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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): April 29, 2004
(April 29, 2004)
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)
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Item 9. Regulation FD Disclosure.
Guess?, Inc. issued a press release on April 29, 2004. The press release
announced its financial results for the quarter ended March 27, 2004. The press
release is filed as Exhibit 99.1 and is hereby incorporated by reference in its
entirety. In accordance with SEC Release No. 33-8216, the information in this
Form 8-K and the exhibit attached hereto are being furnished under Item 9 rather
than under Item 12.
2
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) Exhibits
99.1 Press Release of Guess?, Inc. dated April 29, 2004 (financial results for
the first fiscal quarter of 2004)
3
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, in the City of Los Angeles, State of California, on
April 29, 2004.
GUESS?, INC.
By: /s/ Maurice Marciano
--------------------------
Maurice Marciano
Co-Chairman of the Board,
Co-Chief Executive Officer and
Director
4
EXHIBIT INDEX
Exhibit No. Description
- ----------- -----------
99.1 Press Release of Guess?, Inc. dated April 29, 2004. (financial
results for the first fiscal quarter of 2004)
5
Exhibit 99.1
Guess?, Inc. Reports First Quarter 2004 Financial Results
- First Quarter Earnings Increase to $0.02 Per Share From Loss Of $0.13
Per Share in First Quarter Last Year -
LOS ANGELES, April 29 /PRNewswire-FirstCall/ -- Guess?, Inc. (NYSE: GES)
today reported financial results for the first quarter ended March 27, 2004.
First Quarter Results
For the first quarter ended March 27, 2004, the Company reported net
earnings of $0.8 million, or diluted earnings of $0.02 per share, compared to
a net loss of $5.8 million, or a diluted loss of $0.13 per share, for the
first quarter ended March 29, 2003.
Paul Marciano, Co-Chairman and Co-Chief Executive Officer commented,
"Guess? achieved improved operating performance in the first quarter. The
12.8% increase in same store sales coupled with a significant margin increase
and a lower S,G&A expense rate resulted in a $10.7 million improvement in
operating income for the period, with our retail and wholesale segments
contributing the greatest gains. We have maintained a clear focus on our
inventory management and cost control as we continue to grow our revenue base
through store expansion and same store sales increases. We remain optimistic
about Guess?'s prospects for 2004 and the long term."
Total net revenue for the first quarter of 2004 increased 9.9% to
$153.3 million from $139.6 million in the first quarter of 2003. The
Company's retail stores, including those in Canada, generated revenues of
$99.5 million in the 2004 first quarter, a 19.0% increase from $83.7 million,
as reported in the same period a year ago. Comparable store sales increased
12.8% during the first quarter of 2004 from the year-ago period. Net revenue
from the Company's wholesale segment decreased 4.8% to $42.9 million in the
first quarter of 2004 from $45.0 million in the same year-ago period.
Licensing segment net revenue was $10.9 million in both the 2004 and 2003
first quarters.
April 2004 Comparable Store Sales
The Company's April 2004 fiscal month began on March 28, 2004 and will end
on May 1, 2004. Based on current sales trends, we expect April comparable
store sales to increase in the mid-teens on a percentage basis.
The Company will hold a conference call at 4:30 pm (ET) on April 29, 2004
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's Info"
link from the "Guess, Inc." section of the site. The webcast will be archived
on the website.
Guess?, Inc. designs, markets, distributes and licenses a lifestyle
collection of contemporary apparel, accessories and related consumer products.
Except for historical information contained herein, certain matters
discussed in this press release 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 are only expectations, and
involve known and unknown risks and uncertainties, which may cause actual
results in future periods and other future events to differ materially from
what is currently anticipated. Factors which may cause actual results in
future periods to differ from current expectations include, among other
things, the continued availability of sufficient working capital, the
successful integration of new stores into existing operations, the continued
desirability and customer acceptance of existing and future product lines
(including licensed product lines), possible cancellations of wholesale
orders, the success of competitive products, and the availability of adequate
sources of capital. In addition to these factors, the economic and other
factors identified in the Company's most recent annual report on Form 10-K for
the fiscal year ended December 31, 2003 including but not limited to the risk
factors discussed therein, could affect the forward-looking statements
contained herein and in the Company's other public documents.
For further information, please contact: Carlos Alberini, President &
Chief Operating Officer, +1-213-765-3582, or Frederick G. Silny, SVP & Chief
Financial Officer, +1-213-765-3289, both of Guess?, Inc.; or Wendi Kopsick of
Kekst and Company, +1-212-521-4800, for Guess?, Inc.
