FORM 8-K - 8_28_13




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 28, 2013 

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 240.13e-4(c))
 

 




 

Item 2.02. Results of Operations and Financial Condition.
 
Guess?, Inc. (the “Company”) issued a press release on August 28, 2013 announcing its financial results for the quarter ended August 3, 2013. A copy of the press release is being furnished as Exhibit 99.1 attached hereto.
 
The information in this Item 2.02 of Form 8-K is being furnished hereby 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.
 
(d) Exhibits.
 
99.1
Press Release of Guess?, Inc. dated August 28, 2013 (financial results for the quarter ended August 3, 2013)
 
 



2


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: August 28, 2013
GUESS?, INC.
 
 
 
By: 
/s/ Sandeep Reddy
 
 
Sandeep Reddy
Chief Financial Officer
 


3


EXHIBIT INDEX
 

Exhibit No.
 
Description
 
 
 
99.1
 
Press Release of Guess?, Inc. dated August 28, 2013 (financial results for the quarter ended August 3, 2013)
 




4
Q2 FY14 Earnings Release Narrative

Exhibit 99.1


GUESS?, INC. REPORTS SECOND QUARTER RESULTS

Q2 Fiscal 2014 Adjusted EPS of $0.52, Compared to $0.49 in Q2 Fiscal 2013; Q2 Fiscal 2014 GAAP EPS was $0.47

Q2 Fiscal 2014 Revenues Increased 1% to $639 Million

Provides Q3 Fiscal 2014 EPS Guidance in the Range of $0.34 to $0.38

Updates Full Year Guidance: Adjusted EPS in the Range of $1.78 to $1.92; GAAP EPS in the Range of $1.70 to $1.84


LOS ANGELES, August 28, 2013 - Guess?, Inc. (NYSE: GES) today reported financial results for its second quarter ended August 3, 2013.

Second Quarter Fiscal 2014 Highlights

North American Retail revenues increased 1%; retail comp sales decreased 2%

European revenues increased 1% in U.S. dollars and decreased 3% in local currency

Asian revenues decreased 1% in U.S. dollars and 4% in constant currency

Adjusted operating earnings increased 17%; GAAP operating earnings increased 6%

This press release contains certain non-GAAP, or adjusted, financial measures, which exclude the impact of restructuring charges (and related taxes where applicable) recorded during the first and second quarters of fiscal 2014. A reconciliation of reported GAAP results to comparable non-GAAP results is provided in the accompanying tables and discussed under the heading “Presentation of Non-GAAP Information” below.

Second Quarter Fiscal 2014 Results

For the second quarter of fiscal 2014, the Company recorded adjusted net earnings of $44.3 million, a 3.3% increase compared to net earnings of $42.9 million for the second quarter of fiscal 2013. Adjusted diluted earnings per share increased 6.1%, to $0.52, compared to diluted earnings per share of $0.49 for the prior-year quarter. The adjusted net earnings exclude restructuring charges of $6.1 million ($4.4 million net of taxes). On a GAAP basis, second quarter fiscal 2014 net earnings were $39.9 million and diluted earnings per share totaled $0.47, including an unfavorable $0.05 after-tax impact from the restructuring charges.

Paul Marciano, Chief Executive Officer, commented, “We are pleased to deliver second quarter earnings that exceeded our expectations. The earnings not only reflect the achievement of our revenue expectations for the quarter, but also the benefits of our expense management and cost control efforts.

Mr. Marciano continued, “We are very encouraged by the improvements in the trends of our North American Retail business in the second quarter, reflecting the enhancements in our product assortments. However, the economic climate in Southern Europe continues to be challenging and we are beginning to see a slowdown in China. Therefore, although we are encouraged by our overall results in the first half of fiscal 2014, the outlook for consumer spending in Southern Europe and China remains uncertain and we are planning our business accordingly.

Total net revenue for the second quarter of fiscal 2014 increased 0.6% to $639.0 million, from $635.4 million in the prior-year quarter. In constant currency, total net revenue decreased 1.4%.

