-----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, A/cgZFo3L2w38YLF8hRiLmvXX7Ymke8ZT86Pg4E/d/U1I9TX0F/20jrCaO6y3hHd 2KOmRbJms7unrfzZVOo2eg== 0001275287-06-001405.txt : 20060315 0001275287-06-001405.hdr.sgml : 20060315 20060315161028 ACCESSION NUMBER: 0001275287-06-001405 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060315 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060315 DATE AS OF CHANGE: 20060315 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: 06688421 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 gc5149.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 March 15, 2006 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 March 15, 2006, The Gymboree Corporation issued an earnings release announcing its financial results for the fourth fiscal quarter and fiscal year ended January 28, 2006. 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 March 15, 2006. 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: March 15, 2006 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 March 15, 2006. EX-99.1 2 gc5149ex991.txt EXHIBIT 99.1 EXHIBIT 99.1 THE GYMBOREE CORPORATION REPORTS FOURTH QUARTER AND FULL YEAR RESULTS San Francisco, Calif., March 15, 2006 - The Gymboree Corporation (NASDAQ: GYMB) today reported consolidated financial results for the fourth fiscal quarter and full year ended January 28, 2006. FOURTH FISCAL QUARTER ENDED JANUARY 28, 2006 o For the fourth fiscal quarter, net sales were $206.4 million, an increase of 17% compared to $175.8 million in net sales reported for the same quarter last year. o As previously reported, comparable store sales for the quarter increased 14% over the same quarter last year. o Operating income for the fourth quarter increased to $31.1 million compared to $3.1 million for the same period of the prior year. o Net income after tax from continuing operations for the quarter was $20.2 million or $0.60 per diluted share compared to income from continuing operations of $5.5 million or $0.18 per diluted share for the same period last year. Income from continuing operations for the quarter includes a favorable inventory shrink adjustment of $0.04 per diluted share resulting from the annual year-end inventory count. FISCAL YEAR 2005 ENDED JANUARY 28, 2006 o Net sales for the 52 week period ended January 28, 2006 (fiscal 2005) were $678.5 million, an increase of 14% compared to net sales of $594.5 million for the same period last year. o Comparable store sales for fiscal 2005 increased 9% over the prior fiscal year. o For the fiscal year, net income after tax from continuing operations was $32.9 million or $1.02 per diluted share, compared to income from continuing operations of $17.1 million or $0.54 per diluted share for the same period last year. BUSINESS OUTLOOK For the first fiscal quarter of 2006, the Company reaffirms its comparable store sales guidance of mid-single digits and now expects earnings from continuing operations to be in the range of $0.28 to $0.30 per diluted share before the impact of stock-based compensation. For the full fiscal year ended February 3, 2007, the Company now expects income from continuing operations in the range of $1.16 to $1.20 per diluted share before the impact of stock-based compensation. The Company is adopting FAS Statement 123R "Share-based Payment" for fiscal 2006 which is now expected to reduce earnings in the range of $0.13 - $0.15 per diluted share. MANAGEMENT PRESENTATION The live broadcast of the discussion of fourth quarter and full year 2005 earnings results will be available to interested parties at 2:00 p.m. PT (5:00 p.m. ET) on Wednesday March 15, 2006. 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, March 22, 2006, at 800-642-1687, passcode 6412948, 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 February 25, 2006, the Company operated a total of 662 stores: 565 Gymboree(R) retail stores (537 in the United States and 28 in Canada), 16 Gymboree Outlet retail stores, 64 Janie and Jack(R) retail shops and 17 Janeville(R) 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 545 franchised and company-operated centers in the United States and 25 other countries. FORWARD-LOOKING STATEMENTS The foregoing sales and earnings figures for the fourth quarter and fiscal year 2005 are 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 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 liquidation of our UK and Ireland entities, our gross margin achievement, our ability to appropriately manage inventory, general economic conditions, effects of future embargos 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 March 15, 2006. The Gymboree Corporation undertakes no obligation to update the information provided herein. Gymboree, Janie and Jack, and Janeville are registered trademarks of The Gymboree Corporation. ### THE GYMBOREE CORPORATION ------------------------ CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS ----------------------------------------------- (In thousands, except per share and store data) (Unaudited)
