corporation's specialty retail brands offer unique, high- quality products delivered with personalized customer service. As of October 29, 2005, the Company operated a total of 663 stores: 574 Gymboree(R) retail stores (546 in the United States and 28 in Canada), 11 Gymboree(R) Outlet retail stores, 62 Janie and Jack(R) retail shops and 16 Janeville(R) retail stores in the United States. The Company also operates online stores at www.gymboree.com and www.janieandjack.com, and offers directed parent-child developmental play programs at 522 franchised and company-operated centers in the United States and 24 other countries. Forward-Looking Statements The foregoing financial information for the fiscal quarter-ended October 29, 2005, is un-audited and subject to quarter-end and year-end adjustment, and could differ materially from the financial information indicated. The foregoing paragraphs contain forward-looking statements relating to The Gymboree Corporation's anticipated sales growth and cash flows and future financial performance. These are forward-looking statements for purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995. Actual results could differ materially as a result of a number of factors, including customer reactions to new merchandise, service levels and new concepts, success in meeting our delivery targets, the level of our promotional activity, unanticipated costs actually incurred in connection with the wind down of our UK and Ireland operations, our gross margin achievement, our ability to appropriately manage inventory, general economic conditions, effects of future embargoes from countries used to source product, and competitive market conditions. Other factors that may cause actual results to differ materially include those set forth in the reports that we file from time to time with the Securities and Exchange Commission, including our annual report on Form 10-K for the year-ended January 29, 2005. These forward-looking statements reflect The Gymboree Corporation's expectations as of November 16, 2005. The Gymboree Corporation undertakes no obligation to update the information provided herein. NOTE: Gymboree, Janie and Jack and Janeville are registered trademarks of The Gymboree Corporation. THE GYMBOREE CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF INCOME (In thousands, except per share and store data) (Unaudited)
13 Weeks Ended 39 Weeks Ended --------------------------- --------------------------- October 29, October 30, October 29, October 30, 2005 2004 2005 2004 ------------ ------------ ------------ ------------ Net sales: Retail $ 174,507 $ 152,823 $ 464,582 $ 410,746 Play & Music 2,576 2,785 7,505 7,961 Total net sales 177,083 155,608 472,087 418,707 Cost of goods sold, including buying and occupancy expenses (95,779) (93,944) (278,918) (253,457) Gross profit 81,304 61,664 193,169 165,250 Selling, general and administrative expenses (58,638) (54,306) (168,561) (151,984) Operating income 22,666 7,358 24,608 13,266 Other income 488 69 989 451 Income before income taxes and cumulative effect of change in accounting principle 23,154 7,427 25,597 13,717 Income tax benefit (expense) (1) (10,588) 122 (11,462) (2,174) Income from continuing operations 12,566 7,549 14,135 11,543 Income (loss) from discontinued operations, net of tax 46 (3,377) 653 (3,315) Income before cumulative effect of change in accounting principle 12,612 4,172 14,788 8,228 Cumulative effect of change in accounting principle, net of tax -- -- -- 1,228 Net income $ 12,612 $ 4,172 $ 14,788 $ 9,456 Basic per share amounts: Income from continuing operations $ 0.40 $ 0.25 $ 0.45 $ 0.38 Income (loss) from discontinued operations, net of tax -- (0.11) 0.02 (0.11) Cumulative effect of change in accounting principle, net of tax -- -- -- 0.04 Net income $ 0.40 $ 0.14 $ 0.47 $ 0.31 Diluted per share amounts: Income from continuing operations $ 0.39 $ 0.24 $ 0.44 $ 0.37 Income (loss) from discontinued operations, net of tax -- (0.11) 0.02 (0.11) Cumulative effect of change in accounting principle, net of tax -- -- -- 0.04 Net income $ 0.39 $ 0.13 $ 0.47 $ 0.30 Weighted average shares outstanding: Basic 31,370 30,801 31,263 30,657 Diluted 32,051 31,346 31,767 31,355 Number of stores at end of period 663 642(2) 663 642(2)
(1) Our estimated annual effective tax rate for fiscal 2005 approximates 37%. Income tax expense for the 13 weeks and 39 weeks ended October 29, 2005 includes approximately $1.9 million or $0.06 per diluted share of additional expense resulting from the true-up of the fiscal 2004 tax return filed in the quarter and the establishment of a valuation allowance for certain deferred tax assets. Income tax expense for the 13 weeks and 39 weeks ended October 30, 2004 includes a $3.4 million or $0.11 per diluted share tax benefit resulting from a favorable resolution of certain income tax issues. (2) Does not include discontinued operations. CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands) (Unaudited) October 29, January 29, October 30, 2005 2005 2004 ------------ ------------ ------------ Current Assets Cash and cash equivalents $ 34,132 $ 30,599 $ 24,608 Marketable securities 58,275 30,000 40,000 Accounts receivable 12,095 16,547 20,332 Merchandise inventories 100,814 97,237 91,706 Prepaid income taxes 7,752 3,554 -- Prepaid expenses and deferred taxes 5,700 6,789 3,606 Current assets of discontinued operations 514 1,794 4,428 Total current assets 219,282 186,520 184,680 Property and Equipment, net 148,492 150,746 146,097 Lease Rights, Deferred Taxes and Other Assets 4,969 14,433 12,777 Total Assets $ 372,743 $ 351,699 $ 343,554 Current Liabilities Accounts payable $ 45,404 $ 39,241 $ 38,245 Accrued liabilities 40,812 41,803 43,391 Current liabilities of discontinued operations 956 7,144 5,631 Total current liabilities 87,172 88,188 87,267 Long Term Liabilities Deferred rent and other liabilities 49,458 46,105 39,943 Stockholders' Equity 236,113 217,406 216,344 Total Liabilities and Stockholders' Equity $ 372,743 $ 351,699 $ 343,554 SOURCE The Gymboree Corporation -0- 11/16/2005 /CONTACT: investors, Blair W. Lambert, +1-415-278-7933, or investor_relations@gymboree.com, or media, Kimberly Kim, +1-415-278-7472, or media_relations@gymboree.com, both of The Gymboree Corporation/ /Web site: http://www.gymboree.com / -----END PRIVACY-ENHANCED MESSAGE-----