-----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, H/I/nkEsWRd54OMJ7HzI6uCo0PnJcKnE1mrE9t5AXVHy9cPBLIGdwb/goODI3vbQ w3p+oJlUDORS67QSqvlBgQ== 0001275287-05-000583.txt : 20050216 0001275287-05-000583.hdr.sgml : 20050216 20050216083108 ACCESSION NUMBER: 0001275287-05-000583 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050216 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050216 DATE AS OF CHANGE: 20050216 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: 05619153 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 gi2067.txt ================================================================================ 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): FEBRUARY 16, 2005 (FEBRUARY 16, 2005) 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) 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 240.13a-4(c)) ================================================================================ ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITIONS Guess?, Inc. issued a press release on February 16, 2005. The press release announced its financial results for the quarter and year ended December 31, 2004. The press release is attached hereto as Exhibit 99.1. The information in this Form 8-K is being furnished under Item 2.02 and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act"), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 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. (C) EXHIBITS The following exhibit is furnished herewith: 99.1 Press Release of Guess?, Inc. dated February 16, 2005 (financial results for the quarter and year ended December 31, 2004) 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. Dated: February 16, 2005 GUESS?, INC. By: /s/ Maurice Marciano -------------------------------- Maurice Marciano Co-Chairman of the Board, Co-Chief Executive Officer and Director EXHIBIT INDEX EXHIBIT NO. DESCRIPTION - ----------- ----------------------------------------------------------------- 99.1 Press Release of Guess?, Inc. dated February 16, 2005 (financial results for the quarter and year ended December 31, 2004) EX-99.1 2 gi2067ex991.txt Exhibit 99.1 GUESS?, INC. REPORTS FOURTH QUARTER AND FULL YEAR 2004 FINANCIAL RESULTS * 4Q EPS of $0.33 Versus $0.27 in 4Q Last Year, a 26% Increase in Net Earnings * Full Year 2004 EPS of $0.66 Versus $0.17 in 2003 LOS ANGELES, Feb. 16 /PRNewswire-FirstCall/ -- Guess?, Inc. (NYSE: GES) today reported financial results for the fourth quarter and fiscal year ended December 31, 2004. Fourth Quarter Results For the fourth quarter of 2004, the Company reported net earnings of $14.9 million, or diluted earnings of $0.33 per share, compared to net earnings of $11.8 million, or diluted earnings of $0.27 per share, for the fourth quarter of 2003. The 2003 fourth quarter results include impairment charges of $1.6 million ($0.9 million net of tax), or $0.02 per diluted share, of which $1.2 million related to the Company's decision to close its 10 underperforming kids' stores. Carlos Alberini, President and Chief Operating Officer, commented, "The fourth quarter capped off a strong year for Guess?. Results for the quarter reflect sales and margin growth, including improved wholesale performance and a higher licensing contribution. As anticipated, retail sales growth during the quarter moderated from the pace seen earlier in the year, and we experienced higher expenses in this segment due to the launch of our new concepts, Marciano and Guess? Accessories. We continue to remain focused on enhancing the strength of our balance sheet and finished the year with significantly higher cash and cash equivalents, lower debt and reduced inventory levels. We look forward to building on our momentum in 2005 as we pursue a number of exciting growth initiatives." "Our balance sheet has continued to improve with cash and restricted cash at year-end 2004 totaling $109.7 million versus $71.7 million a year ago, inventories down 1.4% from a year ago in spite of store growth, and a decrease in total debt of over $13 million from the prior year-end," Mr. Alberini said. Total net revenue for the fourth quarter of 2004 increased 12.4% to $224.0 million from $199.3 million in the fourth quarter of 2003. The Company's retail stores, including those in Canada, generated revenues of $172.0 million in the 2004 fourth quarter, an 11.5% increase from $154.2 million reported in the same period a year ago. Comparable store sales increased 4.4% during the fourth quarter of 2004 from the year-ago period. Net revenue from the Company's wholesale segment was $39.6 million in the fourth quarter of 2004, compared to $34.2 million in the year-ago period. Licensing segment net revenue increased 13.7% to $12.4 million in the 2004 fourth quarter from $10.9 million in the fourth quarter last year. Full Year 2004 Results For the full year ended December 31, 2004, the Company reported net earnings increased to $29.6 million, or diluted earnings of $0.66 per share, versus net earnings of $7.3 million, or diluted earnings of $0.17 per share, in the comparable 2003 period. The 2003 results include impairment and severance charges of $2.4 million, ($1.4 million net of tax), or $0.03 per diluted share. Total net revenue for 2004 increased 14.6% to $729.3 million from $636.6 million in 2003. The Company's retail stores, including those in Canada, generated revenue of $518.9 million for 2004, an increase of 15.9% from $447.7 