-----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, VWQlUziQBwj8qt1qqzzsELGtGO1mRhwj+CqvSnxub9eWzEQcE4IyXOhzfdumEDo5 +Eo8b9/FerpNwy/4fA8gEQ== 0001157523-04-011158.txt : 20041201 0001157523-04-011158.hdr.sgml : 20041201 20041201161040 ACCESSION NUMBER: 0001157523-04-011158 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041201 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041201 DATE AS OF CHANGE: 20041201 FILER: COMPANY DATA: COMPANY CONFORMED NAME: NEIMAN MARCUS GROUP INC CENTRAL INDEX KEY: 0000819539 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-DEPARTMENT STORES [5311] IRS NUMBER: 954119509 STATE OF INCORPORATION: DE FISCAL YEAR END: 0801 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09659 FILM NUMBER: 041177661 BUSINESS ADDRESS: STREET 1: ONE MARCUS SQUARE STREET 2: 1618 MAIN STREET CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 214-741-6911 MAIL ADDRESS: STREET 1: ONE MARCUS SQUARE STREET 2: 1618 MAIN STREET CITY: DALLAS STATE: TX ZIP: 75201 8-K 1 a4776152.txt THE NEIMAN MARCUS GROUP, INC. 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 Date of Report December 1, 2004 Date of earliest event reported December 1, 2004 The Neiman Marcus Group, Inc. (Exact name of registrant as specified in its charter) Commission file no. 1-9659 Delaware 95-4119509 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) One Marcus Square 1618 Main Street Dallas, Texas 75201 (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code: (214) 741-6911 ----------------------------------------------------------------------- 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 9.01. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (c) Exhibits. 99.1 Press release dated December 1, 2004 announcing financial results for the fiscal first quarter ended October 30, 2004. ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION The following information is being furnished, not filed, pursuant to Item 2.02. Accordingly, this information will not be incorporated by reference into any registration statement filed by The Neiman Marcus Group, Inc. under the Securities Act of 1933, as amended, unless specifically identified as being incorporated therein by reference. On December 1, 2004, The Neiman Marcus Group, Inc. issued a press release announcing its results of operations and financial condition for the fiscal first quarter ended October 30, 2004. A copy of this press release is attached as Exhibit 99.1. The press release contains information relating to earnings per diluted share after excluding the loss on disposition of Chef's Catalog. Management has included this information because it believes it more accurately reflects results from core operating activities and is a better base from which to measure the company's future performance. 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. SIGNATURES THE NEIMAN MARCUS GROUP, INC. Date: December 1, 2004 By: /s/ T. Dale Stapleton ----------------------------- T. Dale Stapleton Vice President and Controller (principal accounting officer of the registrant) EX-99.1 2 a4776152ex991.txt EXHIBIT 99.1 Exhibit 99.1 The Neiman Marcus Group Reports First Quarter Earnings DALLAS--(BUSINESS WIRE)--Dec. 1, 2004--The Neiman Marcus Group, Inc. (NYSE:NMG.A)(NYSE:NMG.B) today reported financial results for the first quarter of fiscal year 2005. For the 13 weeks ended October 30, 2004, the Company reported total revenues of $908 million compared to $819 million in the prior year. Net earnings were $64 million, or $1.30 per diluted share in the first quarter of fiscal year 2005 compared to $56 million, or $1.16 per diluted share, in the first quarter of fiscal year 2004. Excluding the loss on disposition of Chef's Catalog, adjusted earnings for the first quarter of fiscal year 2005 were $73 million, or $1.49 per diluted share. On an adjusted basis, earnings improved 31 percent from the first quarter of fiscal year 2004 to the first quarter of fiscal year 2005. See the attached "Reconciliation of GAAP Net Earnings to Non-GAAP Adjusted Earnings" for the reconciliation of adjusted earnings and the Company's statements regarding the use of this non-GAAP financial measure. "I am very pleased with our performance as we achieved record sales and earnings for the quarter," said Burton M. Tansky, President and Chief Executive Officer. "The outstanding results were accomplished by leveraging our expense base and improving our gross margin through an emphasis on full-price selling and disciplined inventory management." Mr. Tansky continued, "As a Company, we continue to focus on producing strong operating results while pursuing our long-term strategy of outstanding customer service, quality merchandise and fashion leadership." Business Segments First quarter revenues for the Specialty Retail Stores segment, which consists of Neiman Marcus Stores