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Proc-Type: 2001,MIC-CLEAR
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported):
April 30,
2008
JONES APPAREL GROUP, INC.
Pennsylvania (State or Other Jurisdiction of Incorporation) |
1-10746 (Commission File Number) |
06-0935166 (IRS Employer Identification No.) |
1411 Broadway New York, New York 10018 (Address of principal executive offices) |
||
(212) 642-3860
(Registrant's telephone number, including area code) |
||
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:
[ ] 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 April 30, 2008, Jones Apparel Group, Inc. issued a press release reporting its results of operations for the fiscal quarter ended April 5, 2008.
A copy of the press release is attached as Exhibit 99.1 to this report.
This information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
The press release attached as Exhibit 99.1 contains non-GAAP financial measures within the meaning of Regulation G promulgated by the Securities and Exchange Commission. For purposes of Regulation G, a non-GAAP financial measure is a numerical measure of a company's performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented in accordance with generally accepted accounting principles. To supplement the Company's consolidated financial statements presented in accordance with GAAP, it is presenting non-GAAP information regarding the effect on earnings per share from certain items and charges incurred in relation to the overall strategic review of operations, inclusive of the exit from certain moderate sportswear brands announced in May 2007 and the repositioning of l.e.i. as an exclusive product for Wal-Mart Stores, Inc. announced in February 2008.
These non-GAAP measures are provided to enhance the user's overall understanding of the Company's current financial performance. Specifically, the Company believes the non-GAAP results provide useful information to both management and investors by excluding certain expenses that may not be indicative of our core operating results. In addition, because the Company has historically reported certain non-GAAP results to investors, the Company believes the inclusion of non-GAAP numbers provides consistency in our financial reporting. These measures should be considered in addition to results prepared in accordance with GAAP, but are not a substitute for or superior to GAAP results. The non-GAAP measures of adjusted net income and adjusted diluted earnings per share included in the attached press release have been reconciled to the equivalent GAAP measure.
Item 7.01 Regulation FD Disclosure.
A copy of the PowerPoint slide presentation to be made during the conference call with Company management on April 30, 2008 concerning the Company's results of operation for the fiscal quarter ended April 5, 2008 is attached as Exhibit 99.2 to this report.
This information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. | Description |
99.1 | Press Release of the Registrant dated April 30, 2008. |
99.2 | PowerPoint slide presentation dated April 30, 2008. |
2
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.
JONES APPAREL GROUP, INC. (Registrant) By: /s/ John T. McClain |
Date: April 30, 2008
3
Exhibit Index
Exhibit No. | Description |
99.1 | Press Release of the Registrant dated April 30, 2008. |
99.2 | PowerPoint slide presentation dated April 30, 2008. |
4
Exhibit 99.1
For Immediate Release
Jones Apparel Group,
Inc.
Investor Contact: |
John T. McClain, Chief Financial Officer Jones Apparel Group (212) 642-3860 |
Media Contacts: |
Joele
Frank and Sharon Stern |
JONES APPAREL GROUP, INC. REPORTS 2008 FIRST QUARTER RESULTS
New York, New York - April 30, 2008 - Jones Apparel Group, Inc. (NYSE: JNY) today reported results for the first quarter ended April 5, 2008. Revenues for the first quarter of 2008 totaled $975 million versus revenues of $1,079 million for the first quarter of 2007. The year over year change includes the approximate $100 million decrease related to the planned exit from certain moderate sportswear lines, which was substantially complete by December 31, 2007.
The Company reported earnings per share of $0.23 for the quarter, as compared with earnings per share of $0.44 in the same period last year. Excluding the effects of the sale of Barneys New York, which was completed in September 2007, and its related results, the impact of severance and other expenses related to the Company's strategic restructuring activities and certain other charges, adjusted earnings per share from continuing operations for the first quarter of 2008 were $0.37, as compared with $0.46 for the same period last year (as detailed in the accompanying schedule).
