-----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, RMce2hqutFFdRPThSSG9F45v9yLiJxemYAc0vSWviNfCr8M/07pIdIocrEbVsNZP fPI5hNR1GAurMywrHzU3hg== 0001104659-07-068563.txt : 20070912 0001104659-07-068563.hdr.sgml : 20070912 20070912152111 ACCESSION NUMBER: 0001104659-07-068563 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20070912 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20070912 DATE AS OF CHANGE: 20070912 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: 071113183 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 a07-23781_28k.htm 8-K

 

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 12, 2007

CHEROKEE INC.

(Exact name of registrant as specified in its charter)

Delaware

 

1-18640

 

95-4182437

(State or Other Jurisdiction of Incorporation)

 

(Commission
File Number)

 

(I.R.S. Employer
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 12, 2007, Cherokee Inc. issued a press release announcing its financial results for the fiscal quarter ended August 4, 2007.  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 12, 2007.

 

 

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 12, 2007

 

By:

/s/ Russell J. Riopelle

 

 

 

 

 

Russell J. Riopelle

 

 

 

 

 

Chief Financial Officer

 

 

 

2



EX-99.1 2 a07-23781_2ex99d1.htm EX-99.1

Exhibit 99.1

Cherokee Inc.

Integrated Corporate Relations, Inc.

6835 Valjean Ave.

12121 Wilshire Blvd. #300

Van Nuys, CA 91406

Los Angeles, CA 90025

(818) 908-9868

(310) 954-1100

Contact: Russell J. Riopelle, Chief Financial Officer

Contact: Andrew Greenebaum

 

For Immediate Release:

Cherokee Inc. Reports 2nd Quarter Fiscal 2008 Results

·                  Worldwide royalties from the Cherokee brand grew by 5.6%, reaching highest level ever for a 2nd Quarter

·                  Geographic diversification expands as international royalties comprise 53% of total 2nd Quarter revenues

VAN NUYS, CA (September 12, 2007) —  Cherokee Inc. (NASDAQ:  CHKE), a leading global licensor and brand management company, today reported its revenue and earnings for its second quarter ended August 4, 2007 (“Second Quarter”).  Net revenues for the three months ended August 4, 2007 totaled $11.9 million, compared to revenues of $12.4 million in the comparable period last year.  Net earnings for the three months ended August 4, 2007 totaled $4.9 million, or $0.55 per diluted share, compared to $4.9 million, or $0.56 per diluted share, in the year ago period.  This year’s Second Quarter revenues do not include any royalty revenues from Mossimo because this contract was sold/terminated during the fourth quarter of fiscal 2007 (Mossimo accounted for $0.8 million in revenues and $0.06 in earnings per diluted share in the second quarter of last year).  The Company ended the quarter with cash and equivalents of $21.4 million, net receivables of $10.9 million and no debt.  The Company’s Second Quarter revenues also benefited from favorable exchange rate comparisons in royalties from most of its international licensees.

Selling, general and administrative expenses for the Second Quarter were $4.2 million, which is similar to the $4.18 million in the comparable period last year, primarily due to nominal increases in various expense categories.  Interest and other income for the Second Quarter totaled $250,000 versus the $139,000 reported last year, with the increase primarily attributable to higher cash balances.

Howard Siegel, President of Cherokee, stated, “We are pleased to report revenues from our Cherokee brand totaled $11.3 million in our Second Quarter, up 5.6% over the prior year, and representing our highest level ever for a second quarter.  In addition, we experienced another record quarter of growth in our international business — which accounted for 53% of our total royalty revenues in the Second Quarter.  Royalties from our U.S. licensee, Target Stores, declined by 8.4%, while Tesco (U.K. and Central Europe) grew by 24.5% in our Second Quarter.  We are particularly pleased with the many new territories that we have expanded to over the last 12-18 months.  They represented approximately 10% of our royalties in the Second Quarter, and are expected to continue to grow.  These include the Czech Republic, Slovakia, Poland and Hungary with Tesco; Mexico with Comercial Mexicana, and South Africa with Pick ‘n Pay.  In addition, we are looking forward to the launch of our Cherokee brand in several Middle Eastern countries with Fawaz Al Hokair, in Chile and Peru with Falabella’s Tottus Stores, and our future launch in China and other Asian territories with Tesco.  Our ‘World Branding’ strategy for Cherokee is being successfully realized, and should provide further geographic diversification to our royalty stream.  We will continue to pursue global opportunities for our brands, and are excited about further growing Cherokee throughout the world.”




