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Form 8-K MOVADO GROUP INC For: May 26

May 26, 2016 8:31 AM EDT

 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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) May 26, 2016
 
MOVADO GROUP, INC.
(Exact name of registrant as specified in its charter)

NEW YORK
(State or other jurisdiction of incorporation)

1-16497

13-2595932
(Commission File Number)
(I.R.S. Employer Identification No.)

650 FROM ROAD , SUITE 375
PARAMUS, NEW JERSEY


07652-3556
(Address of principal executive offices)
(Zip Code)
 
(201) 267-8000
(Registrant’s telephone number, including area code)
 
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 (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 May 26, 2016, Movado Group, Inc. (the “Company”) issued a press release announcing first quarter results for the period ended April 30, 2016. The press release is attached hereto as Exhibit 99.1 and is incorporated by reference into this item.
 
Item 9.01.
 
Financial Statements and Exhibits.
 
(d) Exhibits.

Exhibit No.
Description
99.1
Press Release issued May 26, 2016 announcing first quarter results for the period ended April 30, 2016.


 


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report on Form 8-K to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: May 26, 2016
 
MOVADO GROUP, INC.
 
     
 

By:

/s/ Mitchell C. Sussis
 
 
Name:
Mitchell C. Sussis
 
 
Title:
Senior Vice President and General Counsel
 
 
 
 


EXHIBIT 99.1
 
 
CONTACT: ICR, Inc.
Rachel Schacter/Allison Malkin
203-682-8200
 

FINAL


MOVADO GROUP, INC. ANNOUNCES FIRST QUARTER
RESULTS

~ First Quarter Revenue of $114.1 Million, Reported EPS of $0.14 and Adjusted EPS of $0.19 ~
~ Updates Full Year Outlook to Sales of $565 Million to $580 Million and Operating Income of $55 Million to $60 Million ~
~ Board Declares Quarterly Dividend ~


Paramus, NJ – May 26, 2016 -- Movado Group, Inc. (NYSE: MOV) today announced first quarter results for the period ended April 30, 2016.

Efraim Grinberg, Chairman and Chief Executive Officer, stated, “While we delivered results which were in line with our first quarter expectations, given the current retail trends, particularly in the fashion watch category in the United States, we feel it is prudent to lower our annual outlook. As we look to the balance of the year, we expect our brands to continue to increase market share and we remain encouraged by our innovation pipeline as evidenced by the early success of the Movado Edge collection, as well as our beautifully designed connected Movado watches.  Our strong balance sheet allows us to continue to invest in our global brand building efforts while maintaining a high level of flexibility in this volatile environment.”

As expected, during the first quarter of fiscal 2017, the Company recorded a $1.8 million pre-tax charge, or $0.05 per diluted share, for the immediate vesting of stock awards and certain other compensation related to the announcement of the retirement of Rick Coté, the Company’s Vice Chairman and Chief Operating Officer, in fiscal 2017 (“COO’s retirement”). In the first quarter of fiscal 2016, the Company recorded a $2.7 million pre-tax charge, or $0.10 per diluted share, related to operating efficiency initiatives and other items in fiscal 2016.

First Quarter Fiscal 2017 Results (see attached table for GAAP and non-GAAP measures)
 
·
Net sales were $114.1 million compared to $120.5 million in the first quarter of fiscal 2016. Net sales on a constant dollar basis decreased 5.0% compared to net sales for the fiscal 2016 first quarter.
 

 
·
Gross profit was $61.3 million, or 53.8% of sales, compared to $62.4 million, or 51.8% of sales, in the first quarter last year. Adjusted gross profit for the first quarter of fiscal 2016, which excludes $0.7 million in charges related to operating efficiency initiatives and other items, was $63.1 million, or 52.4% of sales. The increase from adjusted gross margin percentage was primarily the result of the favorable impact of changes in foreign currency exchange rates as well as channel and product mix, selective price increases and certain sourcing improvements.
·
Operating expenses were $55.9 million as compared to $55.6 million in the first quarter of last year. For the first quarter of fiscal 2017, adjusted operating expenses were $54.1 million, which excludes $1.8 million of expenses related to the COO’s retirement in fiscal 2017. For the first quarter of fiscal 2016, adjusted operating expenses were $53.6 million, which excludes $2.0 million of expenses related to operating efficiency initiatives and other items. The increase in adjusted operating expenses was primarily the result of the unfavorable effect of fluctuations in foreign currency rates.
·
Operating income was $5.4 million compared to $6.9 million in the same period last year. Adjusted operating income for the first quarter of fiscal 2017, which excludes $1.8 million of expenses related to the COO’s retirement in fiscal 2017, was $7.2 million. Adjusted operating income for the first quarter of fiscal 2016, which excludes $2.7 million of expenses related to operating efficiency initiatives and other items, was $9.5 million.
·
The Company recorded a tax provision of $1.7 million as compared to a tax provision of $3.1 million, in the first quarter last year. Based upon adjusted pre-tax income, the adjusted tax provision for income tax was $2.4 million compared to an adjusted tax provision for income tax of $3.3 million in the first quarter of fiscal 2016.
·
Net income was $3.3 million, or $0.14 per diluted share, compared to net income of $3.6 million, or $0.15 per diluted share in the same quarter last year. For the first quarter of fiscal 2017, adjusted net income was $4.4 million, or $0.19 per diluted share, which excludes $1.1 million in expenses, net of tax, related to the COO’s retirement in fiscal 2017 compared to adjusted net income of $6.2 million, or $0.25 per diluted share, which excludes $2.5 million in expenses, net of tax, related to operating efficiency initiatives and other items in the first quarter of fiscal 2016.