The Company's retail stores in North America generated revenue of $254.3 million in the second quarter of fiscal 2014, a 0.5% increase from $253.0 million in the same period a year ago. Comparable store sales for the second quarter of fiscal year 2014 decreased 2.0% in U.S. dollars and 1.7% in constant currency compared to the same period a year ago. The Company directly operated 507 retail stores in the United States and Canada at the end of the second quarter of fiscal 2014 versus 511 stores a year earlier.

Net revenue from the Company's Europe segment increased 1.4% to $250.4 million in the second quarter of fiscal 2014, from $246.9 million in the prior-year period. In local currency, net revenue decreased 3.3%.

Net revenue from the Company's Asia segment decreased 1.5% to $65.9 million in the second quarter of fiscal 2014, compared to $66.8 million in the prior-year period. In constant currency, net revenue decreased 3.6%.

Net revenue from the Company's North American Wholesale segment decreased 0.7% to $41.4 million in the second quarter of fiscal 2014, compared to $41.6 million in the prior-year period.

Licensing segment net revenue was slightly up at $27.1 million in the second quarter of fiscal 2014, from $27.0 million in the prior-year period.

Adjusted operating earnings for the second quarter of fiscal 2014 increased 16.8% to $66.9 million (including a $2.4 million favorable currency translation impact) from operating earnings of $57.3 million in the prior-year period. Adjusted operating margin in the second quarter increased 150 basis points to 10.5%, compared to operating margin of 9.0% in the prior-year quarter. The higher operating margin benefited from the anniversary of a bad debt provision recorded in the prior-year quarter, lower advertising and marketing expenditures, and lower selling and merchandising in Europe resulting from productivity improvements. These benefits were partially offset by the impact of negative same stores sales on the Company's fixed cost structure and lower wholesale shipments in Europe. On a GAAP basis, operating earnings increased 6.1% and operating margin increased 50 basis points.

Other net expense, which primarily includes net unrealized mark-to-market revaluation losses on foreign currency contracts and balances, partially offset by net unrealized gains on non-operating assets, was $0.1 million for the second quarter of fiscal 2014, compared to other net income of $5.4 million in the prior-year quarter.

The Company's second quarter fiscal 2014 effective tax rate increased to 33.0%, compared to 32.0% for the second quarter of the prior year.

Six-Month Period Results

Adjusted net earnings for the six months ended August 3, 2013 were $56.0 million, a decrease of 19.5% compared to net earnings of $69.5 million for the six months ended July 28, 2012.  Adjusted diluted earnings per share declined 15.4% to $0.66 per share in the first six months of the 2014 fiscal year compared to diluted earnings per share of $0.78 in the comparable six months last year. On a GAAP basis, for the first six months of fiscal 2014, net earnings were $49.8 million and diluted earnings per share totaled $0.58, including an unfavorable $0.08 after-tax impact from the restructuring charges.

Total net revenue for the first six months of fiscal 2014 decreased 2.2% to $1.19 billion from $1.21 billion in the prior-year period.  In constant currency, total net revenue decreased 3.2%.

The Company's retail stores in North America generated revenue of $492.6 million in the first six months of fiscal 2014, a 2.4% decrease from $504.8 million in the same period a year ago.  Comparable store sales decreased 5.9% in U.S. dollars and 5.5% in constant currency for the six months ended August 3, 2013, compared to the six months ended July 28, 2012.

Net revenue from the Company's Europe segment decreased 4.8% to $415.8 million in the first six months of fiscal 2014, compared to $436.7 million in the prior-year period.  In local currency, net revenue decreased 7.1%.

Net revenue from the Company's Asia segment increased 4.0% to $137.0 million in the first six months of fiscal 2014, from $131.7 million in the prior-year period. In constant currency, net revenue increased 2.1%.

Net revenue from the Company's North American Wholesale segment was slightly down at $85.2 million in the first six months of fiscal 2014, compared to $85.5 million in the prior-year period.

Licensing segment net revenue increased 2.6% to $57.4 million in the first six months of fiscal 2014, from $55.9 million in the prior-year period.

Adjusted operating earnings for the first six months of fiscal 2014 decreased 16.5% to $80.6 million (including a $2.7 million favorable currency translation impact) from operating earnings of $96.4 million in the prior-year period. Adjusted operating margin for the first six months of fiscal 2014 declined 110 basis points to 6.8%, compared to operating margin of 7.9% in the prior-year period. The decline in operating margin primarily reflects the impact of negative same store sales on the Company's fixed asset structure, lower wholesale shipments in Europe and more markdowns in North America. These declines were partially offset by the anniversary of one-time expenses in the prior-year period. On a GAAP basis, operating earnings decreased 25.2% and operating margin declined 180 basis points.

