-----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, WQBejYQh2S7ny6foFzGNQ4oiyCLYMC/qPlqHDAwS2GmF5CAMEsTCDg4kgw6smfXI WA3tlBK7JFHk6tGfxkhqbg== 0001157523-07-009115.txt : 20070912 0001157523-07-009115.hdr.sgml : 20070912 20070912060038 ACCESSION NUMBER: 0001157523-07-009115 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: BANK JOS A CLOTHIERS INC /DE/ CENTRAL INDEX KEY: 0000920033 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-APPAREL & ACCESSORY STORES [5600] IRS NUMBER: 363189198 STATE OF INCORPORATION: DE FISCAL YEAR END: 0130 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 033-14657 FILM NUMBER: 071112100 BUSINESS ADDRESS: STREET 1: 500 HANOVER PIKE CITY: HAMPSTEAD STATE: MD ZIP: 21074 BUSINESS PHONE: 4102392700 8-K 1 a5490590.txt JOS. A. BANK CLOTHIERS, INC. 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): September 12, 2007 Jos. A. Bank Clothiers, Inc. (Exact name of registrant as specified in its charter) Delaware 0-23874 36-3189198 (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 500 Hanover Pike 21074 Hampstead, Maryland (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (410) 239-2700 (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 September 12, 2007, JoS. A. Bank Clothiers, Inc. (the "Company") issued a press release (the "Press Release") in which the Company announced, among other things, certain results of operations for the three months ended August 4, 2007. A copy of the Press Release is attached as Exhibit 99.1. This information shall not be deemed to be "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 Number Description - ------- ----------- 99.1 Press Release dated September 12, 2007 SIGNATURE --------- 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. JoS. A. Bank Clothiers, Inc. (Registrant) By: /s/ Robert N. Wildrick ------------------------------------ Robert N. Wildrick Executive Chairman, Chief Executive Officer and Director Dated: September 12, 2007 2 EXHIBIT INDEX Exhibit Number Description - ------- ----------- 99.1 Press Release dated September 12, 2007 3 EX-99.1 2 a5490590ex991.txt EXHIBIT 99.1 Exhibit 99.1 JoS. A. Bank Clothiers Reports 16% Increase in Second Quarter Earnings Per Share; Management to Hold Conference Call Today HAMPSTEAD, Md.--(BUSINESS WIRE)--Sept. 12, 2007--JoS. A. Bank Clothiers, Inc. (Nasdaq Global Select Market: JOSB) announces that earnings for the second quarter of fiscal 2007 increased 16% to $0.44 per share, as compared to $0.38 per share for the second quarter of fiscal 2006. Net income in the second quarter of fiscal 2007 was $8.2 million, as compared to $7.0 million in the second quarter of fiscal 2006. The second quarter of fiscal 2007 ended August 4, 2007; the second quarter of fiscal 2006 ended July 29, 2006. Comparing the six fiscal months ended August 4, 2007 with the six fiscal months ended July 29, 2006, earnings increased 29% to $0.90 per share, as compared to $0.70 per share and net income increased to $16.6 million, as compared to $12.8 million. A conference call to discuss fiscal 2007 second quarter earnings will be held today at 11:00 a.m. Eastern Time (ET). To join in the call please dial (USA) 877-260-8899 or (International) 612-332-0819 at least five minutes before 11:00 a.m. ET. A replay of the conference call will be available after 2:30 p.m. ET on September 12, 2007 until September 19, 2007 at 11:59 p.m. ET by dialing (USA) 800-475-6701 or (International) 320-365-3844. The access code for the replay will be 885715. In addition, a webcast replay of the conference call will be posted on the investor relations section of our website: www.josbank.com (select "Company Information" and "Investor Relations"). Beginning in fiscal 2008, the Company will provide actual sales results to the investing public each quarter in connection with the release of its quarterly earnings. In addition, the Company may (but undertakes no obligation to do so) provide updates on the business during the quarter, typically in connection with its quarterly conference calls which are open to the public, as well as in periodic press releases and other communications. In connection with this updated policy, David E. Ullman, Executive Vice-President and Chief Financial Officer stated, "We manage our business, including the merchandise trends and store results, with a long-term perspective, and our merchandise assortments are typically set in two seasons each year. As such, short-term fluctuations in sales do not necessarily reflect the overall performance of the business and we have decided to communicate our sales in a manner that is more aligned to our business cycles. We have also made this change after much internal discussion and after considering industry trends and comments from the investing public, including our shareholders." All earnings per share