-----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, RQLt+TurpzXQf+GHwipR4NHy5JQoCECLZD3YB/P5qIiiqDzUWV3Lm+NihYysZkUB B8G2tEZVF7g6ZP9j1xG14A== 0000891092-04-002083.txt : 20040429 0000891092-04-002083.hdr.sgml : 20040429 20040429160522 ACCESSION NUMBER: 0000891092-04-002083 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040429 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040429 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GUESS INC ET AL/CA/ CENTRAL INDEX KEY: 0000912463 STANDARD INDUSTRIAL CLASSIFICATION: WOMEN'S, MISSES', CHILDREN'S & INFANTS' UNDERGARMENTS [2340] IRS NUMBER: 953679695 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-11893 FILM NUMBER: 04765068 BUSINESS ADDRESS: STREET 1: 1444 SOUTH ALAMEDA ST CITY: LOS ANGELES STATE: CA ZIP: 90021 BUSINESS PHONE: 2137653100 MAIL ADDRESS: STREET 1: 1444 SOUTH ALAMEDA STREET CITY: LOS ANGELES STATE: CA ZIP: 90021 8-K 1 e17693_8k.txt FORM 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 (Date of earliest event reported): April 29, 2004 (April 29, 2004) GUESS?, INC. (Exact name of registrant as specified in its charter) Delaware (State or other jurisdiction of incorporation) 1-11893 95-3679695 (Commission File Number) (IRS Employer Identification No.) 1444 S. Alameda Street Los Angeles, California 90021 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (213) 765-3100 Not applicable (Former name or former address, if changed since last report) ================================================================================ Item 9. Regulation FD Disclosure. Guess?, Inc. issued a press release on April 29, 2004. The press release announced its financial results for the quarter ended March 27, 2004. The press release is filed as Exhibit 99.1 and is hereby incorporated by reference in its entirety. In accordance with SEC Release No. 33-8216, the information in this Form 8-K and the exhibit attached hereto are being furnished under Item 9 rather than under Item 12. 2 Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (c) Exhibits 99.1 Press Release of Guess?, Inc. dated April 29, 2004 (financial results for the first fiscal quarter of 2004) 3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, Guess?, Inc. has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized, in the City of Los Angeles, State of California, on April 29, 2004. GUESS?, INC. By: /s/ Maurice Marciano -------------------------- Maurice Marciano Co-Chairman of the Board, Co-Chief Executive Officer and Director 4 EXHIBIT INDEX Exhibit No. Description - ----------- ----------- 99.1 Press Release of Guess?, Inc. dated April 29, 2004. (financial results for the first fiscal quarter of 2004) 5 EX-99.1 2 e17693ex99_1.txt PRESS RELEASE Exhibit 99.1 Guess?, Inc. Reports First Quarter 2004 Financial Results - First Quarter Earnings Increase to $0.02 Per Share From Loss Of $0.13 Per Share in First Quarter Last Year - LOS ANGELES, April 29 /PRNewswire-FirstCall/ -- Guess?, Inc. (NYSE: GES) today reported financial results for the first quarter ended March 27, 2004. First Quarter Results For the first quarter ended March 27, 2004, the Company reported net earnings of $0.8 million, or diluted earnings of $0.02 per share, compared to a net loss of $5.8 million, or a diluted loss of $0.13 per share, for the first quarter ended March 29, 2003. Paul Marciano, Co-Chairman and Co-Chief Executive Officer commented, "Guess? achieved improved operating performance in the first quarter. The 12.8% increase in same store sales coupled with a significant margin increase and a lower S,G&A expense rate resulted in a $10.7 million improvement in operating income for the period, with our retail and wholesale segments contributing the greatest gains. We have maintained a clear focus on our inventory management and cost control as we continue to grow our revenue base through store expansion and same store sales increases. We remain optimistic about Guess?'s prospects for 2004 and the long term." Total net revenue for the first quarter of 2004 increased 9.9% to $153.3 million from $139.6 million in the first quarter of 2003. The Company's retail stores, including those in Canada, generated revenues of $99.5 million in the 2004 first quarter, a 19.0% increase from $83.7 million, as reported in the same period a year ago. Comparable store sales increased 12.8% during the first quarter of 2004 from the year-ago period. Net revenue from the Company's wholesale segment decreased 4.8% to $42.9 million in the first quarter of 2004 from $45.0 million in the same year-ago period. Licensing segment net revenue was $10.9 million in both the 2004 and 2003 first quarters. April 2004 Comparable Store Sales The Company's April 2004 fiscal month began on March 28, 2004 and will end on May 1, 2004. Based on current sales trends, we expect April comparable store sales to increase in the mid-teens on a percentage basis. The Company will hold a conference call at 4:30 pm (ET) on April 29, 2004 to discuss the news announced in this press release. A live webcast of the conference call will be accessible at www.guess.com via the "Investor's Info" link from the "Guess, Inc." section of the site. The webcast will be archived on the website. Guess?, Inc. designs, markets, distributes and licenses a