Other net income, which primarily includes net unrealized mark-to-market gains on foreign currency contracts and net unrealized gains on non-operating assets, was $5.3 million for the first six months of fiscal 2014, compared to $6.0 million in the prior-year period.

The Company's effective tax rate was 33.0% for the first six months of fiscal 2014, compared to 32.0% in the prior-year period.

Outlook

The Company updated its outlook for the fiscal year ending February 1, 2014, which is now as follows (note that the Company's fiscal year 2014 has 52 weeks, while fiscal 2013 had 53 weeks):

Consolidated net revenues are expected to range from $2.56 billion to $2.59 billion.
Adjusted operating margin is expected to be between 9.0% and 9.5%; GAAP operating margin is expected to be 8.5% to 9.0%.
Adjusted diluted earnings per share are expected to be in the range of $1.78 to $1.92; GAAP diluted earnings per share are expected to be in the range of $1.70 to $1.84.

The Company's expectations for the third quarter of fiscal 2014 ending November 2, 2013, are as follows:

Consolidated net revenues are expected to range from $610 million to $620 million.
Operating margin is expected to be between 7.5% and 8.0%.
Diluted earnings per share are expected to be in the range of $0.34 to $0.38.

During the first and second quarters of fiscal 2014, the Company implemented plans to streamline its operational structure and reduce expenses. The Company's adjusted outlook for the full year excludes the impact of the restructuring charges recorded in the first six months of fiscal 2014, which reduced GAAP net earnings by $8.5 million ($6.2 million net of tax), or approximately $0.08 per share. The Company's expectations for the third quarter ending November 2, 2013, and the Company's adjusted and GAAP outlook for the fiscal year ending February 1, 2014, also exclude the impact of any restructuring charges that may be recorded in the remainder of fiscal 2014.

Dividends

The Company also announced today that its Board of Directors has approved a quarterly cash dividend of $0.20 per share on the Company's common stock. The dividend will be payable on September 27, 2013 to shareholders of record at the close of business on September 11, 2013.

Presentation of Non-GAAP Information

The financial information presented in this release includes both GAAP and non-GAAP measures. The “non-GAAP” or “adjusted” financial measures exclude the impact of restructuring charges incurred during fiscal 2014.

The Company has excluded these restructuring charges, and related tax impact, from its adjusted financial measures primarily because it does not believe such charges reflect the Company's ongoing operating results or future outlook. The Company believes that these adjusted financial measures are useful as an additional means for investors to evaluate the comparability of the Company's operating results when reviewed in conjunction with the Company's GAAP financial statements. A reconciliation of reported GAAP results to comparable non-GAAP results is provided in the accompanying tables. The non-GAAP measures are provided in addition to, and not as alternatives for, the Company's reported GAAP results.

This release also includes certain constant currency financial information. Foreign currency exchange rate fluctuations affect the amount reported from translating the Company's foreign revenues and expenses into U.S. dollars. These rate fluctuations can have a significant effect on reported operating results under GAAP. The Company provides constant currency information to help investors assess how our businesses performed excluding the effects of changes in foreign currency translation rates. To calculate revenues and earnings from operations on a constant currency basis, operating results for the current-year period for entities reporting in currencies other than U.S. dollars are translated into U.S. dollars at the average exchange rates in effect during the comparable period of the prior year. The constant currency calculations do not adjust for the impact of revaluing specific transactions denominated in a currency that is different to the functional currency of that entity when exchange rates fluctuate. The constant currency information presented may not be comparable to similarly titled measures reported by other companies.

Investor Conference Call

The Company will hold a conference call at 4:30 pm (ET) on August 28, 2013 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 Relations” link. The webcast will be archived on the website for 30 days.

About Guess?