amounts in this news release represent diluted earnings per share. JoS. A. Bank Clothiers, Inc., established in 1905, is one of the nation's leading retailers of men's classically-styled tailored and casual clothing, sportswear, footwear and accessories. The Company sells its full product line through 394 stores in 42 states and the District of Columbia, a nationwide catalog and an e-commerce website that can be accessed at www.josbank.com. The Company is headquartered in Hampstead, Md., and its common stock is listed on the Nasdaq Global Select Market under the symbol "JOSB." The Company's statements concerning future operations contained herein are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Actual results may differ materially from those forecast due to a variety of factors outside of the Company's control that can affect the Company's operating results, liquidity and financial condition. Such factors include risks associated with economic, weather, public health and other factors affecting consumer spending, higher energy and security costs, the successful implementation of the Company's growth strategy including the ability of the Company to finance its expansion plans, the mix and pricing of goods sold, the effectiveness and profitability of new concepts, the market price of key raw materials such as wool and cotton, seasonality, merchandise trends and changing consumer preferences, the effectiveness of the Company's marketing programs, the availability of lease sites for new stores, the ability to source product from its global supplier base, litigations and other competitive factors. Other factors and risks that may affect the Company's business or future financial results are detailed in the Company's filings with the Securities and Exchange Commission, including the Company's Annual Report on Form 10-K for the year ended February 3, 2007 and the Company's subsequent Quarterly Reports on Form 10-Q filed through the date hereof. These cautionary statements qualify all of the forward-looking statements the Company makes herein. The Company cannot assure you that the results or developments anticipated by the Company will be realized or, even if substantially realized, that those results or developments will result in the expected consequences for the Company or affect the Company, its business or its operations in the way the Company expects. The Company cautions you not to place undue reliance on these forward-looking statements, which speak only as of their respective dates. The Company does not undertake an obligation to update or revise any forward-looking statements to reflect actual results or changes in the Company's assumptions, estimates or projections. These risks should be carefully reviewed before making any investment decision. JOS. A. BANK CLOTHIERS, INC. Condensed Consolidated Balance Sheets (In Thousands) (unaudited) February 3, 2007 August 4, 2007 ---------------- ---------------- ASSETS CURRENT ASSETS: Cash and cash equivalents $ 43,080 $ 43,307 Accounts receivable, net 5,193 6,458 Inventories: Finished goods 175,690 186,343 Raw materials 7,781 9,214 ---------------- ---------------- Total inventories 183,471 195,557 Prepaid expenses and other current assets 18,560 17,136 ---------------- ---------------- Total current assets 250,304 262,458 NONCURRENT ASSETS: Property, plant and equipment, net 117,553 117,818 Other noncurrent assets 535 518 ---------------- ---------------- Total assets $ 368,392 $ 380,794 ================ ================ LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable $ 41,683 $ 47,916 Accrued expenses 63,606 49,637 Deferred tax liability - current 8,453 8,465 ---------------- ---------------- Total current liabilities 113,742 106,018 NONCURRENT LIABILITIES: Long-term debt 412 418 Noncurrent lease obligations 42,053 43,795 Deferred tax liability - noncurrent 2,595 1,990 Other noncurrent liabilities 1,356 1,690 ---------------- ---------------- Total liabilities 160,158 153,911 ---------------- ---------------- COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY: Common stock 180 181 Additional paid-in capital 78,101 80,185 Retained earnings 130,092 146,656 Accumulated other comprehensive losses (139) (139) ---------------- ---------------- Total stockholders' equity 208,234 226,883 ---------------- ---------------- Total liabilities and stockholders' equity $ 368,392 $ 380,794 ================ ================ Note: The foregoing audited and unaudited Condensed Consolidated Balance Sheets are excerpts from our Condensed Consolidated Financial Statements (as of February 3, 2007 and August 4, 2007) and do not include the Notes, which are considered an integral part thereof. The foregoing unaudited financial information should be read in conjunction with the Company's Quarterly Report on