million for last year. Comparable store sales increased 9.9% for the 2004 year. Net revenue from the Company's wholesale segment increased 9.4% to $163.2 million in 2004, from $149.1 million in 2003. Licensing segment net revenue for 2004 increased 18.8% to $47.2 million from $39.8 million for the prior year. The Company will hold a conference call at 10:30 am (ET) on February 16, 2005 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 for 30 days. Guess?, Inc. designs, markets, distributes and licenses one of the world's leading lifestyle collections 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 ------------------------------------------------------------- December 31, December 31, 2004 2003 ----------------------------- ----------------------------- $ % $ % ------------- ------------- ------------- ------------- Net revenue Product sales $ 211,573 94.5% $ 188,371 94.5% Net royalties 12,410 5.5% 10,914 5.5% 223,983 100.0% 199,285 100.0% Cost of product sales 135,573 60.5% 123,062 61.8% Gross profit 88,410 39.5% 76,223 38.2% Selling, general and administrative expenses 62,264 27.8% 52,366 26.2% Restructuring, impairment and severance charges -- -- 1,579 0.8% Earnings from operations 26,146 11.7% 22,278 11.2% Other (income) expense: Interest expense 1,293 0.6% 1,595 0.8% Interest Income (275) (0.1)% (34) -- Other, net (265) (0.1)% -- -- Earnings before income taxes 25,393 11.3% 20,717 10.4% Income taxes 10,540 4.7% 8,910 4.5% Net earnings $ 14,853 6.6% $ 11,807 5.9% Net earnings per share: Basic $ 0.34 $ 0.27 Diluted $ 0.33 $ 0.27 Weighted number of shares outstanding: Basic 44,169 43,567 Diluted 44,622 44,149
Year Ended ------------------------------------------------------------- December 31, December 31, 2004 2003 ----------------------------- ----------------------------- $ % $ % ------------- ------------- ------------- ------------- Net revenue Product sales $ 682,020 93.5% $ 596,806 93.8% Net royalties 47,242 6.5% 39,779 6.2% 729,262 100.0% 636,585 100.0% Cost of product sales 455,278 62.4% 416,430 65.4% Gross profit 273,984 37.6% 220,155 34.6% Selling, general and administrative expenses 218,502 30.0% 197,130 31.0% Restructuring, impairment and severance charges -- -- 2,425 0.4% Earnings from operations 55,482 7.6% 20,600 3.2% Other (income) expense: Interest expense 5,653 0.7% 7,974 1.2% Interest Income (619) (0.1)% (134) -- Other, net (265) -- (26) -- Earnings before income taxes 50,713 7.0% 12,786 2.0% Income taxes 21,147 2.9% 5,500 0.9% Net earnings $ 29,566 4.1% $ 7,286 1.1% Net earnings per share: Basic $ 0.67 $ 0.17 Diluted $ 0.66 $ 0.17 Weighted number of shares outstanding: Basic 44,010 43,279 Diluted 44,544 43,558
Guess?, Inc. and Subsidiaries Consolidated Segment Data (in thousands) (Unaudited)
Three Months Ended Year Ended --------------------------- --------------------------- Dec. 31 Dec. 31 Dec. 31 Dec. 31 2004 2003 2004 2003 ------------ ------------ ------------ ------------ Net revenue: Retail operations $ 171,950 $ 154,178 $ 518,855 $ 447,693 Wholesale operations 39,623 34,193 163,165 149,113 Licensing operations 12,410 10,914 47,242 39,779 $ 223,983 $ 199,285 $ 729,262 $ 636,585 Earnings (loss) from operations: Retail operations $ 24,177 $ 24,945 $ 47,788 $ 32,370 Wholesale operations (493) (3,287) 2,183 (8,976) Licensing operations 9,544 9,106 37,722 32,281 Corporate overhead (7,082) (8,486) (32,211) (35,075) $ 26,146 $ 22,278 $ 55,482 $ 20,600
Guess?, Inc. and Subsidiaries Selected Condensed Consolidated Balance Sheet Data (in thousands) (Unaudited) December 31, December 31, 2004 2003 ------------ ------------ ASSETS Cash and cash equivalents $ 106,003 $ 67,163 Restricted cash 3,660 4,509 Receivables, net 53,915 32,602 Inventories, net 82,329 83,530 Other current assets 25,116 22,840 Property and equipment, net 113,944 114,403 Other assets 39,337 37,718 Total Assets $ 424,304 $ 362,765 LIABILITIES AND STOCKHOLDERS' EQUITY Current installments of notes payable and long-term debt $ 13,430 $ 13,931 Other current liabilities 119,369 96,944 Notes payable and long-term debt, excluding current installments 41,396 54,161 Other liabilities 29,532 14,947 Stockholders' equity 220,577 182,782 Total Liabilities and Stockholders' Equity $ 424,304 $ 362,765 Guess?, Inc. and Subsidiaries Condensed Consolidated Cash Flow Data (in thousands) (Unaudited) Year Ended --------------------------- December 31, December 31, 2004 2003 ------------ ------------ Net cash provided by operating activities $ 74,103 $ 62,474 Net cash used in investing activities (26,597) (18,384) Net cash used in financing activities (8,813) (9,175) Effect of exchange rates on cash 147 495 Net increase in cash and cash equivalents 38,840 35,410 Cash and cash equivalents at the beginning of the year 67,163 31,753 Cash and cash equivalents at the end of the period $ 106,003 $ 67,163 Supplemental information: Depreciation and amortization $ 35,442 $ 34,944 Rent 63,352 59,151 Guess?, Inc. and Subsidiaries Retail Store Data (Unaudited) Year Ended --------------------------- December 31, December 31, 2004 2003 ------------ ------------ Number of stores at the beginning of the year 265 249 Store openings 34 20 Store closures (12) (4) Number of stores at the end of the period 287 265 Total store square footage at the end of the period 1,460,000 1,372,000 SOURCE Guess?, Inc. -0- 02/16/2005 /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 / -----END PRIVACY-ENHANCED MESSAGE-----