-----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, IrVVXuFjCkt9twwbo5LVIfMxLVOdqFPk2zktaYZPCEvnNRJxldrsUNsiyCxbLi3W 021o/A2iTZLPFk40zWdWLQ== 0001104659-09-069118.txt : 20091209 0001104659-09-069118.hdr.sgml : 20091209 20091209114042 ACCESSION NUMBER: 0001104659-09-069118 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20091208 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20091209 DATE AS OF CHANGE: 20091209 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: 0203 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18640 FILM NUMBER: 091230374 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 a09-35113_18k.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):  December 8, 2009

 

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):

 

¨ 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 2.02      Results of Operations and Financial Condition.

 

On December 8, 2009, Cherokee Inc. issued a press release announcing its financial results for the fiscal quarter and nine months ended October 31, 2009.  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 December 8, 2009.

 

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: December 9, 2009

By:

/s/ Russell J. Riopelle

 

 

Russell J. Riopelle

 

 

Chief Financial Officer

 

2


EX-99.1 2 a09-35113_1ex99d1.htm EX-99.1

Exhibit 99.1

 

Cherokee Inc.

 

Integrated Corporate Relations, Inc.

6835 Valjean Ave.

 

12121 Wilshire Blvd. Suite 300

Van Nuys, CA 91406

 

Los Angeles, CA 90025

(818) 908-9868

 

(310) 954-1100

Contact: Russell J. Riopelle, Chief Financial Officer

 

Contact: John Mills

 

For Immediate Release:

 

Cherokee Inc. Reports 3rd Quarter Financial Results

 

·                  Third Quarter Revenues were slightly above last year

·                  Cash dividend of $0.50 per share to be paid on December 16, 2009

 

VAN NUYS, CA (December 8, 2009) — Cherokee Inc. (NASDAQ:  CHKE), a leading global licensor and brand management company, today reported financial results for its third quarter ended October 31, 2009 (the “Third Quarter”).  Net revenues for the Third Quarter totaled $8.04 million, $5,000 greater than revenues in the comparable period last year.  Operating income for the Third Quarter was $4.71 million, or $40,000 greater than the $4.67 million of operating income in the comparable period last year.  Pre-tax profits for the Third Quarter totaled $4.72 million, as compared to $4.71 million in the comparable period last year.  Net earnings for the Third Quarter totaled $2.77 million, or $0.31 per diluted share, as compared to $3.25 million, or $0.37 per diluted share, in the comparable period last year, due to a lower tax provision in the comparable period last year resulting from certain favorable tax-related adjustments.  The Company ended the quarter with cash and equivalents of $9.26 million, net receivables of $7.45 million and no debt.

 

Selling, general and administrative expenses for the Third Quarter were $3.33 million, which was slightly lower than the $3.37 million in the comparable period last year.  Interest and other income for the Third Quarter totaled $6,000 versus the $46,000 reported last year, due to a combination of lower cash balances and lower (prevailing) interest rates.  The income tax expense for the Third Quarter was $1.95 million, as compared to $1.46 million in the third quarter of last year.  As a consequence, the effective tax rate for the Third Quarter was 41.3%, as compared to 31.0% in the third quarter of last year, as last year’s tax rate was lower due to certain favorable tax-related adjustments.

 

Russell J. Riopelle, Chief Financial Officer, stated, “Our $0.31 of earnings per diluted share in the Third Quarter was lower this year due to a higher tax provision, as our pre-tax income was actually slightly higher in the Third Quarter.  As previously announced, we will pay a $0.50 per share dividend on December 16th as we continue to return profits and excess cash to our stockholders.”

 

Howard Siegel, President, added, “Our total domestic royalty revenues declined by 1.4% in the Third Quarter, and our domestic retail sales decline was greater than that, as compared to the third quarter of last year.  Our international royalties increased by 1.5%, primarily due to the growth in Canada and in our South American territories, although we did experience some unfavorable exchange rate comparisons with several of our larger international licensees in the Third Quarter, relative to the comparable period last year, and consequently the retail sales in dollars were lower for these licensees.  During the Third Quarter we signed up two new licensees for our Sideout brand, and in November we announced our new licensing agreement for the Cherokee brand in China.  We look forward to additional revenue streams from our new licensees over time, while we continue to pursue new licensing opportunities with premier clients around the world.”