Wesley R. Card, Jones Apparel Group President and Chief Executive Officer, stated, "While first quarter results were in line with our expectations, we believe there is enhanced value to be realized in our businesses as we continue to pursue our operational improvements, enhance the overall appeal of our brands and pursue varied distribution channels. Results for the quarter reflect a continued challenging economic and retail environment, as well as a tough comparable quarter, with comparable store sales in our own stores down 8.7% for the quarter compared to 2007. During the quarter, we maintained tighter inventory controls; however markdown support to our retail partners was higher than during the first quarter of 2007 and our retail operations continued to trend negatively consistent with the overall retail climate."
Cash used by continuing operating activities during the quarter was $65 million, compared with cash used by continuing operations of $178 million in the prior year. The improvement in cash flow was largely driven by improved working capital management, the positive impact of exiting certain moderate sportswear lines and the absence of the final payment associated with the exiting of the Polo Jeans Company business.
John T. McClain, Jones Apparel Group Chief Financial Officer, commented, "Our financial position remains strong. We ended the quarter with $200 million of cash and $782 million of total debt, which is $303 million less debt than the prior year period. This translates into a debt to total capitalization ratio, net of cash, of 22.5%. We will continue to control our inventory levels and carefully review our spending throughout 2008."
Mr. McClain continued, "We have tempered our guidance for 2008, to match our retail customers' conservative plans for the back half of the year. Our updated guidance for 2008 full year adjusted earnings per share from continuing operations is a range of $1.20 to $1.35, compared with 2007 adjusted earnings per share from continuing operations of $1.26."
Mr. Card concluded, "We have taken, and continue to take, the necessary steps towards operational excellence, including streamlining our supply chain, distribution and technology infrastructure. The challenges of the overall environment, however, require us to remain cautious in our outlook for 2008. As we continue through the year, our focus remains on regaining our position as the best supplier of branded lifestyle apparel, fashion footwear and accessories."
The Company's Board of Directors has declared a regular quarterly cash dividend of $0.14 per share to all common stockholders of record as of May 16, 2008 for payment on May 30, 2008.
The Company will host a conference call with management to discuss these results at 8:30 a.m. eastern time today, which is accessible by dialing 412-858-4600 or through a web cast at www.jny.com (under Investor Relations/Conference Schedule). The call will be recorded and made available through May 8, 2008 and may be accessed by dialing 877-344-7529. Enter account number 418192. A slide presentation will accompany the prepared remarks and has been posted with the webcast on the Company's website.
Presentation of Information in the Press Release
In an effort to provide investors with additional information regarding the Company's consolidated operating results as determined by generally accepted accounting principles (GAAP), the Company has also disclosed in this press release non-GAAP financial information regarding the effect on earnings per share from certain items and charges incurred in relation to the overall strategic review of operations, inclusive of the exit from certain moderate sportswear brands announced in May 2007, and the repositioning of l.e.i. as an exclusive product for Wal-Mart Stores, Inc. announced in February 2008. The Company believes that providing this further information will allow investors to better analyze its ongoing results. The Company has also provided a reconciliation of its GAAP results to adjusted results. The Company has not provided a reconciliation with respect to 2008 targeted earnings per share growth given that it is an estimate derived from projected results.
About Jones Apparel Group, Inc.
Jones Apparel Group, Inc. (www.jny.com) is a leading designer, marketer and
wholesaler of branded apparel, footwear and accessories. The Company also
markets directly to consumers through its chain of specialty retail and
value-based stores. The Company's nationally recognized brands include Jones
New York, Nine West, Anne Klein, Gloria Vanderbilt, Kasper, Bandolino, Easy
Spirit, Evan-Picone, l.e.i., Energie, Enzo Angiolini, Joan & David, Mootsies
Tootsies, Sam & Libby, Napier, Judith Jack, Albert Nipon and Le Suit.