Guess?, Inc. designs, markets, distributes and licenses a lifestyle collection of contemporary apparel, denim, handbags, watches, footwear and other related consumer products. Guess? products are distributed through branded Guess? stores as well as better department and specialty stores around the world. As of August 3, 2013, the Company directly operated 507 retail stores in the United States and Canada and 338 retail stores in Europe, Asia and Latin America. The Company's licensees and distributors operated an additional 854 retail stores outside of the United States and Canada. For more information about the Company, please visit www.guess.com.

Forward Looking Statements

Except for historical information contained herein, certain matters discussed in this press release, including statements concerning the Company's expectations and future prospects, as well as guidance for the third quarter and full year of fiscal 2014, 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, which are frequently indicated by terms such as “expect,” “will,” “goal,” “strategy,” “believe,” “continue,” “outlook,” “plan” and similar terms, are only expectations, and involve known and unknown risks and uncertainties, which may cause actual results in future periods to differ materially from what is currently anticipated. Factors which may cause actual results in future periods to differ materially from current expectations include, among others: our ability to maintain our brand image and reputation; domestic and international economic conditions, including economic and other events that could negatively impact consumer confidence and discretionary consumer spending; changes in the competitive marketplace and in our commercial relationships; our ability to anticipate consumer preferences, effectively operate our various retail concepts and effectively manage inventories; our ability to successfully implement our growth strategies and to continue to expand or grow our business; our ability to successfully implement restructuring plans and achieve planned cost savings; unexpected obligations arising from litigation, tax and other regulatory proceedings; risks associated with our foreign operations, such as violations of laws prohibiting improper payments and the burdens of complying with a variety of foreign laws and regulations; and changes in economic, political, social and other conditions affecting our foreign operations and sourcing, including currency fluctuations, global tax rates and economic and market conditions in Southern Europe and China. In addition to these factors, the economic, technological, managerial, and other risks identified in the Company's most recent annual report on Form 10-K and other filings with the Securities and Exchange Commission, including but not limited to the risk factors discussed therein, could cause actual results to differ materially from current expectations. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.


Contact: Guess?, Inc.
Investor Relations
(213) 765-5578

Source: Guess?, Inc.





Guess?, Inc. and Subsidiaries
Condensed Consolidated Statements of Income
(amounts in thousands, except per share data)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Six Months Ended
 
 
 
 
 
August 3, 2013
 
July 28, 2012
 
August 3, 2013
 
July 28, 2012
 
 
 
 
 
$
%
 
$
%
 
$
%
 
$
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Product sales
 
$
611,894

95.8
%
 
$
608,383

95.7
%
 
$
1,130,558

95.2
%
 
$
1,158,749

95.4
%
Net royalties
 
27,118

4.2
%
 
27,010

4.3
%
 
57,368

4.8
%
 
55,910

4.6
%
Net revenue
 
639,012

100.0
%
 
635,393

100.0
%
 
1,187,926

100.0
%
 
1,214,659

100.0
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Cost of product sales
 
390,480

61.1
%
 
383,833

60.4
%
 
741,968

62.5
%
 
728,023

59.9
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Gross profit
 
248,532

38.9
%
 
251,560

39.6
%
 
445,958

37.5
%
 
486,636

40.1
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Selling, general and administrative expenses
 
181,623

28.4
%
 
194,259

30.6
%
 
365,387

30.7
%
 
390,194

32.2
%
Restructuring charges
 
6,129

1.0
%
 

0.0
%
 
8,466

0.7
%
 

0.0
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Earnings from operations
 
60,780

9.5
%
 
57,301

9.0
%
 
72,105

6.1
%
 
96,442

7.9
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other income (expense):
 
 
 
 
 
 
 
 
 
 
 
 
 
Interest expense
 
(365
)
(0.1
%)
 
(397
)
(0.1
%)
 
(914
)
(0.1
%)
 
(781
)
(0.1
%)
 
Interest income
 
475

0.1
%
 
815

0.1
%
 
809

0.1
%
 
1,509

0.1
%
 
Other, net
 
(139
)
(0.0
%)
 
5,442

0.9
%
 
5,318

0.4
%
 
6,010

0.6
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Earnings before income taxes
 
60,751

9.5
%
 
63,161

9.9
%
 
77,318

6.5
%
 
103,180

8.5
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Income taxes
 
20,048

3.1
%
 
20,212

3.1
%
 
25,515

2.1
 %
 
33,018

2.7
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net earnings
 
40,703

6.4
%
 
42,949

6.8
%
 
51,803

4.4
%
 
70,162

5.8
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net earnings attributable to noncontrolling interests
 
837

0.2
%
 
50

0.0
%
 
2,021

0.2
%
 
617

0.1
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net earnings attributable to Guess?, Inc.
 
