-----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, LHTNhOjq5sHJb4kiRgzsKYWhLpkrkHrUc8IrMcaRGOTG/3auYb9Y0eZMPVrj/V9w 35OGW9A1+z0vO4W1oSP64w== 0001157523-07-012128.txt : 20071213 0001157523-07-012128.hdr.sgml : 20071213 20071213060258 ACCESSION NUMBER: 0001157523-07-012128 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20071213 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20071213 DATE AS OF CHANGE: 20071213 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: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23874 FILM NUMBER: 071303203 BUSINESS ADDRESS: STREET 1: 500 HANOVER PIKE CITY: HAMPSTEAD STATE: MD ZIP: 21074 BUSINESS PHONE: 4102392700 8-K 1 a5567032.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): December 13, 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 (IRS Employer of incorporation) File Number) Identification No.) 500 Hanover Pike 21074 Hampstead, Maryland (Address of principal executive (Zip Code) offices) 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 December 13, 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 November 3, 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 December 13, 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: December 13, 2007 2 EXHIBIT INDEX Exhibit Number Description - ------- ----------- 99.1 Press Release dated December 13, 2007 3 EX-99.1 2 a5567032ex99_1.txt EXHIBIT 99.1 Exhibit 99.1 JoS. A. Bank Clothiers Reports 27% Increase in Third Quarter Earnings Per Share; Management to Hold Conference Call Today HAMPSTEAD, Md.--(BUSINESS WIRE)--Dec. 13, 2007--JoS. A. Bank Clothiers, Inc. (Nasdaq Global Select Market: JOSB) announces that earnings for the third quarter of fiscal 2007 increased 27% to $0.38 per share, as compared to $0.30 per share for the third quarter of fiscal 2006. Net income in the third quarter of fiscal 2007 was $7.1 million, as compared to $5.5 million in the third quarter of fiscal 2006. The third quarter of fiscal 2007 ended November 3, 2007; the third quarter of fiscal 2006 ended October 28, 2006. Comparing the nine fiscal months ended November 3, 2007 with the nine fiscal months ended October 28, 2006, earnings increased 28% to $1.28 per share, as compared to $1.00 per share and net income increased to $23.7 million, as compared to $18.3 million. A conference call to discuss fiscal 2007 third quarter earnings will be held today at 11:00 a.m. Eastern Time (ET). To join in the call please dial (USA) 800-762-6568 or (International) 480-248-5088 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 December 13, 2007 until December 20, 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 897489. 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"). 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 415 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 November 3, 2007 ---------------- ---------------- ASSETS CURRENT ASSETS: Cash and cash equivalents $ 43,080 $ 26,608 Accounts receivable, net 5,193 10,403 Inventories: Finished goods 175,690 214,948 Raw materials 7,781 10,099 ---------------- ---------------- Total inventories 183,471 225,047 Prepaid expenses and other current assets 18,560 20,766 ---------------- ---------------- Total current assets 250,304 282,824 NONCURRENT ASSETS: Property, plant and equipment, net 117,553 125,493 Other noncurrent assets 535 510 ---------------- ---------------- Total assets $ 368,392 $ 408,827 ================ ================ LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable $ 41,683 $ 56,228 Accrued expenses 63,606 58,927 Deferred tax liability - current 8,453 8,179 ---------------- ---------------- Total current liabilities 113,742 123,334 NONCURRENT LIABILITIES: Long-term debt 412 421 Noncurrent lease obligations 42,053 46,939 Deferred tax liability - noncurrent 2,595 1,873 Other noncurrent liabilities 1,356 1,690 ---------------- ---------------- Total liabilities 160,158 174,257 ---------------- ---------------- COMMITMENTS AND CONTINGENCIES STOCKHOLDERS' EQUITY: Common stock 180 181 Additional paid-in capital 78,101 80,776 Retained earnings 130,092 153,752 Accumulated other comprehensive losses (139) (139) ---------------- ---------------- Total stockholders' equity 208,234 234,570 ---------------- ---------------- Total liabilities and stockholders' equity $ 