and Bergdorf Goodman, were $737 million, compared to $665 million in the previous year, which represents an increase of 10.4 percent at Neiman Marcus Stores and 14.3 percent at Bergdorf Goodman. Comparable revenues for Neiman Marcus Stores increased 10.6 percent for the first quarter of fiscal year 2005. First quarter fiscal year 2005 operating earnings for the Specialty Retail Stores segment were $120 million compared to $91 million in the first quarter of fiscal year 2004. Neiman Marcus Direct, the Company's direct marketing operation, reported first quarter fiscal year 2005 revenues of $140 million compared to $128 million in the previous year, an increase of 9.2 percent. Excluding Chef's Catalog, revenues for Neiman Marcus Direct for first quarter fiscal year 2005 were $126 million compared to $111 million in the prior year, an increase of 13.1 percent. Operating earnings for Neiman Marcus Direct were $11 million in the first quarter which is slightly above the results a year ago. The Company's Other segment includes the operations of the Kate Spade and Laura Mercier brands and corporate expenses. Other Items On November 8, 2004, the Company announced it had sold its Chef's Catalog direct marketing business. In connection with the sale, the Company recorded a pre-tax loss of approximately $15.3 million in its fiscal first quarter. The basis of presentation of certain prior year amounts have been reclassified to conform to the current year presentation. A live webcast of the conference call on earnings can be accessed through the Investor Information section of the Neiman Marcus Group website at www.neimanmarcusgroup.com on Wednesday, December 1, 2004 beginning at 3:30 p.m. Central Standard Time. Following the live broadcast, interested parties may replay the webcast by accessing this website. To access financial information that will be presented during the call, please visit the Investor Information section of the Neiman Marcus Group website at www.neimanmarcusgroup.com. From time to time, the Company makes statements that predict or forecast future events or results, depend on future events for their accuracy or otherwise contain "forward-looking information." These statements are made based on management's expectations and beliefs concerning future events and are not guarantees of future performance. The Company cautions readers that actual results may differ materially as a result of various factors, some of which are beyond its control, including but not limited to: political or economic conditions; terrorist activities in the United States or escalation in the international war on terrorism; disruptions in business at the Company's stores, distribution centers or offices; changes in consumer confidence resulting in a reduction of discretionary spending on goods that are, or are perceived to be, "luxuries"; changes in demographic or retail environments; changes in consumer preferences or fashion trends; competitive responses to the Company's marketing, merchandising and promotional efforts and/or inventory liquidations by vendors or other retailers; changes in the Company's relationships with key customers; delays in the receipt of merchandise ordered by the Company due to work stoppages and/or other causes of delay in connection with either the manufacture or shipment of such merchandise; seasonality of the retail business; adverse weather conditions, particularly during peak selling seasons; delays in store renovations; natural disasters; significant increases in paper, printing and postage costs; litigation that may have an adverse effect on the Company's financial results or reputation; changes in the Company's relationships with designers, vendors and other sources of merchandise; the financial viability of the Company's designers, vendors and other sources of merchandise; the design and implementation of new information systems or enhancement of existing systems; changes in foreign currency exchange rates; impact of funding requirements related to the Company's noncontributory defined benefit pension plan; changes in the Company's relationships with sales associates; changes in key management personnel; changes in the Company's proprietary credit card arrangement that adversely impact its ability to provide consumer credit; or changes in government or regulatory requirements increasing the Company's cost of operations. These and other factors that may adversely effect the Company's future performance or financial condition are contained in its Annual Report in Form 10-K and other reports filed with and available from the Securities and Exchange Commission. The Company undertakes no obligation to update or revise any forward-looking statements to reflect subsequent events, new information or future circumstances. THE NEIMAN MARCUS GROUP, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (in