-----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, F3do1Pp1ho6ARBgKtclIsRIPABHTX7Ab2w7n+pb8Rfgy5XAKAPWGYFTZlKHnDAVS jNfEK9bjFg3LhhMg6GpadQ== 0001104659-06-059805.txt : 20060907 0001104659-06-059805.hdr.sgml : 20060907 20060907113339 ACCESSION NUMBER: 0001104659-06-059805 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060906 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060907 DATE AS OF CHANGE: 20060907 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CHEROKEE INC CENTRAL INDEX KEY: 0000844161 STANDARD INDUSTRIAL CLASSIFICATION: WOMEN'S, MISSES', AND JUNIORS OUTERWEAR [2330] IRS NUMBER: 954182437 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18640 FILM NUMBER: 061078446 BUSINESS ADDRESS: STREET 1: 6835 VALJEAN AVE CITY: VAN NUYS STATE: CA ZIP: 91406-4713 BUSINESS PHONE: 8189511002 MAIL ADDRESS: STREET 1: 6835 VALJEAN AVE CITY: VAN NUYS STATE: CA ZIP: 91406-4713 FORMER COMPANY: FORMER CONFORMED NAME: GREEN ACQUISITION CO DATE OF NAME CHANGE: 19900814 8-K 1 a06-19269_18k.htm CURRENT REPORT OF MATERIAL EVENTS OR CORPORATE CHANGES

 

 

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):  September 6, 2006

CHEROKEE INC.
(Exact name of registrant as specified in its charter)

Delaware

 

1-18640

 

95-4182437

(State or Other Jurisdiction of

 

(Commission

 

(I.R.S. Employer

Incorporation)

 

File Number)

 

Identification Number)

 

6835 Valjean
Van Nuys, California 91406

(Address of Principal Executive Offices) (Zip Code)

(818) 908-9868
(Registrant’s telephone number, including area code)

(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):

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 September 6, 2006, Cherokee Inc. issued a press release announcing its financial results for the fiscal quarter ended July 29, 2006. A copy of the press release is attached hereto as Exhibit 99.1.

In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), 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, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01       Financial Statements and Exhibits.

(d)           Exhibits.

Exhibit No.

 

Description

99.1

 

Press release of Cherokee Inc., dated September 6, 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.

CHEROKEE INC.

 

 

 

 

 

 

Dated: September 7, 2006

By:

/s/ Russell J. Riopelle

 

 

 

Russell J. Riopelle

 

 

 

Chief Financial Officer

 

 

2



EX-99.1 2 a06-19269_1ex99d1.htm PRESS RELEASE OF CHEROKEE INC., DATED SEPTEMBER 6, 2006

Exhibit 99.1

Cherokee Inc.

 

Integrated Corporate Relations, Inc.

6835 Valjean Ave.

 

525 Broadway

Van Nuys, CA 91406

 

Santa Monica, CA 90401

(818) 908-9868

 

(310) 395-2215

Contact: Russell J. Riopelle, Chief Financial Officer

 

Contact: Andrew Greenebaum

 

For Immediate Release:

Cherokee Inc. Reports Record 2nd Quarter Fiscal 2007 Results

·                  10.2% growth in total revenues

·                  8.0% growth in net income

VAN NUYS, CA (September 6, 2006) —  Cherokee Inc. (NASDAQ:  CHKE), a leading global licensor and brand management company, today reported its highest ever second quarter revenue and earnings for its quarter ended July 29, 2006.

Net revenues for the three months ended July 29, 2006 rose 10.2% or $1.1 million to $12.4 million, compared to revenues of $11.3 million in the comparable period last year.

Net earnings for the three months ended July 29, 2006 increased by 8.0% to $4.9 million or $0.56 per diluted share, compared to $4.6 million or $0.52 per diluted share in the year ago period.  The Company ended the quarter with cash and equivalents of $9.8 million, net receivables of $11.8 million and no debt.

Selling, general and administrative expenses for the three months ended July 29, 2006 were $4.2 million, which is above the $3.7 million in the comparable period last year, primarily due to increased travel and marketing expenses pertaining to our overseas expansion.  Operating expenses for the three months ended July 29, 2006 also included $181,000 of stock option compensation expense resulting from the Company’s adoption of SFAS 123 (R), as compared to zero in the comparable period last year.  Interest and other income for the three months ended July 29, 2006 totaled $139,000 versus the $120,000 reported last year.