 

1



 

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 countries), Zellers (Canada), Pick ‘n Pay (South Africa), Grupo Pão de Acucar (Brazil), S.A.C.I. Falabella (Chile and Peru), Arvind Mills (India), Shufersal LTD. (Israel), Comercial Mexicana (Mexico), Eroski (Spain) and RT Mart (Peoples Republic of China).  Premier clients for Cherokee’s other brands include the TJX Companies (U.S., Canada and Europe) for the Carole Little brands, and Shanghai Bolderway (China) for the Sideout Brand.  Cherokee also placed the Norma Kamali brand with Wal-Mart.

 

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 dividend payments, revenues from new licensees and potential future business development) 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, international and regional economic conditions, the financial condition of the apparel industry and the retail industry, the overall level of consumer spending domestically and internationally, 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, Sideout and Carole Little branded products, the Company’s dependence on a select group of 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 Form 10-K for Fiscal Year 2009, 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

 

Nine months ended

 

 

 

October
31, 2009

 

November
1, 2008

 

October
31, 2009

 

November
1, 2008

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Royalty revenues

 

$

8,041,000

 

$

8,036,000

 

$

25,014,000

 

$

30,100,000

 

 

 

 

 

 

 

 

 

 

 

Total selling, general and administrative expenses

 

3,330,000

 

3,370,000

 

9,791,000

 

10,999,000

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

4,711,000

 

4,666,000

 

15,223,000

 

19,101,000

 

 

 

 

 

 

 

 

 

 

 

Other income (expenses) :

 

 

 

 

 

 

 

 

 

Interest expense

 

 

 

 

 

Investment and interest income

 

6,000

 

46,000

 

19,000

 

144,000

 

 

 

 

 

 

 

 

 

 

 

Total other income (expenses), net

 

6,000

 

46,000

 

19,000

 

144,000

 

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

4,717,000

 

4,712,000

 

15,242,000

 

19,245,000

 

 

 

 

 

 

 

 

 

 

 

Income tax provision

 

1,946,000

 

1,461,000

 

5,781,000

 

7,282,000

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

2,771,000

 

$

3,251,000

 

$

9,461,000

 

$

11,963,000

 

 

 

 

 

 

 

 

 

 

 

Basic earnings per share

 

$

0.31

 

$

0.37

 

$

1.07

 

$

1.34

 

 

 

 

 

 

 

 

 

 

 

Diluted earnings per share

 

$

0.31

 

$

0.37

 

$

1.07

 

$

1.34

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding

 

 

 

 

 

 

 

 

 

Basic

 

8,814,187

 

8,880,561

 

8,814,187

 

8,905,743

 

 

 

 

 

 

 

 

 

 

 

Diluted

 

8,814,393

 

8,880,643

 

8,814,187

 

8,916,440

 

 

 

 

 

 

 

 

 

 

 

Effective Tax Rate

 

41.3

%

31.0

%

37.9

%

37.8

%

 

3



 

CHEROKEE INC.

CONSOLIDATED BALANCE SHEETS

Unaudited

 

 

 

October 31,

 

January 31,

 

 

 

2009

 

2009

 

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

 

$

9,262,000

 

$

13,652,000

 

Receivables

 

7,455,000

 

5,475,000

 

Prepaid expenses and other current assets

 

121,000

 

75,000

 

Income taxes receivable

 

1,657,000

 

1,609,000

 

Deferred tax asset

 

769,000

 

795,000

 

Total current assets

 

19,264,000

 

21,606,000

 

 

 

 

 

 

 

Deferred tax asset

 

651,000

 

894,000

 

Property and equipment, net of accumulated depreciation of $781,000 and $725,000, respectively

 

185,000

 

210,000

 

Trademarks, net

 

8,115,000

 

9,013,000

 

Other assets

 

14,000

 

14,000

 

Total assets

 

$

28,229,000

 

$

31,737,000

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

897,000

 

$

954,000

 

Accrued compensation payable

 

2,260,000

 

2,902,000

 

Income taxes payable

 

1,226,000

 

734,000

 

Accrued dividends payable

 

4,407,000

 

4,407,000

 

 

 

 

 

 

 

Total current liabilities

 

8,790,000

 

8,997,000

 

 

 

 

 

 

 

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, 8,814,187 and 8,814,187 shares issued and outstanding at October 31, 2009 and January 31, 2009, respectively

 

176,000

 

176,000

 

Additional paid-in capital

 

15,334,000

 

14,875,000

 

Retained earnings

 

3,929,000

 

7,689,000

 

Stockholders’ equity

 

19,439,000

 

22,740,000

 

Total liabilities and stockholders’ equity

 

$

28,229,000

 

$

31,737,000

 

 

4


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