Updated Fiscal 2017 Outlook
The Company is updating its outlook for fiscal 2017. In fiscal 2017, the Company anticipates that net sales will be in a range of $565.0 million to $580.0 million and operating income will be approximately $55.0 million to $60.0 million. The Company anticipates net income in fiscal 2017 to be approximately $36.5 million to $40.0 million, or $1.55 to $1.70 per diluted share, reflecting a 32% anticipated effective tax rate. The Company's outlook excludes the charge related to the COO’s retirement and assumes no further significant fluctuations from prevailing foreign currency exchange rates, as well as no other unusual items, for fiscal 2017.



Quarterly Dividend and Share Repurchase Program
The Company announced that on May 26, 2016, the Board of Directors approved the payment on June 21, 2016 of a cash dividend in the amount of $0.13 for each share of the Company’s outstanding common stock and class A common stock held by shareholders of record as of the close of business on June 7, 2016.

During the first quarter of fiscal 2017, the Company repurchased approximately 34,000 shares under its share repurchase program. As of April 30, 2016, $0.9 million was utilized of the $50.0 million share repurchase authorization.

Conference Call
The Company’s management will host a conference call and audio webcast to discuss its results today, May 26th at 9:00 a.m. Eastern Time.  The conference call may be accessed by dialing (888) 587-0615.  Additionally, a live webcast of the call can be accessed at www.movadogroup.com.  The webcast will be archived on the Company’s website approximately one hour after the conclusion of the call.  Additionally, a telephonic replay of the call will be available at 12:00 p.m. ET on May 26, 2016 until 11:59 p.m. ET on June 2, 2016 and can be accessed by dialing (877) 870-5176 and entering replay pin number 4068038.

Movado Group, Inc. designs, sources, and distributes MOVADO®, EBEL®, CONCORD®, ESQ® Movado, COACH®, TOMMY HILFIGER®, HUGO BOSS®, JUICY COUTURE®, LACOSTE® and SCUDERIA FERRARI® watches worldwide, and operates Movado company stores in the United States.

In this release, the Company presents certain financial measures that are not calculated according to generally accepted accounting principles in the United States (“GAAP”). Specifically, the Company is presenting adjusted gross profit, adjusted gross margin and adjusted operating expenses, which are gross profit, gross margin and operating expenses, respectively, under GAAP, adjusted to eliminate charges for the COO’s retirement and operating efficiency initiatives and other unusual items. The Company is also presenting adjusted operating income and adjusted tax provision, which is operating income and tax provision under GAAP, adjusted to eliminate charges for the COO’s retirement and operating efficiency initiatives and other unusual items. The Company believes these adjusted measures are useful because they give investors information about the Company’s financial performance without the effect of certain items that the Company believes are not characteristic of its usual operations. The Company is also presenting adjusted net income, adjusted earnings per share and adjusted effective tax rate, which are net income, earnings per share and effective tax rate, respectively, under GAAP, adjusted to eliminate the after tax impact of the charges for the COO’s retirement and operating efficiency initiatives and other unusual items. The Company believes that adjusted net income, adjusted earnings per share and adjusted effective tax rate are useful measures of performance because they give investors information about the Company’s financial performance without the effect of certain items that the Company believes are not characteristic of its usual operations. Additionally, the Company is presenting constant currency information to provide a framework to assess how its business performed excluding the effects of foreign currency exchange rate fluctuations in the current period. Comparisons of financial results on a constant dollar basis are calculated by translating each foreign currency at the same US dollar exchange rate as in effect for the prior-year period for both periods being compared. The Company believes this information is useful to investors to facilitate comparisons of operating results. These non-GAAP financial measures are designed to complement the GAAP financial information presented in this release. The non-GAAP financial measures presented should not be considered in isolation from or as a substitute for the comparable GAAP financial measures, and the methods of their calculation may differ substantially from similarly titled measures used by other companies.