$
39,866

6.2
%
 
$
42,899

6.8
%
 
$
49,782

4.2
%
 
$
69,545

5.7
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net earnings per common share attributable to common stockholders:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic
 
$
0.47

 
 
$
0.49

 
 
$
0.59

 
 
$
0.78

 
 
Diluted
 
$
0.47

 
 
$
0.49

 
 
$
0.58

 
 
$
0.78

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Weighted average common shares outstanding attributable to common stockholders:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic
 
84,080

 
 
86,972

 
 
84,331

 
 
88,081

 
 
Diluted
 
84,347

 
 
87,237

 
 
84,563

 
 
88,384

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted earnings from operations 1:
 
$
66,909

10.5%
 
 

 
$
80,571

6.8%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Adjusted net earnings attributable to Guess?, Inc. 1:
 
$
44,310

6.9%
 
 

 
$
56,004

4.7%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

Adjusted diluted earnings per common share attributable to common stockholders 1:
 
$
0.52

 
 
 


 
$
0.66


 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Notes:
 
 
 
 
 
 
 
 
 
 
 
 
1

The adjusted results reflect the exclusion of restructuring charges (and related taxes where applicable) recorded during the three and six months ended August 3, 2013. No adjustments have been made to the prior-year periods. A complete reconciliation of actual results to adjusted results is presented in the table entitled "Reconciliation of GAAP Results to Adjusted Results."
Guess?, Inc. and Subsidiaries
Reconciliation of GAAP Results to Adjusted Results
(amounts in thousands, except per share data)
 
 
 
 
 
 
 
 
 
 
 
The following table provides reconciliations of reported GAAP earnings from operations to adjusted earnings from operations and reported GAAP net earnings attributable to Guess?, Inc. to adjusted net earnings attributable to Guess?, Inc. for the three and six months ended August 3, 2013.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Six Months Ended
 
 
 
 
 
 
August 3, 2013
 
August 3, 2013
 
 
 
 
 
 

% of
 

% of
 
 
 
 
 
 
$
Revenues
 
$
Revenues
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reported GAAP earnings from operations
 
$
60,780

9.5%
 
$
72,105

6.1%
  Restructuring charges 1
 
6,129

 
 
8,466

 
 
 
 
 
 
 
 
 
 
 
 
Adjusted earnings from operations
 
$
66,909

10.5%
 
$
80,571

6.8%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reported GAAP net earnings attributable to Guess?, Inc.
 
$
39,866

6.2%
 
$
49,782

4.2%
 
 
 
 
 
 
 
 
 
 
 
  Restructuring charges 1
 
6,129

 
 
8,466

 
  Income tax adjustments 2
 
(1,685
)
 
 
(2,244
)
 
Total adjustments affecting net earnings attributable to Guess?, Inc.
 
4,444

 
 
6,222

 
 
 
 
 
 
 
 
 
 
 
 
Adjusted net earnings attributable to Guess?, Inc.
 
$
44,310

6.9%
 
$
56,004

4.7%
 
 
 
 
 
 
 
 
 
 
 
Adjusted diluted earnings per common share attributable to common stockholders:
 
$
0.52

 
 
$
0.66

 
 
 
 
 
 
 
 
 
 
 
 
Weighted average common shares outstanding attributable to common stockholders:
 
 
 
 
 
 
 
 
 
 
 
 
 
Basic
 
84,080

 
 
84,331

 
 
Diluted
 
84,347

 
 
84,563

 
 
 
 
 
 
 
 
 
 
 
 
Notes:
 
 
 
 
1

During the first quarter of fiscal 2014, the Company implemented plans to streamline its operational structure and reduce expenses in both Europe and North America. During the second quarter of fiscal 2014, the Company expanded these plans to include the consolidation and streamlining of its operations in Europe and Asia. These plans resulted in the restructuring charges incurred during the three and six months ended August 3, 2013. No adjustments have been made to the same prior-year periods.
 