The Company also markets costume jewelry under the Givenchy brand licensed from
Givenchy Corporation and footwear under the Dockers Women brand licensed from
Levi Strauss & Co. Each brand is differentiated by its own distinctive styling,
pricing strategy, distribution channel and target consumer. The Company
contracts for the manufacture of its products through a worldwide network of
quality manufacturers. The Company has capitalized on its nationally known brand
names by entering into various licenses for several of its trademarks, including
Jones New York, Evan-Picone, Anne Klein New York, Nine West, Gloria
Vanderbilt and l.e.i., with select manufacturers of women's and men's
products which the Company does not manufacture. For more than 30 years, the
Company has built a reputation for excellence in product quality and value, and
in operational execution.
Forward Looking Statements
Certain statements contained herein are "forward-looking statements"within the
meaning of the Private Securities Litigation Reform Act of 1995. All statements
regarding the Company's expected financial position, business and financing
plans are forward-looking statements. The words
"believes,""expect,""plans,""intends,""anticipates"and similar expressions identify forward-looking
statements. Forward-looking statements also include representations of the
Company's expectations or beliefs concerning future events that involve risks
and uncertainties, including:
A further description of these risks and uncertainties and other important factors that could cause actual results to differ materially from the Company's expectations can be found in the Company's Annual Report on Form 10-K for the year ended December 31, 2007, including, but not limited to, the Statement Regarding Forward-Looking Disclosure and Item 1A-Risk Factors therein, and in the Company's other filings with the Securities and Exchange Commission. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, such expectations may prove to be incorrect. The Company does not undertake to publicly update or revise its forward-looking statements as a result of new information, future events or otherwise.
JONES APPAREL GROUP, INC.
CONSOLIDATED OPERATING RESULTS
(UNAUDITED)
All amounts in millions except per share data
FIRST QUARTER
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2008 | 2007 | |||||
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Net sales | $ 963.4 | 98.8% | $ 1,064.5 | 98.7% | ||
Licensing income | 11.5 | 1.2% | 12.2 | 1.1% | ||
Service and other revenue | 0.5 | 0.1% | 1.8 | 0.2% | ||
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Total revenues | 975.4 | 100.0% | 1,078.5 | 100.0% | ||
Cost of goods sold | 654.7 | 67.1% | 713.4 | 66.1% | ||
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Gross profit | 320.7 | 32.9% | 365.1 | 33.9% | ||
SG&A expenses | 280.8 | 28.8% | 281.8 | 26.1% | ||
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Income from operations | 39.9 | 4.1% | 83.3 | 7.7% | ||
Net interest expense and financing costs | (9.7) | (1.0%) | (14.3) | (1.3%) | ||
Gain on sale on interest in Australian joint venture | 0.3 | 0.0% | - | - | ||
Equity in earnings of unconsolidated affiliates | - | - | 0.6 | 0.1% | ||
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Income from continuing operations before taxes | 30.5 | 3.1% | 69.6 | 6.5% | ||
Provision for income taxes | 11.0 | 1.1% | 25.2 | 2.3% | ||
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Income from continuing operations | 19.5 | 2.0% | 44.4 | 4.1% | ||
Income from discontinued operations, net of tax | - | - | 3.4 | 0.3% | ||
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Net income | $ 19.5 | 2.0% | $ 47.8 | 4.4% | ||
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Shares outstanding - diluted | 85.4 | 109.1 | ||||
Earnings per share - diluted | ||||||
Income from continuing operations | $0.23 | $0.41 | ||||
Income from discontinued operations | - | $0.03 | ||||
Net income | $0.23 | $0.44 |
Percentages may not add due to rounding.
