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): August 31, 2011
JoS.
A. Bank Clothiers, Inc.
(Exact
Name of Registrant as Specified in Its Charter)
Delaware |
0-23874 |
36-3189198 |
(State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
500 Hanover Pike Hampstead, Maryland |
21074 |
(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 August 31, 2011, 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 fiscal quarter ended July 30, 2011. 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 August 31, 2011 |
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/ R. Neal Black |
|
R. Neal Black |
||||
President and Chief Executive |
||||
Officer and Director |
||||
Dated: |
August 31, 2011 |
EXHIBIT INDEX
Exhibit |
Description |
99.1 |
Press Release dated August 31, 2011 |
3
Exhibit 99.1
JoS. A. Bank Clothiers Reports 25% Increase in Profits for Second Quarter of Fiscal Year 2011
HAMPSTEAD, Md.--(BUSINESS WIRE)--August 31, 2011--JoS. A. Bank Clothiers, Inc. (NASDAQ Global Select Market: JOSB) announces that net income for the second quarter of fiscal year 2011 increased 24.7% to $20.6 million as compared with net income of $16.5 million for the second quarter of fiscal year 2010. Earnings per share for the second quarter of fiscal year 2011 increased 25.4% to $0.74 per share as compared with earnings per share of $0.59 for the second quarter of fiscal year 2010. The second quarter of fiscal year 2011 ended July 30, 2011; the second quarter of fiscal year 2010 ended July 31, 2010.
Total sales for the second quarter of fiscal year 2011 increased 22.4% to $230.7 million from $188.4 million in the second quarter of fiscal year 2010, while comparable store sales increased 14.7% and Direct Marketing sales increased 27.8%.
Comparing the first six months of fiscal year 2011 with the first six months of fiscal year 2010, net income increased 18.8% to $38.4 million as compared to $32.3 million and earnings per share increased 18.1% to $1.37 per share as compared to $1.16 per share. Total sales for the first six months of fiscal year 2011 increased 15.7% to $423.9 million from $366.5 million for the first six months of fiscal year 2010, while comparable store sales increased 7.6% and Direct Marketing sales increased 25.0%.
“We are pleased with our sales and earnings performance for the second quarter of fiscal year 2011. While the components of our income statement may fluctuate somewhat from quarter to quarter, our business model, which features an aggressively sourced, high-quality, well-balanced, fully-stocked assortment that is promoted with timely marketing and sold by knowledgeable professionals in convenient locations, continues to deliver strong earnings growth over time. With this quarter’s results, we have achieved earnings growth in 39 of the past 40 quarters when compared to the respective prior year periods, including 21 quarters in a row,” stated R. Neal Black, President and CEO of JoS. A. Bank Clothiers, Inc. “While sales are just one component of overall profit and August is a relatively small sales month, our comparable store sales in August are up slightly compared to the same period last year, despite the impact of the recent hurricane,” continued Mr. Black.
A conference call to discuss the second quarter of fiscal year 2011 earnings will be held Thursday, September 1, 2011 at 11:00 a.m. Eastern Time (ET). To join in the call please dial (USA) 800-230-1092 or (International) 612-234-9960 at least five minutes before 11:00 a.m. ET. A replay of the conference call will be available after 1:00 p.m. ET on September 1, 2011 until September 8, 2011 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 214845. 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 adjusted for the 50% stock dividend that the Company announced on June 17, 2010, under which stockholders of record as of July 30, 2010 received one additional share of common stock for each two shares then owned. The stock dividend was distributed on August 18, 2010.
JoS. A. Bank Clothiers, Inc., established in 1905, is one of the nation’s leading designers, manufacturers and retailers of men’s classically-styled tailored and casual clothing, sportswear, footwear and accessories. The Company sells its full product line through 529 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.”