Robert Margolis, Chairman and CEO, said, “Our growth in revenue and net income in the second quarter was strong.  We are very pleased with these consistently strong financial results and are equally excited about the many growth opportunities that we see ahead for the Cherokee Group.”

Howard Siegel, President of Cherokee, stated, “We are pleased to report another record quarter due primarily to the growth in our international royalty revenues as we continue to successfully expand the business by developing our “world brand” strategy for Cherokee.  We have begun to realize revenues from the sales of Cherokee branded products in Central Europe (Slovakia, Poland and the Czech Republic) in our first and second quarters and those volumes, along with the continued growth in the U.K. and Ireland, were a major contributor to our increased revenues in our second quarter.  In addition, Tesco Hungary recently launched the sale of Cherokee-branded products, and we will report royalties from Tesco Hungary in our 3rd and 4th quarters.   Also, as they did in the first quarter, our partners in Canada again reported strong growth, as did our Carole Little brands licensee, TJX Companies, in the U.S.  We continue to be excited by the growth opportunities for the brands we own and represent as we seek worldwide licensing agreements.”

1




Russell J. Riopelle, Chief Financial Officer, added, “Our record operating results during the second quarter continue to reflect the strength and diversity of our revenue streams and our ability to generate significant free cash flow.  Although our royalty revenues from Target were down 3.6% in our second quarter as compared to the second quarter of last year, we experienced royalty revenue growth of 33.3% for our Cherokee brand from our international licensees — primarily Tesco and Zellers.  We have not yet received the $33.0 million of proceeds from the sale of our Finders Fee Agreement to Iconix Brand Group Inc., nor the reimbursement by Iconix of the $0.9 million unauthorized deduction taken by Mossimo Inc., which reduced our royalty revenues from Mossimo during our first quarter, but we currently expect to receive both the $33.0 million and $0.9 million in our quarter ending October 28, 2006.  In addition to the $0.60 per share dividend paid to shareholders in June, we will pay another dividend of $0.60 per share on September 15th as we continue to return profits to our shareholders.”

About Cherokee Inc.

Cherokee Inc., based in Van Nuys, is a marketer, licensor and manager of a variety of brands it owns (Cherokee, Sideout, Carole Little and others) and represents.  Currently, Cherokee has licensing agreements in a number of categories, including family apparel, fashion accessories and footwear, as well as home furnishings and recreational products.  Premier clients for the Cherokee brand around the world include Target Stores (U.S.), Tesco (U.K., Ireland and certain other European and Asian countries), Zellers (Canada), Carrefour (selected countries in Europe and South America) and Grupo Aviara (Mexico).  Premier clients for Cherokee’s Sideout brand include Mervyn’s (U.S.) and Shanghai Bolderway (China), and for Cherokee’s Carole Little brands include TJX Companies (U.S., Canada and Europe).  Other key clients of Cherokee include Hearst Publications and Solera Capital (U.S.).

Statements included within this news release that are not historical in nature constitute forward-looking statements for the purposes of the safe harbor provided by the Private Securities Litigation Reform Act of 1995.  When used, the words “anticipates”, “believes”, “expects”, “may”, “should” and similar expressions are intended to identify such forward-looking statements.  Forward-looking statements included in this press release (including, without limitation, express or implied statements regarding future revenue and net income growth and timing of receipt of funds related to the Mossimo contract)  involve known and unknown risk and uncertainties that may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.  Such risks and uncertainties, include, but are not limited to, our ability to timely and effectively enforce our rights to payment from Mossimo,  the effect of national and regional economic conditions, the financial condition of the apparel industry and the retail industry, the overall level of consumer spending, the effect of intense competition in the industry in which the Company operates, adverse changes in licensee or consumer acceptance of products bearing the Company’s brands as a result of fashion trends or otherwise, the ability and/or commitment of the Company’s licensees to design, manufacture and market Cherokee and Sideout branded products, the Company’s dependence on a single licensee for most of the Company’s revenues, the Company’s dependence on its key management personnel, and adverse determinations of claims, liabilities or litigations.  A further list and description of these risk, uncertainties and other matters can be found in the Company’s Annual Report on Forms 10-K for Fiscal Year 2006, and in its periodic reports on Forms 10-Q and 8-K (if any).  Undue reliance should not be placed on the forward-looking statements contained herein because some or all of them may turn out to be wrong.  The Company disclaims any intent or obligation to update any of the forward-looking statements contained herein to reflect future events and developments.