As required by the Securities and Exchange Commission Regulation G, the following table contains information regarding the non-GAAP adjustments used by the Company in the presentation of its financial results:
All amounts in millions except per share data
FIRST QUARTER
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2008 | 2007 | |||
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Income from continuing operations (as reported) | $ 19.5 | $ 44.4 | ||
Provision for income taxes | 11.0 | 25.2 | ||
Items affecting segment income: | ||||
Severance and other expenses related to strategic review of operations, and certain other items (a) | 18.7 | 9.9 | ||
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Adjusted income from continuing operations before taxes | 49.2 | 79.5 | ||
Adjusted provision for income taxes | 17.7 | 29.0 | ||
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Adjusted income from continuing operations | $ 31.5 | $ 50.5 | ||
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Earnings per share from continuing operations - diluted (as reported) | $0.23 | $0.41 | ||
Provision for income taxes | 0.13 | 0.23 | ||
Items affecting segment income: | ||||
Severance and other expenses related to strategic review of operations, and certain other items (a) | 0.22 | 0.09 | ||
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Adjusted income from continuing operations before taxes | 0.58 | 0.73 | ||
Adjusted provision for income taxes | 0.21 | 0.27 | ||
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Adjusted earnings per share from continuing operations - diluted | $0.37 | $0.46 | ||
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Breakdown of items affecting segment revenue by segment: | ||||
Wholesale better apparel | $ - | $ - | ||
Wholesale jeanswear | 6.9 | - | ||
Wholesale footwear and accessories | - | - | ||
Retail | - | - | ||
Licensing, other & eliminations | - | - | ||
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Total | $ 6.9 | $ - | ||
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Breakdown of items affecting segment income by segment: | ||||
Wholesale better apparel | $ (0.8) | $ 7.4 | ||
Wholesale jeanswear | 16.4 | 1.3 | ||
Wholesale footwear and accessories | 1.9 | 0.4 | ||
Retail | 0.3 | 0.4 | ||
Licensing, other & eliminations | 0.9 | 0.4 | ||
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Total | $ 18.7 | $ 9.9 | ||
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Adjusted segment margins | ||||
Wholesale better apparel | 15.8% | 18.0% | ||
Wholesale jeanswear | 9.1% | 8.2% | ||
Wholesale footwear and accessories | 9.0% | 12.6% | ||
Retail | (15.4%) | (10.5%) | ||
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Total | 6.0% | 8.6% | ||
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(a) |
Represents certain items and
charges incurred in relation to the overall strategic review of
operations, inclusive of the exit from certain moderate sportswear
brands announced in May 2007 and the repositioning of l.e.i. as an
exclusive Wal-Mart product announced in February 2008. |
JONES APPAREL GROUP, INC.
SEGMENT INFORMATION
(UNAUDITED)
All amounts in millions
Wholesale Better Apparel |
Wholesale Jeanswear |
Wholesale Footwear & Accessories |
Retail |
Licensing, Other & Eliminations |
Consolidated |
|
For the fiscal quarter ended April 5, 2008 | ||||||
Revenues from external customers | $ 331.5 | $ 220.6 | $ 252.5 | $ 158.9 | $ 11.9 | $ 975.4 |
Intersegment revenues | 39.8 | 1.1 | 20.4 | - | (61.3) | - |
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Total revenues | 371.3 | 221.7 | 272.9 | 158.9 | (49.4) | 975.4 |
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Segment income (loss) | $ 59.3 | $ 4.4 | $ 22.6 | $ (24.8) | $ (21.6) | 39.9 |
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Segment margin | 16.0% | 2.0% | 8.3% | (15.6%) | 4.1% | |
Net interest expense |
(9.7) | |||||
Gain on sale of interest in Australian joint venture | 0.3 | |||||
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Income from continuing operations before provision for income taxes | $ 30.5 | |||||
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Segment revenues | $ 371.3 | $ 221.7 | $ 272.9 | $ 158.9 | $ (49.4) | $ 975.4 |
Adjustments affecting segment revenues | - | 6.9 | - | - | - | 6.9 |