 
2

The income tax effect of the restructuring charges was based on the Company's assessment of deductibility using the statutory tax rate of the tax jurisdiction in which the charges were incurred.
 
 
 
 
 
 
 
 
 
 
 
Guess?, Inc. and Subsidiaries
Consolidated Segment Data
(dollars in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three Months Ended
 
Six Months Ended
 
 
 
 
 
 
August 3,
 
July 28,
 
%
 
August 3,
 
July 28,
 
%
 
 
 
 
 
 
2013
 
2012
 
chg
 
2013
 
2012
 
chg
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Net revenue:
 
 
 
 
 
 
 
 
 
 
 
 
North American Retail
$
254,313

 
$
253,012

 
1%
 
$
492,624

 
$
504,810

 
(2%)
 
Europe
250,372

 
246,917

 
1%
 
415,764

 
436,732

 
(5%)
 
Asia
65,852

 
66,826

 
(1%)
 
136,984

 
131,661

 
4%
 
North American Wholesale
41,357

 
41,628

 
(1%)
 
85,186

 
85,546

 
(0%)
 
Licensing
27,118

 
27,010

 
0%
 
57,368

 
55,910

 
3%
 
 
 
 
 
 
$
639,012

 
$
635,393

 
1%
 
$
1,187,926

 
$
1,214,659

 
(2%)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Earnings (loss) from operations:
 
 
 
 
 
 
 
 
 
 
 
 
North American Retail
$
10,390

 
$
16,761

 
(38%)
 
$
6,157

 
$
33,751

 
(82%)
 
Europe
39,275

 
24,622

 
60%
 
34,057

 
37,103

 
(8%)
 
Asia
5,039

 
4,019

 
25%
 
12,003

 
9,894

 
21%
 
North American Wholesale
8,478

 
7,701

 
10%
 
17,127

 
17,047

 
0%
 
Licensing
25,101

 
22,869

 
10%
 
51,305

 
47,455

 
8%
 
Corporate Overhead
(21,374
)
 
(18,671
)
 
14%
 
(40,078
)
 
(48,808
)
 
(18%)
 
Restructuring Charges
(6,129
)
 

 
 
 
(8,466
)
 

 
 
 
 
 
 
 
 
$
60,780

 
$
57,301

 
6%
 
$
72,105

 
$
96,442

 
(25%)
 
 
 
 
 
 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

 
 
 
 
 
 
 
 
Operating margins:
 
 
 
 
 
 
 
 
 
 
 
 
North American Retail
4.1
%
 
6.6
%
 
 
 
1.2
%
 
6.7
%
 
 
 
Europe
15.7
%
 
10.0
%
 
 
 
8.2
%
 
8.5
%
 
 
 
Asia
7.7
%
 
6.0
%
 
 
 
8.8
%
 
7.5
%
 
 
 
North American Wholesale
20.5
%
 
18.5
%
 
 
 
20.1
%
 
19.9
%
 
 
 
Licensing
92.6
%
 
84.7
%
 
 
 
89.4
%
 
84.9
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Company before restructuring charges
10.5
%
 
9.0
%
 
 
 
6.8
%
 
7.9
%
 
 
 
Total Company including restructuring charges
9.5
%
 
9.0
%
 
 
 
6.1
%
 
7.9
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Guess?, Inc. and Subsidiaries
Selected Condensed Consolidated Balance Sheet Data
(in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
August 3,
 
February 2,
 
July 28,
 
 
 
 
 
 
 
 
2013
 
2013
 
2012
 
 
 
 
 
 
 
 
 
 
 
 
 
ASSETS
 
 
 
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
$
343,725

 
$
329,021

 
$
271,937

 
 
 
 
 
 
 
 
 
 
 
 
 
Short-term investments
5,022

 
6,906

 
9,577

 
 
 
 
 
 
 
 
 
 
 
 
 
Receivables, net
271,826

 
316,863

 
323,388

 
 
 
 
 
 
 
 
 
 
 
 
 
Inventories
400,141

 
369,712

 
381,180

 
 
 
 
 
 
 
 
 
 
 
 
 
Other current assets
108,381

 
84,723

 
96,616

 
 
 
 
 
 
 
 