13 WEEKS ENDED 52 WEEKS ENDED ----------------------------- ----------------------------- JANUARY 28, JANUARY 29, JANUARY 28, JANUARY 29, 2006 2005 2006 2005 ------------- ------------- ------------- ------------- Net sales: Retail $ 202,925 $ 172,980 $ 667,507 $ 583,725 Play & Music 3,441 2,791 10,946 10,753 ------------- ------------- ------------- ------------- Total net sales 206,366 175,771 678,453 594,478 Cost of goods sold, including buying and occupancy expenses (107,136) (108,898) (386,054) (362,356) ------------- ------------- ------------- ------------- Gross profit 99,230 66,873 292,399 232,122 Selling, general and administrative expenses (68,158) (59,375) (239,036) (211,359) Lease termination charges - (4,408) - (4,408) ------------- ------------- ------------- ------------- Operating income 31,072 3,090 53,363 16,355 Other income 817 133 1,806 585 ------------- ------------- ------------- ------------- Income from continuing operations before income taxes and cumulative effect of change in accounting principle 31,889 3,223 55,169 16,940 Income tax benefit (expense) (11,675) 2,313 (22,275) 139 ------------- ------------- ------------- ------------- Income from continuing operations before cumulative effect 20,214 5,536 32,894 17,079 of change in accounting principle Income (loss) from discontinued operations, net of tax 138 (6,326) 790 (9,641) ------------- ------------- ------------- ------------- Income (loss) before cumulative effect of change in accounting principle 20,352 (790) 33,684 7,438 Cumulative effect of change in accounting principle, net of tax - (21) - 1,206 ------------- ------------- ------------- ------------- Net income (loss) $ 20,352 $ (811) $ 33,684 $ 8,644 ============= ============= ============= ============= Basic per share amounts: Income from continuing operations before cumulative effect of change in accounting principle $ 0.63 $ 0.18 $ 1.04 $ 0.56 Income (loss) from discontinued operations, net of tax - (0.20) 0.03 (0.31) Cumulative effect of change in accounting principle, net of tax - - - 0.04 ------------- ------------- ------------- ------------- Net income (loss) $ 0.63 $ (0.03) $ 1.07 $ 0.28 ============= ============= ============= ============= Diluted per share amounts: Income from continuing operations before cumulative effect of change in accounting principle $ 0.60 $ 0.18 $ 1.02 $ 0.54 Income (loss) from discontinued operations, net of tax - (0.20) 0.02 (0.31) Cumulative effect of change in accounting principle, net of tax - - - 0.04 ------------- ------------- ------------- ------------- Net income $ 0.61 $ (0.03) $ 1.05 $ 0.28 ============= ============= ============= ============= Weighted average shares outstanding: Basic 32,150 31,019 31,485 30,747 Diluted 33,539 31,435 32,178 31,391 Number of stores at end of period 659 648 659 648
CONDENSED CONSOLIDATED BALANCE SHEETS ------------------------------------- (In thousands) (Unaudited)
JANUARY 28, JANUARY 29, 2006 2005 ------------- ------------- CURRENT ASSETS Cash and cash equivalents $ 32,037 $ 30,599 Marketable securities 115,000 30,000 Accounts receivable 12,027 16,547 Merchandise inventories 100,474 97,237 Prepaid income taxes 5,285 3,554 Prepaid expenses and deferred taxes 7,225 6,789 Current assets of discontinued operations 479 1,794 ------------- ------------- Total current assets 272,527 186,520 ------------- ------------- Property and Equipment, net 146,056 150,746 Lease Rights, Deferred Taxes and Other Assets 6,195 14,433 ------------- ------------- Total Assets $ 424,778 $ 351,699 ============= ============= CURRENT LIABILITIES Accounts payable $ 45,186 $ 39,241 Accrued liabilities 55,303 41,803 Current liabilities of discontinued operations 732 7,144 ------------- ------------- Total current liabilities 101,221 88,188 ------------- ------------- LONG TERM LIABILITIES Deferred rent and other liabilities 48,480 46,105 Stockholders' Equity 275,077 217,406 ------------- ------------- Total Liabilities and Stockholders' Equity $ 424,778 $ 351,699 ============= =============
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