Form 10-Q for the quarterly period ended August 4, 2007 and the Annual Report on Form 10-K for the fiscal year ended February 3, 2007, which were filed with the Securities and Exchange Commission on September 12, 2007 and April 17, 2007, respectively. JOS. A. BANK CLOTHIERS, INC. Condensed Consolidated Statements of Income (In Thousands, Except Per Share Information) (Unaudited) Three Months Ended Six Months Ended --------------------- --------------------- July 29, August 4, July 29, August 4, 2006 2007 2006 2007 ---------- ---------- ---------- ---------- Net sales $ 119,098 $ 134,278 $ 232,763 $ 263,811 Cost of goods sold 44,799 50,531 88,713 98,984 ---------- ---------- ---------- ---------- Gross profit 74,299 83,747 144,050 164,827 ---------- ---------- ---------- ---------- Operating expenses: Sales and marketing 49,545 57,140 96,661 110,921 General and administrative 12,455 13,091 24,655 26,588 ---------- ---------- ---------- ---------- Total operating expenses 62,000 70,231 121,316 137,509 ---------- ---------- ---------- ---------- Operating income 12,299 13,516 22,734 27,318 Other income (expense): Interest income 29 540 52 978 Interest expense (276) (92) (620) (193) ---------- ---------- ---------- ---------- Total other income (expense) (247) 448 (568) 785 ---------- ---------- ---------- ---------- Income before provision for income taxes 12,052 13,964 22,166 28,103 Provision for income taxes 5,079 5,758 9,332 11,539 ---------- ---------- ---------- ---------- Net income $ 6,973 $ 8,206 $ 12,834 $ 16,564 ========== ========== ========== ========== Earnings per share: Net income per share: Basic $ 0.39 $ 0.45 $ 0.72 $ 0.92 Diluted $ 0.38 $ 0.44 $ 0.70 $ 0.90 Weighted average shares outstanding: Basic 18,001 18,127 17,942 18,085 Diluted 18,339 18,444 18,343 18,410 Note: The foregoing unaudited Condensed Consolidated Statements of Income are excerpts from our unaudited Condensed Consolidated Financial Statements for the three and six months ended July 29, 2006 and August 4, 2007 and do not include the Notes, which are considered an integral part thereof. The foregoing unaudited financial information should be read in conjunction with the Company's Quarterly Report on Form 10-Q for the quarterly period ended August 4, 2007, which was filed with the Securities and Exchange Commission on September 12, 2007. JOS. A. BANK CLOTHIERS, INC. Condensed Consolidated Statements of Cash Flows (In Thousands) (Unaudited) Six Months Ended ---------------------------------- July 29, 2006 August 4, 2007 ---------------- ---------------- Cash flows from operating activities: Net income $ 12,834 $ 16,564 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization 7,542 9,043 Loss on disposition of property, plant and equipment 14 107 Increase (decrease) in deferred taxes 388 (593) Net increase in operating working capital and other components (26,832) (15,453) ---------------- ---------------- Net cash provided by (used in) operating activities (6,054) 9,668 ---------------- ---------------- Cash flows from investing activities: Capital expenditures (12,899) (11,526) ---------------- ---------------- Net cash used in investing activities (12,899) (11,526) ---------------- ---------------- Cash flows from financing activities: Borrowings under long-term Credit Agreement 7,747 - Repayment under long-term Credit Agreement (6,785) - Proceeds from issuance of long- term debt 400 - Repayment of other long-term debt (478) - Income tax benefit from exercise of stock options 4,964 625 Net proceeds from exercise of stock options 7,086 1,460 ---------------- ---------------- Net cash provided by financing activities 12,934 2,085 ---------------- ---------------- Net increase (decrease) in cash and cash equivalents (6,019) 227 Cash and cash equivalents - beginning of year 7,344 43,080 ---------------- ---------------- Cash and cash equivalents - end of year $ 1,325 $ 43,307 ================ ================ Note: The foregoing unaudited Condensed Consolidated Statements of Cash Flows are excerpts from our unaudited Condensed Consolidated Financial Statements for six months ended July 29, 2006 and August 4, 2007 and do not include the Notes, which are considered an integral part thereof. The foregoing unaudited financial information should be read in conjunction with the Company's Quarterly Report on Form 10-Q for the quarterly period ended August 4, 2007, which was filed with the Securities and Exchange Commission on September 12, 2007. CONTACT: JoS. A. Bank Clothiers, Inc., Hampstead, MD David E. Ullman, EVP/CFO, 410-239-5715 or Investor Relations Information Request Website (http://phx.corporate-ir.net/phoenix.zhtml?c=113815&p= irol-inforeq), or Voicemail, 410-239-5900 E-commerce Address for JoS. A. Bank Clothiers, Inc.: www.josbank.com -----END PRIVACY-ENHANCED MESSAGE-----