This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. The Company has tried, whenever possible, to identify these forward-looking statements using words such as “expects,” “anticipates,” “believes,” “targets,” “goals,” “projects,” “intends,” “plans,” “seeks,” “estimates,” “may,” “will,” “should” and variations of such words and similar expressions. Similarly, statements in this press release that describe the Company's business strategy, outlook, objectives, plans, intentions or goals are also forward-looking statements. Accordingly, such forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause the Company's actual results, performance or achievements and levels of future dividends to differ materially from those expressed in, or implied by, these statements. These risks and uncertainties may include, but are not limited to general economic and business conditions which may impact disposable income of consumers in the United States and the other significant markets (including Europe) where the Company’s products are sold, uncertainty regarding such economic and business conditions, trends in consumer debt levels and bad debt write-offs, general uncertainty related to possible terrorist attacks, natural disasters, the stability of the European Union and defaults on or downgrades of sovereign debt and the impact of any of those events on consumer spending, changes in consumer preferences and popularity of particular designs, new product development and introduction, the ability of the Company to successfully implement its business strategies, competitive products and pricing, the impact of “smart” watches and other wearable tech products on the traditional watch market, seasonality, availability of alternative sources of supply in the case of the loss of any significant supplier or any supplier’s inability to fulfill the Company’s orders, the loss of or curtailed sales to significant customers, the Company’s dependence on key employees and officers, the ability to successfully integrate the operations of acquired businesses without disruption to other business activities, the continuation of the company’s major warehouse and distribution centers, the continuation of licensing arrangements with third parties, losses possible from pending or future litigation, the ability to secure and protect trademarks, patents and other intellectual property rights, the ability to lease new stores on suitable terms in desired markets and to complete construction on a timely basis, the ability of the Company to successfully manage its expenses on a continuing basis, information systems failure or breaches of network security, the continued availability to the Company of financing and credit on favorable terms, business disruptions, disease, general risks associated with doing business outside the United States including, without limitation, import duties, tariffs, quotas, political and economic stability, changes to existing laws or regulations, and success of hedging strategies with respect to currency exchange rate fluctuations, and the other factors discussed in the Company’s Annual Report on Form 10-K and other filings with the Securities and Exchange Commission. These statements reflect the Company's current beliefs and are based upon information currently available to it. Be advised that developments subsequent to this press release are likely to cause these statements to become outdated with the passage of time. The Company assumes no duty to update its forward looking statements and this release shall not be construed to indicate the assumption by the Company of any duty to update its outlook in the future.


(Tables to follow)


 
MOVADO GROUP, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)
 
   
Three Months Ended 
   
April 30, 
             
   
2016
   
2015
 
             
Net sales
 
$
114,063
   
$
120,461
 
                 
Cost of sales
   
52,746
     
58,012
 
                 
Gross profit
   
61,317
     
62,449
 
                 
Operating expenses
   
55,939
     
55,574
 
                 
Operating income
   
5,378
     
6,875
 
                 
Interest expense
   
(375
)
   
(152
)
Interest income
   
57
     
53
 
                 
Income before income taxes
   
5,060
     
6,776
 
                 
Provision for income taxes
   
1,723
     
3,135
 
                 
Net income
   
3,337
     
3,641
 
                 
Less: Net income attributed to noncontrolling interests
   
29
     
19
 
                 
Net income attributed to Movado Group, Inc.
 
$
3,308
   
$
3,622
 
                 
Per Share Information:
               
Net income attributed to Movado Group, Inc.
 
$
0.14
   
$
0.15
 
Weighted diluted average shares outstanding
   
23,349
     
24,569
 



 
MOVADO GROUP, INC.
GAAP AND NON-GAAP MEASURES
(In thousands, except for percentage data)
(Unaudited)
 
 
As Reported
Three Months Ended
April 30, 
% Change
As Reported
% Change
Constant
Dollar
                     
 
2016
2015
    
                     
Total Net sales
$114,063
$120,461
-5.3%
-5.0%


 
MOVADO GROUP, INC.
GAAP AND NON-GAAP MEASURES
(In thousands, except per share data)
(Unaudited)
 
 
       
Net Sales
     
Gross Profit
       
Operating Income
       
Pre-tax Income
     
Net Income Attributed to Movado Group, Inc.
     
