-----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, RyuySenUVIWlpRt1EiZR/9EsCMkAQkg72RayVdP95DDoypSA4jTtquz/3RdgT/Em Y5SGLSj7RT/o+qvfG0qbXA== 0001275287-06-004487.txt : 20060816 0001275287-06-004487.hdr.sgml : 20060816 20060816162224 ACCESSION NUMBER: 0001275287-06-004487 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060816 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060816 DATE AS OF CHANGE: 20060816 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: 0128 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21250 FILM NUMBER: 061038472 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 gc6897.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 August 16, 2006 -------------------------------- Date of Report (Date of earliest event reported) THE GYMBOREE CORPORATION -------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 000-21250 94-2615258 ---------------------------- ----------- ------------------- (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 August 16, 2006, The Gymboree Corporation issued an earning release announcing its financial results for the second fiscal quarter ended July 29, 2006. A copy of the press release is attached hereto as Exhibit 99.1. 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 August 16, 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: August 16, 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 August 16, 2006. EX-99.1 2 gc6897ex991.txt EXHIBIT 99.1 Exhibit 99.1 INVESTOR RELATIONS CONTACT: Blair W. Lambert Tel: 415-278-7933 investor_relations@gymboree.com MEDIA RELATIONS CONTACT: Jamie Falkowski Tel : 415-278-7942 media_relations@gymboree.com THE GYMBOREE CORPORATION REPORTS SECOND QUARTER 2006 RESULTS San Francisco, Calif., August 16, 2006 - The Gymboree Corporation (NASDAQ: GYMB) today reported earnings for the second fiscal quarter ended July 29, 2006, of $0.5 million, or $0.02 per diluted share, including a one-time pretax charge of $3.7 million ($0.07 per diluted share) relating to the recent retirement of its former Chairman and Chief Creative Officer. Results also include $2.0 million of stock-based compensation expense ($0.04 per diluted share) resulting from the adoption of FAS 123R in fiscal 2006. This compares to a loss from continuing operations of $3.7 million, or $0.12 per diluted share, for the same period of the prior year. Net sales from retail operations for the second quarter ended July 29, 2006, totaled $153.0 million, an 18% increase over the $129.3 million in net sales from retail operations for the second fiscal quarter of the prior year. As previously reported, comparable store sales from retail operations for the second fiscal quarter increased 12% over the same period last year. Total net sales for the second fiscal quarter were $155.5 million, an increase of 18% compared to total net sales of $132.0 million for the second fiscal quarter last year. It has been almost 10 years since Gymboree has achieved profitability in the second quarter," said Matthew McCauley, Chairman and Chief Executive Officer. "This milestone achievement validates the initiatives we have been focusing on these past two years. And while I am pleased with the quarterly results, I am even more excited about the merchandising, marketing and operational opportunities ahead of us." BUSINESS OUTLOOK For the third fiscal quarter, the Company expects a low single-digit comparable store sales increase over the prior year. The Company expects third and fourth fiscal quarter earnings to be in the range of $0.40 to $0.42 and $0.58 to $0.60 per diluted share, respectively. These quarterly earnings expectations include the impact of stock-based compensation ($0.04 per diluted share each quarter) arising from the adoption of FAS Statement 123R. For the full fiscal year 2006, the Company now expects earnings per diluted share to be in the range of $1.54 to $1.57, including stock-based compensation expense of $0.16. This change represents an increase of $0.12 over the prior earnings guidance of $1.42 to $1.45 per diluted share. MANAGEMENT PRESENTATION The live broadcast of the discussion of the second quarter 2006 financial results will be available to interested parties at 1:30 p.m. PT (4:30 p.m. ET) on Wednesday, August 16, 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, August 23, 2006, at 800-642-1687, passcode 4081957, as well