2




CHEROKEE INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
Unaudited

 

 

Three months ended

 

Six months ended

 

 

 

July 29, 2006

 

July 30, 2005

 

July 29, 2006

 

July 30, 2005

 

 

 

 

 

 

 

 

 

 

 

Royalty revenues

 

$

12,409,000

 

$

11,264,000

 

$

25,637,000

 

$

24,477,000

 

Selling, general and administrative expenses

 

4,176,000

 

3,718,000

 

7,711,000

 

6,799,000

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

8,233,000

 

7,546,000

 

17,926,000

 

17,678,000

 

 

 

 

 

 

 

 

 

 

 

Other income (expenses) :

 

 

 

 

 

 

 

 

 

Interest expense

 

 

(16,000

)

 

(22,000

)

Investment and interest income

 

139,000

 

120,000

 

266,000

 

178,000

 

 

 

 

 

 

 

 

 

 

 

Total other income (expenses), net

 

139,000

 

104,000

 

266,000

 

156,000

 

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

8,372,000

 

7,650,000

 

18,192,000

 

17,834,000

 

 

 

 

 

 

 

 

 

 

 

Income tax provision

 

3,430,000

 

3,075,000

 

7,336,000

 

7,166,000

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

4,942,000

 

$

4,575,000

 

$

10,856,000

 

$

10,668,000

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per share

 

$

0.56

 

$

0.52

 

$

1.23

 

$

1.22

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per share

 

$

0.56

 

$

0.52

 

$

1.23

 

$

1.21

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

 

 

 

 

 

 

 

 

Basic

 

8,796,865

 

8,748,591

 

8,792,171

 

8,724,932

 

 

 

 

 

 

 

 

 

 

 

Diluted

 

8,850,431

 

8,814,788

 

8,848,263

 

8,807,775

 

 

3




CHEROKEE INC.
CONSOLIDATED BALANCE SHEETS
Unaudited

 

 

July 29,

 

January 28,

 

 

 

2006

 

2006

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

9,755,000

 

$

11,896,000

 

Receivables

 

11,780,000

 

9,555,000

 

Prepaid expenses and other current assets

 

1,597,000

 

1,445,000

 

Deferred tax asset

 

769,000

 

1,003,000

 

Total current assets

 

23,901,000

 

23,899,000

 

 

 

 

 

 

 

Deferred tax asset

 

931,000

 

1,131,000

 

 

 

 

 

 

 

Property and equipment, net of accumulated depreciation of $536,000 and $474,000, respectively

 

258,000

 

305,000

 

Trademarks, net of accumulated amortization of $5,811,000 and $5,240,000, respectively

 

7,604,000

 

8,116,000

 

Other assets

 

15,000

 

15,000

 

Total assets

 

$

32,709,000

 

$

33,466,000

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable and other accrued payables

 

591,000

 

629,000

 

Other accrued liabilities

 

2,717,000

 

4,578,000

 

Accrued dividends payable

 

5,283,000

 

5,272,000

 

 

 

 

 

 

 

Total current liabilities

 

8,591,000

 

10,479,000

 

 

 

 

 

 

 

Stockholders’ Equity:

 

 

 

 

 

Preferred stock, $.02 par value, 1,000,000 shares authorized None issued and outstanding

 

 

 

Common stock, $.02 par value, 20,000,000 shares authorized, 8,802,896 and 8,787,311 shares issued and outstanding at July 29, 2006 and at January 28, 2006, respectively

 

176,000

 

175,000

 

Additional paid-in capital

 

10,647,000

 

9,815,000

 

Retained earnings

 

13,295,000

 

12,997,000

 

Stockholders’ equity

 

24,118,000

 

22,987,000

 

Total liabilities and stockholders’ equity

 

$

32,709,000

 

$

33,466,000

 

 

4



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