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Adjusted segment revenues | $ 371.3 | $ 228.6 | $ 272.9 | $ 158.9 | $ (49.4) | $ 982.3 |
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Segment income (loss) | $ 59.3 | $ 4.4 | $ 22.6 | $ (24.8) | $ (21.6) | $ 39.9 |
Adjustments affecting segment income | (0.8) | 16.4 | 1.9 | 0.3 | 0.9 | 18.7 |
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Adjusted segment income (loss) | $ 58.5 | $ 20.8 | $ 24.5 | $ (24.5) | $ (20.7) | $ 58.6 |
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Adjusted segment margin | 15.8% | 9.1% | 9.0% | (15.4%) | 6.0% | |
For the fiscal quarter ended April 7, 2007 | ||||||
Revenues from external customers | $ 339.9 | $ 305.0 | $ 249.2 | $ 171.9 | $ 12.5 | $ 1,078.5 |
Intersegment revenues | 43.1 | 3.0 | 17.1 | - | (63.2) | - |
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Total revenues | 383.0 | 308.0 | 266.3 | 171.9 | (50.7) | 1,078.5 |
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Segment income (loss) | $ 61.6 | $ 24.1 | $ 33.1 | $ (18.5) | $ (17.0) | 83.3 |
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16.1% | 7.8% | 12.4% | (10.8%) | 7.7% | ||
Net interest expense | (14.3) | |||||
Equity in earnings of unconsolidated affiliates | 0.6 | |||||
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Income from continuing operations before provision for income taxes | $ 69.6 | |||||
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Segment revenues | $ 383.0 | $ 308.0 | $ 266.3 | $ 171.9 | $ (50.7) | $ 1,078.5 |
Adjustments affecting segment revenues | - | - | - | - | - | - |
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Adjusted segment revenues | $ 383.0 | $ 308.0 | $ 266.3 | $ 171.9 | $ (50.7) | $ 1,078.5 |
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Segment income (loss) | $ 61.6 | $ 24.1 | $ 33.1 | $ (18.5) | $ (17.0) | $ 83.3 |
Adjustments affecting segment income | 7.4 | 1.3 | 0.4 | 0.4 | 0.4 | 9.9 |
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Adjusted segment income | $ 69.0 | $ 25.4 | $ 33.5 | $ (18.1) | $ (16.6) | $ 93.2 |
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Adjusted segment margin | 18.0% | 8.2% | 12.6% | (10.5%) | 8.6% |
JONES APPAREL GROUP, INC.
CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
All amounts in millions
April 5, 2008
|
April 7, 2007
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ASSETS | |||
CURRENT ASSETS: | |||
Cash and cash equivalents | $ 199.6 | $ 40.0 | |
Accounts receivable, net of allowances of $39.8 and $39.9 for doubtful accounts, discounts, returns and co-op advertising | 491.7 | 527.0 | |
Inventories | 464.6 | 536.8 | |
Assets held for sale | - | 627.5 | |
Prepaid income taxes | 6.7 | - | |
Deferred taxes | 30.4 | 55.1 | |
Other current assets | 51.3 | 68.6 | |
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TOTAL
CURRENT ASSETS |
1,244.3 | 1,855.0 | |
Property, plant and equipment, at cost, less accumulated depreciation and amortization | 314.6 | 272.7 | |
Goodwill | 973.9 | 1,051.9 | |
Other intangibles, less accumulated amortization | 617.4 | 707.8 | |
Other assets | 38.2 | 52.8 | |
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$ 3,188.4 | $ 3,940.2 | ||
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LIABILITIES AND STOCKHOLDERS' EQUITY | |||
CURRENT LIABILITIES: | |||
Short-term borrowings | $ - | $ 303.0 | |
Current portion of capital lease obligations | 4.6 | 3.4 | |
Accounts payable | 178.3 | 184.8 | |
Liabilities related to assets held for sale | - | 160.5 | |
Income taxes payable | 21.1 | 34.4 | |
Accrued expenses and other current liabilities | 132.7 | 129.9 | |
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TOTAL CURRENT LIABILITIES | 336.7 | 816.0 | |
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NONCURRENT LIABILITIES: | |||
Long-term debt and obligation under capital leases | 776.8 | 778.2 | |
Deferred taxes | 4.0 | 12.5 | |
Other | 62.3 | 76.0 | |
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TOTAL NONCURRENT LIABILITIES | 843.1 | 866.7 | |
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TOTAL LIABILITIES | 1,179.8 | 1,682.7 | |
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STOCKHOLDERS' EQUITY | 2,008.6 | 2,257.5 | |
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$ 3,188.4 | $ 3,940.2 | ||
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JONES APPAREL GROUP, INC.