as archived on our Web site at the same location as the live Web cast. ABOUT THE GYMBOREE CORPORATION The Gymboree Corporation's specialty retail brands offer unique, high-quality products delivered with personalized customer service. As of July 29, 2006, the Company operated a total of 684 stores: 570 Gymboree(R) retail stores (542 in the United States and 28 in Canada), 27 Gymboree Outlet retail stores, 70 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 528 franchised and company-operated centers in the United States and 27 other countries. FORWARD-LOOKING STATEMENTS The foregoing financial information for the fiscal quarter-ended July 29, 2006, 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, 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 28, 2006. These forward-looking statements reflect The Gymboree Corporation's expectations as of August 16, 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 26 WEEKS ENDED ----------------------- ----------------------- JUL 29, JUL 30, JUL 29, JUL 30, 2006 2005 2006 2005 ---------- ---------- ---------- ---------- Net sales: Retail $ 152,996 $ 129,296 $ 339,176 $ 290,075 Play & Music 2,481 2,742 5,248 4,928 ---------- ---------- ---------- ---------- Total net sales 155,477 132,038 344,424 295,003 Cost of goods sold, including buying and occupancy expenses (89,896) (84,803) (188,412) (183,138) ---------- ---------- ---------- ---------- Gross profit 65,581 47,235 156,012 111,865 Selling, general and administrative expenses (66,667) (53,302) (129,952) (109,923) ---------- ---------- ---------- ---------- Operating income (loss) (1,086) (6,067) 26,060 1,942 Other income 1,768 294 3,059 501 ---------- ---------- ---------- ---------- Income (loss) before income taxes 682 (5,773) 29,119 2,443 Income tax (expense) benefit (138) 2,062 (10,692) (874) ---------- ---------- ---------- ---------- Income (loss) from continuing operations 544 (3,711) 18,427 1,569 Income from discontinued operations, net of tax - 368 - 607 ---------- ---------- ---------- ---------- Net income (loss) $ 544 $ (3,343) $ 18,427 $ 2,176 ========== ========== ========== ========== Basic per share amounts: Income (loss) from continuing operations $ 0.02 $ (0.12) $ 0.58 $ 0.05 Income from discontinued operations, net of tax - 0.01 - 0.02 ---------- ---------- ---------- ---------- Net income (loss) $ 0.02 $ (0.11) $ 0.58 $ 0.07 ========== ========== ========== ========== Diluted per share amounts: Income (loss) from continuing operations $ 0.02 $ (0.12) $ 0.55 $ 0.05 Income from discontinued operations, net of tax - 0.01 - 0.02 ---------- ---------- ---------- ---------- Net income (loss) $ 0.02 $ (0.11) $ 0.55 $ 0.07 ========== ========== ========== ========== Weighted average shares outstanding: Basic 31,570 31,254 32,031 31,210 Diluted 33,041 31,254 33,380 31,607 Number of stores at end of period 684 646 684 646
CONDENSED CONSOLIDATED BALANCE SHEETS ------------------------------------- (In thousands) (Unaudited)
July 29, January 28, July 30, 2006 2006 2005 ------------ ------------ ------------ CURRENT ASSETS Cash and cash equivalents $ 31,581 $ 32,037 $ 34,953 Marketable securities 85,250 115,000 38,843 Accounts receivable 11,316 12,027 13,190 Merchandise inventories 94,314 100,474 89,373 Prepaid income taxes 16,056 5,285 7,764 Prepaid expenses and deferred taxes 7,482 7,225 6,105 Current assets of discontinued operations - 479 1,107 ------------ ------------ ------------ Total current assets 245,999 272,527 191,335 ------------ ------------ ------------ Property and Equipment, net 149,372 146,055 147,051 Lease Rights, Deferred Taxes and Other Assets 5,593 6,196 13,577 ------------ ------------ ------------ Total Assets $ 400,964 $ 424,778 $ 351,963 ============ ============ ============ CURRENT LIABILITIES Accounts payable $ 44,562 $ 45,186 $ 40,439 Accrued liabilities 70,278 55,303 37,742 Current liabilities of discontinued operations - 732 1,732 ------------ ------------ ------------ Total current liabilities 114,840 101,221 79,913 ------------ ------------ ------------ LONG TERM LIABILITIES Deferred rent and other liabilities 48,897 48,480 49,868 Stockholders' Equity 237,227 275,077 222,182 ------------ ------------ ------------ Total Liabilities and Stockholders' Equity $ 400,964 $ 424,778 $ 351,963 ============ ============ ============
-----END PRIVACY-ENHANCED MESSAGE-----