-----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, NETTEGvOSab3Lh30NQ0VysBRUNvnbbYN+0F6kTtH/hPuCsikoqb8u0PkoVCNIXzM WUL/WDYvfgLUSXS2PKhzPQ== 0000098246-06-000004.txt : 20060110 0000098246-06-000004.hdr.sgml : 20060110 20060110142159 ACCESSION NUMBER: 0000098246-06-000004 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20060110 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20060110 DATE AS OF CHANGE: 20060110 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TIFFANY & CO CENTRAL INDEX KEY: 0000098246 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-JEWELRY STORES [5944] IRS NUMBER: 133228013 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09494 FILM NUMBER: 06521847 BUSINESS ADDRESS: STREET 1: 727 FIFTH AVE CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 2122305317 MAIL ADDRESS: STREET 1: 727 FIFTH AVENUE CITY: NEW YORK STATE: NY ZIP: 10022 8-K 1 form8k_011006.txt 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: January 10, 2006 TIFFANY & CO. (Exact name of Registrant as specified in its charter) Delaware 1-9494 13-3228013 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 727 Fifth Avenue, New York, New York 10022 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (212) 755-8000 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 7.01. Regulation FD Disclosure. On January 10, 2006, Registrant issued a press release announcing its unaudited sales figures for the period from November 1 to December 31. A copy of the January 10, 2006 press release is attached hereto as Exhibit 99.1 to this Form 8-K. The information in this Current Report on Form 8-K is being furnished pursuant to Item 7.01 Regulation FD Disclosure. In accordance with General Instruction B.2 of Form 8-K, the information in this report shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly stated by specific reference in such filing. Item 9.01. Financial Statements and Exhibits. (c) Exhibits 99.1 Press Release dated January 10, 2006. 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 thereunto duly authorized. TIFFANY & CO. BY: /s/ Patrick B. Dorsey ______________________________________ Patrick B. Dorsey Senior Vice President, General Counsel and Secretary Date: January 10, 2006 EXHIBIT INDEX Exhibit No. Description 99.1 Text of Press Release issued by Tiffany & Co., dated January 10, 2006. EX-99 2 ex99_1.txt PRESS RELEASE TIFFANY & CO. Exhibit 99.1 NEWS RELEASE Fifth Avenue & 57th Street Contacts: New York, N.Y. 10022 --------- James N. Fernandez (212)230-5315 Mark L. Aaron (212)230-5301 TIFFANY REPORTS HOLIDAY SALES RESULTS; -------------------------------------- COMPARABLE STORE SALES UP 6% IN U.S. AND 7% IN JAPAN ---------------------------------------------------- New York, N.Y., January 10, 2006 - Tiffany & Co. (NYSE: TIF) reported that its net sales for the holiday period from November 1 - December 31 increased 6% to $712,024,000, compared with $673,823,000 a year ago. On a constant-exchange-rate basis which excludes the translation effect from changes in foreign currencies versus the U.S. dollar, net sales increased 9% and worldwide comparable store sales rose 6% (see attached "Non-GAAP Measures" schedule), which fully met management's previously-announced expectations. These results are based on unaudited sales. Sales by channel of distribution in the holiday period were as follows: o U.S. Retail sales increased 8% to $386,021,000, due to an increase in the average amount per transaction. Comparable store sales rose 6%, due to an 8% increase in branch store sales and a 1% decline in New York flagship store sales. Four new stores opened in 2005 also contributed to sales growth and the Company now operates 59 TIFFANY & CO. stores in the U.S. o International Retail sales declined 1% to $240,863,000. However, on a constant-exchange-rate basis, International Retail sales rose 8%, due to a 7% increase in total retail sales in Japan and growth in most other markets; on the same basis, international comparable store sales increased 6%, including 7% growth in Japan, 11% growth in other Asia-Pacific markets and Europe equal to the prior year. The Company operates 95 TIFFANY & CO. international stores and boutiques. o Direct Marketing sales rose 14% to $63,661,000, due to substantial growth in Internet sales tied to increases in the number of orders and the average order size. o Other sales rose 14% to $21,479,000, primarily due to increased wholesale sales of diamonds. Six IRIDESSE stores, which focus exclusively on the pearl jewelry category, added to sales growth, while sales in LITTLE SWITZERLAND stores were approximately equal to the prior year. Michael J. Kowalski, chairman and chief executive officer, said, "We were extremely pleased that holiday sales growth was