Our 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 forecasted due to a variety of factors outside of our control that can affect our operating results, liquidity and financial condition. Such factors include risks associated with economic, weather, public health and other factors affecting consumer spending, including negative changes to consumer confidence and other recessionary pressures, higher energy and security costs, the successful implementation of our growth strategy, including our ability to finance our 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 our marketing programs, the availability of suitable lease sites for new stores, doing business on an international basis, the ability to source product from our global supplier base, legal matters and other competitive factors. The identified risk factors and other factors and risks that may affect our business or future financial results are detailed in our filings with the Securities and Exchange Commission, including our Annual Report on Form 10-K for the year ended January 29, 2011 and our subsequent Quarterly Reports on Form 10-Q filed through the date hereof. These cautionary statements qualify all of the forward-looking statements we make herein. We cannot assure you that the results or developments anticipated by us will be realized or, even if substantially realized, that those results or developments will result in the expected consequences for us or affect us, our business or our operations in the way we expect. We caution you not to place undue reliance on these forward-looking statements, which speak only as of their respective dates. We do not undertake an obligation to update or revise any forward-looking statements to reflect actual results or changes in our assumptions, estimates or projections. These risks should be carefully reviewed before making any investment decision.
JOS. A. BANK CLOTHIERS, INC. AND SUBSIDIARIES | ||||||||||||
Condensed Consolidated Statements of Income | ||||||||||||
(Unaudited) | ||||||||||||
Three Months Ended | Six Months Ended | |||||||||||
July 31, 2010 | July 30, 2011 | July 31, 2010 | July 30, 2011 | |||||||||
(In thousands, except per share information) | ||||||||||||
Net sales | $188,412 | $230,662 | $366,537 | $423,932 | ||||||||
Cost of goods sold | 70,082 | 86,755 | 134,891 | 154,712 | ||||||||
Gross profit | 118,330 | 143,907 | 231,646 | 269,220 | ||||||||
Operating expenses: | ||||||||||||
Sales and marketing, including occupancy costs | 73,748 | 88,120 | 144,267 | 166,972 | ||||||||
General and administrative | 17,175 | 21,189 | 33,911 | 38,613 | ||||||||
Total operating expenses | 90,923 | 109,309 | 178,178 | 205,585 | ||||||||
Operating income | 27,407 | 34,598 | 53,468 | 63,635 | ||||||||
Other income (expense): | ||||||||||||
Interest income | 159 | 83 | 274 | 215 | ||||||||
Interest expense | (5 | ) | (18 | ) | (95 | ) | (21 | ) | ||||
Total other income (expense) | 154 | 65 | 179 | 194 | ||||||||
Income before provision for income taxes | 27,561 | 34,663 | 53,647 | 63,829 | ||||||||
Provision for income taxes | 11,082 | 14,109 | 21,360 | 25,465 | ||||||||
Net income | $ 16,479 | $ 20,554 | $ 32,287 | $ 38,364 | ||||||||
Per share information: | ||||||||||||
Earnings per share: | ||||||||||||
Basic | $0.60 | $0.74 | $1.17 | $1.39 | ||||||||
Diluted | $0.59 | $0.74 | $1.16 | $1.37 | ||||||||
Weighted average shares outstanding: | ||||||||||||
Basic | 27,527 | 27,749 | 27,527 | 27,686 | ||||||||
Diluted | 27,827 | 27,958 | 27,823 | 27,944 | ||||||||
Note: The foregoing unaudited Consolidated Statements of Income are excerpts from our unaudited Consolidated Financial Statements for the three and six months ended July 31, 2010 and July 30, 2011 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 July 30, 2011 which was filed with the Securities and Exchange Commission on August 31, 2011.