Guess?, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(in thousands, except per share data)
(Unaudited)
Three Months Ended
March 27, March 29,
2004 2003
$ % $ %
Net revenue:
Product sales $142,405 92.9% $128,722 92.2%
Net royalties 10,940 7.1% 10,862 7.8%
153,345 100.0% 139,584 100.0%
Cost of product sales 100,815 65.7% 98,235 70.4%
Gross profit 52,530 34.3% 41,349 29.6%
Selling, general and
administrative expenses 49,921 32.6% 49,424 35.4%
Earnings (loss)
from operations 2,609 1.7% (8,075) (5.8%)
Other (income) expense:
Interest expense 1,385 0.9% 2,088 1.5%
Interest income (102) (0.1%) (25) --
Other, net -- -- (15) --
Earnings (loss) before
income taxes (benefit) 1,326 0.9% (10,123) (7.3%)
Income taxes (benefit) 570 0.4% (4,350) (3.2%)
Net earnings (loss) $756 0.5% $(5,773) (4.1%)
Net earnings (loss)
per share:
Basic $0.02 $(0.13)
Diluted $0.02 $(0.13)
Weighted number of
shares outstanding:
Basic 43,760 43,140
Diluted 44,361 43,140
Guess?, Inc. and Subsidiaries
Consolidated Segment Data
(in thousands)
(Unaudited)
Three Months Ended
March 27, March 29,
2004 2003
Net revenue:
Retail operations $99,524 $83,662
Wholesale operations 42,881 45,060
Licensing operations 10,940 10,862
$153,345 $139,584
Earnings (loss) from operations:
Retail operations $(1,678) $(6,494)
Wholesale operations 4,097 260
Licensing operations 8,983 8,920
Corporate overhead (8,793) (10,761)
$2,609 $(8,075)
Guess?, Inc. and Subsidiaries
Selected Condensed Consolidated Balance Sheet Data
(in thousands)
(Unaudited)
March 27, December 31, March 29,
2004 2003 2003
ASSETS
Cash and cash equivalents $45,724 $67,163 $9,036
Restricted cash 4,260 4,509 --
Receivables, net 51,118 32,602 49,303
Inventories, net 81,044 83,530 90,976
Other current assets 25,433 22,840 29,218
Property and equipment, net 109,988 114,403 124,284
Other assets 37,261 37,718 32,841
Total Assets $354,828 $362,765 $335,658
LIABILITIES AND STOCKHOLDERS' EQUITY
Current installments of notes
payable and long-term debt $15,124 $13,931 $14,412
Other current liabilities 89,328 96,944 76,662
Notes payable and long-term debt,
excluding current installments 50,349 54,161 69,480
Other liabilities 15,820 14,947 13,648
Stockholders' equity 184,207 182,782 161,456
Total Liabilities and
Stockholders' Equity $354,828 $362,765 $335,658
Guess?, Inc. and Subsidiaries
Condensed Consolidated Cash Flow Data
(in thousands)
(Unaudited)
Three Months Ended
March 27, March 29,
2004 2003
Net cash used in operating activities $(17,449) $(21,256)
Net cash used in investing activities (2,666) (4,165)
Net cash (used in) provided by
financing activities (1,278) 2,547
Effect of exchange rates on cash (46) 157
Net decrease in cash and cash equivalents (21,439) (22,717)
Cash and cash equivalents at the
beginning of the year 67,163 31,753
Cash and cash equivalents at the
end of the period $45,724 $9,036
Supplemental information:
Depreciation and amortization $8,708 $8,678
Rent 15,161 14,376
Guess?, Inc. and Subsidiaries
Retail Store Data
(Unaudited)
Three Months Ended
March 27, March 29,
2004 2003
Number of stores at the beginning
of the year 265 249
Store openings 1 --
Store closures (7) (3)
Number of stores at the end of the period 259 246
Total store square footage at the
end of the period 1,342,000 1,262,000
SOURCE Guess?, Inc.
-0- 04/29/2004
/CONTACT: Carlos Alberini, President & Chief Operating Officer,
+1-213-765-3582, or Frederick G. Silny, SVP & Chief Financial Officer,
+1-213-765-3289, both of Guess?, Inc.; or Wendi Kopsick of Kekst and Company,
+1-212-521-4800, for Guess?, Inc./
/Web site: http://www.guess.com /
(GES)
CO: Guess?, Inc.
ST: California
IN: TEX REA FAS
SU: ERN CCA