broad-based geographically and in various jewelry 1 categories. Diamond jewelry sales continued to be especially strong. Assuming no meaningful change in sales or margin trends in January, we are now forecasting full year 2005 earnings of $1.60-$1.62 per diluted share, versus our previously-announced forecast of $1.55-$1.65 per diluted share. This new forecast does not include any additional tax benefit associated with further repatriations of funds under the American Jobs Creation Act of 2004. We expect to complete an additional repatriation before the end of the current fiscal year and are currently in the process of quantifying the additional tax benefit. As we approach fiscal 2006, our initial full year expectations call for approximately 10% growth in net sales, at least 12% growth in earnings before income taxes, and diluted earnings per share in a range of $1.77-$1.82." Today's Conference Call - ----------------------- The Company will conduct a conference call today at 8:30 a.m. (EST) to review these results and its outlook. Interested parties may listen to a broadcast on the Internet at www.tiffany.com (click on "About Tiffany," "Shareholder Information," "Conference Call") and at www.streetevents.com. Next Scheduled Announcement - --------------------------- The Company anticipates reporting its fourth quarter and full year results on March 28, 2006 with a conference call at 8:30 a.m. (EST) that day, to be broadcast at www.tiffany.com and www.streetevents.com. To receive notifications for conference calls and/or news release alerts, please register at www.tiffany.com (click on "About Tiffany," "Shareholder Information," "Calendar of Events" and "News by E-Mail"). Company Description - ------------------- Tiffany & Co. operates jewelry and specialty retail stores and manufactures products through its subsidiary corporations. Its principal subsidiary is Tiffany and Company. The Company operates TIFFANY & CO. retail stores and boutiques in the Americas, Asia-Pacific and Europe and engages in direct selling through Internet, catalog and business gift operations. Other operations include consolidated results from ventures operated under trademarks or trade names other than TIFFANY & CO. For additional information, please visit www.tiffany.com or call our shareholder information line at 800-TIF-0110. This document contains certain "forward-looking" statements concerning the Company's objectives and expectations with respect to sales, store openings, gross margins, expenses, earnings and inventories. Actual results might differ materially from those projected in the forward-looking statements. Information concerning risk factors that could cause actual results to differ materially is set forth in the Company's 2004 Annual Report and in Forms 10-K, 10-Q and 8-K filed with the Securities and Exchange Commission. The Company undertakes no obligation to update or revise any forward-looking statements to reflect subsequent events or circumstances. # # # 2 TIFFANY & CO. AND SUBSIDIARIES (Unaudited) NON-GAAP MEASURES - ----------------- The Company reports information in accordance with U.S. Generally Accepted Accounting Principles ("GAAP"). Internally, management monitors the sales performance of its international stores and boutiques on a non-GAAP basis that eliminates the positive or negative effects that result from translating international sales into U.S. dollars (constant-exchange-rate basis). Management uses this constant-exchange-rate measure because it believes it is a more representative assessment of the sales performance of its international stores and boutiques and provides better comparability between reporting periods. The Company's management does not, nor does it suggest that investors should, consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. The Company presents such non-GAAP financial measures in reporting its financial results to provide investors with an additional tool to evaluate the Company's operating results. The following table reconciles net sales percentage increases (decreases) from the GAAP to the non-GAAP basis:
Two Months Ended December 31, 2005 ---------------------------------------------------------------- Constant- GAAP Translation Exchange- Rate Reported Effect Basis ---------------------------------------------------------------- Net Sales: - ---------- Worldwide 6% (3%) 9% U.S. Retail 8% - 8% International Retail (1%) (9%) 8% Japan (5%) (13%) 8% Other Asia- Pacific 9% (2%) 11% Europe (5%) (10%) 5% Comparable Store Sales: - ----------------------- Worldwide 3% (3%) 6% U.S. Retail 6% - 6% International Retail 2% (4%) 6% Japan (6%) (13%) 7% Other Asia- Pacific 10% (1%) 11% Europe (10%) (10%) -
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