368,392 $ 408,827 ================ ================ Note: The foregoing audited and unaudited Condensed Consolidated Balance Sheets are excerpts from our Condensed Consolidated Financial Statements (as of February 3, 2007 and November 3, 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 November 3, 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 December 13, 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 Nine Months Ended ----------------------- ----------------------- October 28, November 3, October 28, November 3, 2006 2007 2006 2007 ----------- ----------- ----------- ----------- Net sales $ 119,511 $ 131,304 $ 352,274 $ 395,115 Cost of goods sold 47,057 47,679 135,770 146,663 ----------- ----------- ----------- ----------- Gross Profit 72,454 83,625 216,504 248,452 ----------- ----------- ----------- ----------- Operating expenses: Sales and marketing 50,796 59,094 147,457 170,015 General and administrative 12,599 13,034 37,254 39,622 ----------- ----------- ----------- ----------- Total operating expenses 63,395 72,128 184,711 209,637 ----------- ----------- ----------- ----------- Operating income 9,059 11,497 31,793 38,815 Other income (expense): Interest income 29 396 82 1,374 Interest expense (447) (92) (1,068) (285) ----------- ----------- ----------- ----------- Total other income (expense) (418) 304 (986) 1,089 ----------- ----------- ----------- ----------- Income before provision for income taxes 8,641 11,801 30,807 39,904 Provision for income taxes 3,133 4,705 12,465 16,244 ----------- ----------- ----------- ----------- Net income $ 5,508 $ 7,096 $ 18,342 $ 23,660 =========== =========== =========== =========== Earnings per share: Net income per share: Basic $ 0.31 $ 0.39 $ 1.02 $ 1.31 Diluted $ 0.30 $ 0.38 $ 1.00 $ 1.28 Weighted average shares outstanding: Basic 18,016 18,165 17,967 18,111 Diluted 18,330 18,439 18,339 18,419 Note: The foregoing unaudited Condensed Consolidated Statements of Income are excerpts from our unaudited Condensed Consolidated Financial Statements for the three and nine months ended October 28, 2006 and November 3, 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 November 3, 2007, which was filed with the Securities and Exchange Commission on December 13, 2007. JOS. A. BANK CLOTHIERS, INC. Condensed Consolidated Statements of Cash Flows (In Thousands) (Unaudited) Nine Months Ended --------------------------------- October 28, 2006 November 3, 2007 ---------------- ---------------- Cash flows from operating activities: Net income $ 18,342 $ 23,660 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization 11,603 13,753 Loss on disposals of property, plant and equipment 30 121 Decrease in deferred taxes (1,530) (996) Net increase in operating working capital and other components (41,710) (36,465) ---------------- ---------------- Net cash provided by (used in) operating activities (13,265) 73 ---------------- ---------------- Cash flows from investing activities: Capital expenditures (20,322) (19,511) Proceeds from disposal of fixed assets - 290 ---------------- ---------------- Net cash used in investing activities (20,322) (19,221) ---------------- ---------------- Cash flows from financing activities: Borrowings under long-term Credit Agreement 85,253 - Repayments under long-term Credit Agreement (68,595) - Proceeds from issuance of long- term debt 400 - Repayment of other long-term debt (718) - Income tax benefit from exercise of stock options 4,371 807 Net proceeds from exercise of stock options 7,086 1,869 ---------------- ---------------- Net cash provided by financing activities 27,797 2,676 ---------------- ---------------- Net decrease in cash and cash equivalents (5,790) (16,472) Cash and cash equivalents - beginning of period 7,344 43,080 ---------------- ---------------- Cash and cash equivalents - end of period $ 1,554 $ 26,608 ================ ================ Note: The foregoing unaudited Condensed Consolidated Statements of Cash Flows are excerpts from our unaudited Condensed Consolidated Financial Statements for nine months ended October 28, 2006 and November 3, 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 November 3, 2007, which was filed with the Securities and Exchange Commission on December 13, 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-----