Robert Margolis, Chairman and CEO, said, “We continue to successfully evolve, diversify and grow Cherokee.  Our strategy of expanding our group of brands and retail partners, while consistently delivering strong financial results, is our key focus and will continue to be so.”

Russell J. Riopelle, Chief Financial Officer, added, “We once again finished the quarter in another very strong cash position and with no debt.  In addition to the $0.75 per share dividend paid to shareholders in June, we will pay another dividend of $0.75 per share on September 15th, evidencing continued execution of our goal of returning profits to 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), Pick ‘n Pay (South Africa), Fawaz Al Hokair (Middle East), S.A.C.I. Falabella (Chile and Peru) and Comercial Mexicana (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).

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 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, 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 two licensees 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 2007, 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

 

 

 

August 4, 2007

 

July 29, 2006

 

August 4, 2007

 

July 29, 2006

 

Royalty revenues

 

$

11,901,000

 

$

12,409,000

 

$

23,942,000

 

$

25,637,000

 

Selling, general and administrative expenses

 

4,199,000

 

4,176,000

 

8,119,000

 

7,711,000

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

7,702,000

 

8,233,000

 

15,823,000

 

17,926,000

 

 

 

 

 

 

 

 

 

 

 

Other income:

 

 

 

 

 

 

 

 

 

Investment and interest income

 

250,000

 

139,000

 

675,000

 

266,000

 

 

 

 

 

 

 

 

 

 

 

Total other income

 

250,000

 

139,000

 

675,000

 

266,000

 

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

7,952,000

 

8,372,000

 

16,498,000

 

18,192,000

 

 

 

 

 

 

 

 

 

 

 

Income tax provision

 

3,044,000

 

3,430,000

 

6,574,000

 

7,336,000

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

4,908,000

 

$

4,942,000

 

$

9,924,000

 

$

10,856,000

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per share

 

$

0.55

 

$

0.56

 

$

1.12

 

$

1.23

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per share

 

$

0.55

 

$

0.56

 

$

1.11

 

$

1.23

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

 

 

 

 

 

 

 

 

Basic

 

8,911,513

 

8,796,865

 

8,881,552

 

8,792,171

 

 

 

 

 

 

 

 

 

 

 

Diluted

 

8,955,197

 

8,850,431

 

8,932,224

 

8,848,263

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Effective Tax Rate

 

38.3

%

41.0

%

39.9

%

40.3

%

 

3




CHEROKEE INC.
CONSOLIDATED BALANCE SHEETS
Unaudited

 

 

August 4, 2007

 

February 3, 2007

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

21,381,000

 

$

44,565,000

 

Receivables

 

10,887,000

 

7,246,000

 

Taxes receivable

 

9,874,000

 

 

Prepaid expenses and other current assets

 

174,000

 

227,000

 

Deferred tax asset

 

1,260,000

 

1,792,000

 

Total current assets

 

43,576,000

 

53,830,000

 

 

 

 

 

 

 

Deferred tax asset

 

1,061,000

 

1,009,000

 

 

 

 

 

 

 

Property and equipment, net of accumulated depreciation of $634000 and $596,000, respectively

 

210,000

 

216,000

 

Trademarks, net

 

10,692,000

 

7,232,000

 

 

 

 

 

 

 

Other assets

 

15,000

 

15,000

 

Total assets

 

$

55,554,000

 

$

62,302,000

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

929,000

 

927,000

 

Accrued compensation payable

 

2,268,000

 

8,590,000

 

Income taxes payable

 

9,692,000

 

10,023,000

 

Accrued dividends payable

 

6,684,000

 

6,627,000

 

 

 

 

 

 

 

Total current liabilities

 

19,573,000

 

26,167,000

 

 

 

 

 

 

 

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, 8,912,235 and 8,834,310 shares issued and outstanding at August 4, 2007 and at February 3, 2007, respectively

 

178,000

 

176,000

 

Additional paid-in capital

 

15,635,000

 

11,960,000

 

Retained earnings

 

20,168,000

 

23,999,000

 

Stockholders’ equity

 

35,981,000

 

36,135,000

 

Total liabilities and stockholders’ equity

 

$

55,554,000

 

$

62,302,000

 

 

4



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