JOS. A. BANK CLOTHIERS, INC. AND SUBSIDIARIES | ||||||
Condensed Consolidated Balance Sheets | ||||||
January 29, 2011 | July 30, 2011 | |||||
(In Thousands) | ||||||
(Audited) | (Unaudited) | |||||
ASSETS | ||||||
CURRENT ASSETS: | ||||||
Cash and cash equivalents | $ | 80,979 | $ | 92,691 | ||
Short-term investments | 189,789 | 176,975 | ||||
Accounts receivable, net | 9,525 | 13,453 | ||||
Inventories: | ||||||
Finished goods | 222,251 | 256,570 | ||||
Raw materials | 11,059 | 15,837 | ||||
Total inventories | 233,310 | 272,407 | ||||
Prepaid expenses and other current assets | 19,494 | 22,843 | ||||
Total current assets | 533,097 | 578,369 | ||||
NONCURRENT ASSETS: | ||||||
Property, plant and equipment, net | 128,603 | 133,223 | ||||
Other noncurrent assets | 337 | 310 | ||||
Total assets | $ | 662,037 | $ | 711,902 | ||
LIABILITIES AND STOCKHOLDERS’ EQUITY | ||||||
CURRENT LIABILITIES: | ||||||
Accounts payable | $ | 31,505 | $ | 45,862 | ||
Accrued expenses | 88,165 | 80,255 | ||||
Deferred tax liability – current | 5,276 | 5,303 | ||||
Total current liabilities | 124,946 | 131,420 | ||||
NONCURRENT LIABILITIES: | ||||||
Deferred rent | 49,279 | 48,895 | ||||
Deferred tax liability – noncurrent | 4,147 | 5,271 | ||||
Other noncurrent liabilities | 989 | 1,478 | ||||
Total liabilities | 179,361 | 187,064 | ||||
COMMITMENTS AND CONTINGENCIES | ||||||
STOCKHOLDERS’ EQUITY: | ||||||
Common stock | 275 | 277 | ||||
Additional paid-in capital | 86,792 | 90,588 | ||||
Retained earnings | 395,531 | 433,895 | ||||
Accumulated other comprehensive income | 78 | 78 | ||||
Total stockholders’ equity | 482,676 | 524,838 | ||||
Total liabilities and stockholders’ equity | $ | 662,037 | $ | 711,902 | ||
Note: The foregoing audited and unaudited Consolidated Balance Sheets are excerpts from our Consolidated Financial Statements (as of January 29, 2011 and as of July 30, 2011) and do not include the Notes, which are an integral part thereof. The foregoing financial information should be read in conjunction with the Company’s Quarterly Report on Form 10-Q for the quarterly period ended July 30, 2011 and the Annual Report on Form 10-K for the fiscal year ended January 29, 2011, which were filed with the Securities and Exchange Commission on August 31, 2011 and March 30, 2011, respectively.
JOS. A. BANK CLOTHIERS, INC. AND SUBSIDIARIES | ||||||||
Condensed Consolidated Statements of Cash Flows | ||||||||
(Unaudited) | ||||||||
Six Months Ended | ||||||||
July 31, 2010 | July 30, 2011 | |||||||
(In Thousands) | ||||||||
Cash flows from operating activities: | ||||||||
Net income | $ | 32,287 | $ | 38,364 | ||||
Adjustments to reconcile net income to net cash provided by | ||||||||
(used in) operating activities: | ||||||||
Depreciation and amortization | 11,802 | 12,595 | ||||||
Loss on disposals of property, plant and equipment | 91 | 122 | ||||||
Non-cash equity compensation | 234 | 1,369 | ||||||
Increase (decrease) in deferred taxes | (1,358 | ) | 1,151 | |||||
Net (increase) in operating working capital and other components | (17,988 | ) | (43,093 | ) | ||||
Net cash provided by (used in) operating activities | 25,068 | 10,508 | ||||||
Cash flows from investing activities: | ||||||||
Capital expenditures | (12,471 | ) | (14,039 | ) | ||||
Proceeds from maturities of short-term investments |
99,895 | 189,789 | ||||||
Payments to acquire short-term investments | (44,850 | ) | (176,975 | ) | ||||
Net cash provided by (used in) investing activities | 42,574 | (1,225 | ) | |||||
Cash flows from financing activities: | ||||||||
Income tax benefit from exercise of stock options | - | 1,883 | ||||||
Net proceeds from exercise of stock options | - | 546 | ||||||
Net cash provided by financing activities | - | 2,429 | ||||||
Net increase in cash and cash equivalents | 67,642 | 11,712 | ||||||
Cash and cash equivalents – beginning of period | 21,853 | 80,979 | ||||||
Cash and cash equivalents – end of period | $ | 89,495 | $ | 92,691 | ||||
Note: The foregoing unaudited Consolidated Statements of Cash Flows are excerpts from our unaudited Consolidated Financial Statements for the six months ended July 31, 2010 and July 30, 2011 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 July 30, 2011, which was filed with the Securities and Exchange Commission on August 31, 2011.
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
Investor Relations Voicemail, 410-239-5900
E-commerce Address for
JoS. A. Bank Clothiers, Inc.:
www.josbank.com