 
 
 
 
 
Property and equipment, net
341,378

 
355,729

 
348,202

 
 
 
 
 
 
 
 
 
 
 
 
 
Other assets
210,530

 
250,552

 
250,222

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Assets
$
1,681,003

 
$
1,713,506

 
$
1,681,122

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
LIABILITIES AND STOCKHOLDERS' EQUITY
 
 
 
 
 
 
 
 
 
 
 
 
 
Current portion of borrowings and capital lease obligations
$
3,015

 
$
1,901

 
$
1,720

 
 
 
 
 
 
 
 
 
 
 
 
 
Other current liabilities
369,592

 
383,065

 
385,116

 
 
 
 
 
 
 
 
 
 
 
 
 
Capital lease obligations
7,210

 
8,314

 
8,719

 
 
 
 
 
 
 
 
 
 
 
 
 
Other long-term liabilities
207,520

 
216,214

 
219,589

 
 
 
 
 
 
 
 
 
 
 
 
 
Redeemable and nonredeemable noncontrolling interests
19,684

 
17,020

 
15,139

 
 
 
 
 
 
 
 
 
 
 
 
 
Guess?, Inc. stockholders' equity
1,073,982

 
1,086,992

 
1,050,839

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total Liabilities and Stockholders' Equity
$
1,681,003

 
$
1,713,506

 
$
1,681,122

Guess?, Inc. and Subsidiaries
Condensed Consolidated Cash Flow Data
(in thousands)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended
 
 
 
 
 
 
 
 
August 3,
 
July 28,
 
 
 
 
 
 
 
 
2013
 
2012
 
 
 
 
 
 
 
 
 
 
 
Net cash provided by operating activities
 
 
$
102,167

 
$
44,653

 
 
 
 
 
 
 
 
 
 
 
Net cash used in investing activities
 
 
(30,000
)
 
(69,517
)
 
 
 
 
 
 
 
 
 
 
 
Net cash used in financing activities
 
 
(51,906
)
 
(182,793
)
 
 
 
 
 
 
 
 
 
 
 
Effect of exchange rates on cash
 
 
(5,557
)
 
(12,211
)
 
 
 
 
 
 
 
 
 
 
 
Net change in cash and cash equivalents
 
 
14,704

 
(219,868
)
 
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents at the beginning of the year
 
 
329,021

 
491,805

 
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents at the end of the period
 
 
$
343,725

 
$
271,937

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Supplemental information:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Depreciation and amortization
 
 
$
44,308

 
$
43,516

 
 
 
 
 
 
 
 
 
 
 
Rent
 
 
$
138,150

 
$
131,079


Guess?, Inc. and Subsidiaries
Retail Store Data
International Store Count
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
As of August 3, 2013
 
As of July 28, 2012
 
 
 
 
Total
 
Directly Operated
 
Total
 
Directly Operated
Region
 
 
 
Stores
 
Stores
 
Stores
 
Stores
 
 
 
 
 
 
 
 
 
 
 
 
United States and Canada
507
 
507
 
511
 
511
 
 
 
 
 
 
 
 
 
 
 
 
Europe and the Middle East
632
 
257
 
589
 
227
 
 
 
 
 
 
 
 
 
 
 
 
Asia
474
 
49
 
450
 
47
 
 
 
 
 
 
 
 
 
 
 
 
Central and South America
86
 
32
 
76
 
26
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1,699
 
845
 
1,626
 
811
 
 
 
 
 
 
 
 
 
 
 
Guess?, Inc. and Subsidiaries
Retail Store Data
U.S. and Canada
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Six Months Ended
 
 
 
 
 
 
 
 
August 3,
 
July 28,
 
 
 
 
 
 
 
 
2013
 
2012
 
 
 
 
 
 
 
 
 
 
 
Number of stores at the beginning of the year
 
 
512
 
504
 
 
 
 
 
 
 
 
 
 
 
 
Store openings
 
 
5
 
19
 
 
 
 
 
 
 
 
 
 
 
 
Store closures
 
 
(10)
 
(12)
 
 
 
 
 
 
 
 
 
 
 
Number of stores at the end of the period
 
 
507
 
511
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total store square footage at the end of the period
 
 
2,363,000
 
2,359,000