thousands) October 30, November 1, 2004 2003 ----------- ----------- ASSETS - ---------------------------------------------- Current assets: Cash and cash equivalents $258,367 $127,524 Undivided interests in NMG Credit Card Master Trust -- 314,138 Accounts receivable 641,236 33,075 Merchandise inventories 881,266 830,319 Other current assets 72,429 73,345 ----------- ----------- Total current assets 1,853,298 1,378,401 ----------- ----------- Property and equipment, net 706,078 674,970 Other assets 128,112 112,655 ----------- ----------- Total assets $2,687,488 $2,166,026 =========== =========== LIABILITIES AND SHAREHOLDERS' EQUITY - ---------------------------------------------- Current liabilities: Accounts payable $293,344 $266,889 Accrued liabilities 347,232 323,188 Bank borrowings 4,200 2,252 Borrowings under Credit Card Facility 225,000 -- ----------- ----------- Total current liabilities 869,776 592,329 ----------- ----------- Long-term liabilities: Notes and debentures 249,762 249,739 Other long-term liabilities 115,469 114,463 ----------- ----------- Total long-term liabilities 365,231 364,202 ----------- ----------- Minority interest 11,474 9,700 Total shareholders' equity 1,441,007 1,199,795 ----------- ----------- Total liabilities and shareholders' equity $2,687,488 $2,166,026 =========== =========== THE NEIMAN MARCUS GROUP, INC. CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED) First Quarter Ended ----------------------- (in thousands, except per share data) October 30, November 1, 2004 2003 ----------- ----------- Revenues $907,936 $818,769 Cost of goods sold including buying and occupancy costs 554,710 510,350 Selling, general and administrative expenses 227,963 211,130 Loss on disposition of Chef's Catalog 15,348 -- ----------- ----------- Operating earnings 109,915 97,289 Interest expense, net 4,037 3,462 ----------- ----------- Earnings before income taxes and minority interest 105,878 93,827 Income taxes 40,975 36,592 ----------- ----------- Earnings before minority interest 64,903 57,235 Minority interest in net earnings of subsidiaries (787) (1,010) ----------- ----------- Net earnings $64,116 $56,225 =========== =========== Weighted average number of common and common equivalent shares outstanding: Basic 48,226 47,624 =========== =========== Diluted 49,133 48,396 =========== =========== Earnings per share: Basic $1.33 $1.18 =========== =========== Diluted $1.30 $1.16 =========== =========== THE NEIMAN MARCUS GROUP, INC. OTHER OPERATING DATA (UNAUDITED) SEGMENTS: First Quarter Ended ------------------------------ (in millions) October 30, November 1, 2004 2003 -------------- --------------- REVENUES: Specialty Retail Stores $737 $665 Direct Marketing 140 128 Other (1) 31 26 -------------- --------------- Total $908 $819 ============== =============== OPERATING EARNINGS (LOSSES): Specialty Retail Stores $120 $91 Direct Marketing 11 11 Other (1) (6) (5) Loss on disposition of Chef's Catalog (15) -- -------------- --------------- Total $110 $97 ============== =============== OTHER DATA: First Quarter Ended ------------------------------ (in millions) October 30, November 1, 2004 2003 -------------- --------------- Capital Expenditures $35 $22 Depreciation $23 $21 (1) Other includes the results of operations of Kate Spade LLC, Gurwitch Products, LLC and corporate expenses. THE NEIMAN MARCUS GROUP, INC. RECONCILIATION OF GAAP NET EARNINGS TO NON-GAAP ADJUSTED EARNINGS (UNAUDITED) First Quarter Ended ------------------------------ (in thousands except per share data) October 30, November 1, 2004 2003 -------------- --------------- Net earnings (GAAP) $64,116 $56,225 Loss on disposition of Chef's Catalog, net of taxes 9,288 -- -------------- --------------- Adjusted earnings (Non-GAAP) $73,404 $56,225 ============== =============== Diluted earnings per share (GAAP) $1.30 $1.16 Loss on disposition of Chef's Catalog, net of taxes 0.19 -- -------------- --------------- Adjusted earnings per share (Non-GAAP) $1.49 $1.16 ============== =============== The Neiman Marcus Group, Inc. believes reporting adjusted earnings is a more accurate representation of the Company's on-going economic performance and therefore uses adjusted reporting internally to evaluate and manage the Company's operations. The Neiman Marcus Group, Inc. has chosen to provide this information to investors to enable them to perform more meaningful comparisons of operating results and as a means to emphasize the results of on-going operations. Adjusted earnings should be considered in addition to, not as a substitute for, the Company's other measures of financial performance reported in accordance with generally accepted accounting principles. CONTACT: The Neiman Marcus Group, Inc., Dallas James E. Skinner, 214-743-7625 or Stacie Shirley, 214-757-2967 -----END PRIVACY-ENHANCED MESSAGE-----