lifestyle collection of contemporary apparel, accessories and related consumer products. Except for historical information contained herein, certain matters discussed in this press release are forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements are only expectations, and involve known and unknown risks and uncertainties, which may cause actual results in future periods and other future events to differ materially from what is currently anticipated. Factors which may cause actual results in future periods to differ from current expectations include, among other things, the continued availability of sufficient working capital, the successful integration of new stores into existing operations, the continued desirability and customer acceptance of existing and future product lines (including licensed product lines), possible cancellations of wholesale orders, the success of competitive products, and the availability of adequate sources of capital. In addition to these factors, the economic and other factors identified in the Company's most recent annual report on Form 10-K for the fiscal year ended December 31, 2003 including but not limited to the risk factors discussed therein, could affect the forward-looking statements contained herein and in the Company's other public documents. For further information, please contact: Carlos Alberini, President & Chief Operating Officer, +1-213-765-3582, or Frederick G. Silny, SVP & Chief Financial Officer, +1-213-765-3289, both of Guess?, Inc.; or Wendi Kopsick of Kekst and Company, +1-212-521-4800, for Guess?, Inc. Guess?, Inc. and Subsidiaries Condensed Consolidated Statements of Operations (in thousands, except per share data) (Unaudited) Three Months Ended March 27, March 29, 2004 2003 $ % $ % Net revenue: Product sales $142,405 92.9% $128,722 92.2% Net royalties 10,940 7.1% 10,862 7.8% 153,345 100.0% 139,584 100.0% Cost of product sales 100,815 65.7% 98,235 70.4% Gross profit 52,530 34.3% 41,349 29.6% Selling, general and administrative expenses 49,921 32.6% 49,424 35.4% Earnings (loss) from operations 2,609 1.7% (8,075) (5.8%) Other (income) expense: Interest expense 1,385 0.9% 2,088 1.5% Interest income (102) (0.1%) (25) -- Other, net -- -- (15) -- Earnings (loss) before income taxes (benefit) 1,326 0.9% (10,123) (7.3%) Income taxes (benefit) 570 0.4% (4,350) (3.2%) Net earnings (loss) $756 0.5% $(5,773) (4.1%) Net earnings (loss) per share: Basic $0.02 $(0.13) Diluted $0.02 $(0.13) Weighted number of shares outstanding: Basic 43,760 43,140 Diluted 44,361 43,140 Guess?, Inc. and Subsidiaries Consolidated Segment Data (in thousands) (Unaudited) Three Months Ended March 27, March 29, 2004 2003 Net revenue: Retail operations $99,524 $83,662 Wholesale operations 42,881 45,060 Licensing operations 10,940 10,862 $153,345 $139,584 Earnings (loss) from operations: Retail operations $(1,678) $(6,494) Wholesale operations 4,097 260 Licensing operations 8,983 8,920 Corporate overhead (8,793) (10,761) $2,609 $(8,075) Guess?, Inc. and Subsidiaries Selected Condensed Consolidated Balance Sheet Data (in thousands) (Unaudited) March 27, December 31, March 29, 2004 2003 2003 ASSETS Cash and cash equivalents $45,724 $67,163 $9,036 Restricted cash 4,260 4,509 -- Receivables, net 51,118 32,602 49,303 Inventories, net 81,044 83,530 90,976 Other current assets 25,433 22,840 29,218 Property and equipment, net 109,988 114,403 124,284 Other assets 37,261 37,718 32,841 Total Assets $354,828 $362,765 $335,658 LIABILITIES AND STOCKHOLDERS' EQUITY Current installments of notes payable and long-term debt $15,124 $13,931 $14,412 Other current liabilities 89,328 96,944 76,662 Notes payable and long-term debt, excluding current installments 50,349 54,161 69,480 Other liabilities 15,820 14,947 13,648 Stockholders' equity 184,207 182,782 161,456 Total Liabilities and Stockholders' Equity $354,828 $362,765 $335,658 Guess?, Inc. and Subsidiaries Condensed Consolidated Cash Flow Data (in thousands) (Unaudited) Three Months Ended March 27, March 29, 2004 2003 Net cash used in operating activities $(17,449) $(21,256) Net cash used in investing activities (2,666) (4,165) Net cash (used in) provided by financing activities (1,278) 2,547 Effect of exchange rates on cash (46) 157 Net decrease in cash and cash equivalents (21,439) (22,717) Cash and cash equivalents at the beginning of the year 67,163 31,753 Cash and cash equivalents at the end of the period $45,724 $9,036 Supplemental information: Depreciation and amortization $8,708 $8,678 Rent 15,161 14,376 Guess?, Inc. and Subsidiaries Retail Store Data (Unaudited) Three Months Ended March 27, March 29, 2004 2003 Number of stores at the beginning of the year 265 249 Store openings 1 -- Store closures (7) (3) Number of stores at the end of the period 259 246 Total store square footage at the end of the period 1,342,000 1,262,000 SOURCE Guess?, Inc. -0- 04/29/2004 /CONTACT: Carlos Alberini, President & Chief Operating Officer, +1-213-765-3582, or Frederick G. Silny, SVP & Chief Financial Officer, +1-213-765-3289, both of Guess?, Inc.; or Wendi Kopsick of Kekst and Company, +1-212-521-4800, for Guess?, Inc./ /Web site: http://www.guess.com / (GES) CO: Guess?, Inc. ST: California IN: TEX REA FAS SU: ERN CCA -----END PRIVACY-ENHANCED MESSAGE-----