STATEMENTS OF CASH FLOWS
(UNAUDITED)
All amounts in millions
Fiscal Quarter Ended
|
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April 5, 2008 | April 7, 2007 | |||
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CASH FLOWS FROM OPERATING ACTIVITIES: | ||||
Net income | $ 19.5 | $ 47.8 | ||
Less: | Income from discontinued operations | - | (3.4) | |
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Income from continuing operations | 19.5 | 44.4 | ||
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Adjustments to reconcile income from continuing operations to net cash used in operating activities: | ||||
Amortization expense in connection with employee stock options and restricted stock | 6.9 | 5.4 | ||
Depreciation and amortization | 21.8 | 18.7 | ||
Gain on sale of interest in Australian joint venture | (0.3) | - | ||
Equity in earnings of unconsolidated affiliates | - | (0.6) | ||
Provision for losses on accounts receivable | 0.3 | - | ||
Deferred taxes | 8.6 | 4.0 | ||
Other items, net | (0.6) | 0.3 | ||
Changes in operating assets and liabilities: | ||||
Accounts receivable | (155.3) | (169.0) | ||
Inventories | 59.3 | (5.8) | ||
Prepaid expenses and other current assets | 14.1 | (1.7) | ||
Other assets | (1.1) | - | ||
Accounts payable | (45.0) | (93.2) | ||
Income taxes payable/prepaid income taxes | 24.2 | 23.1 | ||
Accrued expenses and other current liabilities | (13.2) | (6.3) | ||
Other liabilities | (4.2) | 2.4 | ||
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Total adjustments | (84.5) | (222.7) | ||
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Net cash used in operating activities of continuing operations | (65.0) | (178.3) | ||
Net cash used in operating activities of discontinued operations | - | (6.0) | ||
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Net cash used in operating activities | (65.0) | (184.3) | ||
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CASH FLOWS FROM INVESTING ACTIVITIES: | ||||
Capital expenditures | (22.5) | (18.2) | ||
Other | 0.3 | 0.1 | ||
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Net cash used in investing activities of continuing operations | (22.2) | (18.1) | ||
Net cash used in investing activities of discontinued operations | (11.9) | |||
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Net cash used in investing activities | (22.2) | (30.0) | ||
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CASH FLOWS FROM FINANCING ACTIVITIES: | ||||
Net borrowings under credit facilities | - | 203.0 | ||
Proceeds from exercise of employee stock options | - | 5.9 | ||
Dividends paid | (12.0) | (15.2) | ||
Net cash advances to discontinued operations | - | (21.5) | ||
Principal payments on capital leases | (1.2) | (0.9) | ||
Excess tax benefits from share-based payment arrangements | (1.3) | 0.6 | ||
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Net cash (used in) provided by financing activities of continuing operations | (14.5) | 171.9 | ||
Net cash provided by financing activities of discontinued operations | - | 17.8 | ||
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Net cash (used in) provided by financing activities | (14.5) | 189.7 | ||
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EFFECT OF EXCHANGE RATES ON CASH | (1.5) | 0.2 | ||
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NET DECREASE IN CASH AND CASH EQUIVALENTS | (103.2) | (24.4) | ||
CASH AND CASH EQUIVALENTS, BEGINNING, including $7.2 reported under assets held for sale in 2007 | 302.8 | 71.5 | ||
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CASH AND CASH EQUIVALENTS, ENDING, including $7.1 reported under assets held for sale in 2007 | $ 199.6 | $ 47.1 | ||
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EXHIBIT 99.2
slide 1
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slide 4
slide 5
slide 6
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slide 10
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