EPS
 
Three Months Ended April 30, 2016 
                                               
As Reported (GAAP)
 
$
114,063
   
$
61,317
   
$
5,378
   
$
5,060
   
$
3,308
   
$
0.14
 
Retirement Charge (1)
   
-
     
-
     
1,806
     
1,806
     
1,119
     
0.05
 
Adjusted Results (Non-GAAP)
 
$
114,063
   
$
61,317
   
$
7,184
   
$
6,866
   
$
4,427
   
$
0.19
 
                                                 
Three Months Ended April 30, 2015 
                                               
As Reported (GAAP)
 
$
120,461
   
$
62,449
   
$
6,875
   
$
6,776
   
$
3,622
   
$
0.15
 
Operating Efficiency Initiatives and Other Items (2)
   
-
     
693
     
2,670
     
2,670
     
2,536
     
0.10
 
Adjusted Results (Non-GAAP)
 
$
120,461
   
$
63,142
   
$
9,545
   
$
9,446
   
$
6,158
   
$
0.25
 
 
(1) Related to a charge for the retirement of the Vice Chairman and Chief Operating Officer.
(2) Related to a charge for severance, occupancy expenses and the write-off of certain fixed assets.
 
 

 
MOVADO GROUP, INC.
CONSOLIDATED BALANCE SHEETS
(In thousands)
(Unaudited)

 
    
April 30,
   
January 31,
   
April 30,
 
   
2016
   
2016
   
2015
 
ASSETS
                 
                   
Cash and cash equivalents
 
$
203,909
   
$
228,188
   
$
185,828
 
Trade receivables, net
   
75,771
     
71,030
     
73,472
 
Inventories
   
178,388
     
162,465
     
183,904
 
Other current assets
   
36,472
     
27,352
     
37,705
 
    Total current assets
   
494,540
     
489,035
     
480,909
 
                         
Property, plant and equipment, net
   
37,247
     
38,553
     
44,354
 
Deferred and non-current income taxes
   
20,697
     
20,323
     
19,791
 
Other non-current assets
   
41,578
     
37,259
     
39,483
 
    Total assets
 
$
594,062
   
$
585,170
   
$
584,537
 
                         
LIABILITIES AND EQUITY
                       
                         
Loans payable to bank, current
 
$
-
   
$
5,000
   
$
25,000
 
Accounts payable
   
27,677
     
27,308
     
25,647
 
Accrued liabilities
   
37,191
     
39,617
     
37,899
 
Income taxes payable
   
893
     
6,257
     
1,130
 
    Total current liabilities
   
65,761
     
78,182
     
89,676
 
                         
Loans payable to bank
   
35,000
     
35,000
     
-
 
Deferred and non-current income taxes payable
   
3,008
     
2,640
     
3,727
 
Other non-current liabilities
   
30,875
     
28,201
     
30,484
 
Noncontrolling interests
   
632
     
595
     
2,093
 
Shareholders' equity
   
458,786
     
440,552
     
458,557
 
    Total liabilities and equity
 
$
594,062
   
$
585,170
   
$
584,537
 
                         

 

 
MOVADO GROUP, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
 
   
Three Months Ended
April 30,
 
   
2016
   
2015
 
Cash flows from operating activities:
           
Net income
 
$
3,337
   
$
3,641
 
Depreciation and amortization
   
2,901
     
2,981
 
Other non-cash adjustments
   
3,051
     
1,317
 
Operating efficiency initiatives and other items
   
-
     
2,670
 
Changes in working capital
   
(29,167
)
   
(21,428
)
Changes in non-current assets and liabilities
   
(1,103
)
   
(355
)
Net cash (used in) operating activities
   
(20,981
)
   
(11,174
)
                 
Cash flows from investing activities:
               
Capital expenditures
   
(538
)
   
(1,461
)
Restricted cash deposits
   
(1,070
)
   
-
 
Short-term investment
   
(156
)
   
-
 
Trademarks and other intangibles
   
(226
)
   
(94
)
Net cash (used in) investing activities
   
(1,990
)
   
(1,555
)
                 
Cash flows from financing activities:
               
Proceeds from bank borrowings
   
-
     
25,000
 
Repayments of bank borrowings
   
(5,000
)
   
-
 
Dividends paid
   
(2,983
)
   
(2,636
)
Stock repurchase
   
(943
)
   
(22,154
)
Other financing
   
(1,307
)
   
(471
)
Net cash (used in) financing activities
   
(10,233
)
   
(261
)
                 
Effect of exchange rate changes on cash and cash equivalents
   
8,925
     
(1,034
)
Net change in cash and cash equivalents
   
(24,279
)
   
(14,024
)
Cash and cash equivalents at beginning of year
   
228,188
     
199,852
 
                 
Cash and cash equivalents at end of period
 
$
203,909
   
$
185,828
 







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