Form 8-K WEYCO GROUP INC For: Nov 07
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): November 7, 2016
| WEYCO GROUP, INC. |
| (Exact name of registrant as specified in its charter) |
| Wisconsin | 0-9068 | 39-0702200 |
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
|
333 W. Estabrook Blvd. P. O. Box 1188 Milwaukee, WI |
53201 |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (414) 908-1600
| (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 240.13a-4(c)) |
| Item 2.02 | Results of Operations and Financial Condition |
The following information is being furnished under Item 2.02 of Form 8-K:
On November 7, 2016 Weyco Group, Inc. issued a press release announcing its financial results for the quarter ended September 30, 2016. A copy of this press release is attached as Exhibit 99.1 to this Form 8-K. The information under this Item 2.02, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.
| Item 9.01 | Financial Statements and Exhibits |
| (d) | Exhibits | |
| 99.1 | Press release issued by the registrant on November 7, 2016. |
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.
| Date: November 7, 2016 | WEYCO GROUP, INC. |
| /s/ John Wittkowske | |
| John Wittkowske | |
| Senior Vice President/CFO |
Exhibit Index
| 99.1 | Press release, dated November 7, 2016 |
Weyco Reports Third Quarter Sales And Earnings
MILWAUKEE, Nov. 7, 2016 /PRNewswire/ -- Weyco Group, Inc. (NASDAQ: WEYS) (the "Company") today announced financial results for the quarter ended September 30, 2016.
Net sales for the third quarter of 2016 were $79.1 million, a decrease of 13% as compared to third quarter 2015 net sales of $91.2 million. Earnings from operations were $7.3 million in the third quarter of 2016, compared to $9.1 million in the third quarter of 2015. Net earnings attributable to the Company were $4.6 million in the third quarter of 2016, compared to $5.5 million in last year's third quarter. Diluted earnings per share were $0.44 per share in the third quarter of 2016 and $0.51 per share in the third quarter of 2015.
Net sales in the North American wholesale segment, which include North American wholesale sales and licensing revenues, were $62.2 million for the third quarter of 2016, down 17% from $74.6 million in the third quarter of 2015. Within the wholesale segment, net sales of the Florsheim brand were up 7% for the quarter, mainly due to higher sales to national shoe chains. This increase was offset by lower sales of the Stacy Adams, Nunn Bush and BOGS brands. Stacy Adams net sales were down 6% for the quarter compared to last year, primarily due to lower sales to off-price retailers. Nunn Bush sales declined 22% this quarter compared to last year. While its sales were down across a number of distribution categories due to a slowdown in consumer spending on soft goods, Nunn Bush was most affected by its reduced sales in the department store trade channel. Mid-tier department stores are facing a challenging environment as consumer buying shifts to the internet. BOGS third quarter net sales were down 31% from the same period last year. Due to last year's mild winter, retailers are carrying over BOGS inventory which impacted shipments this year, and also caused retailers to be conservative with their orders for Fall 2016.
Gross earnings for the North American wholesale segment increased to 32.2% of net sales in the third quarter of 2016, from 31.4% in last year's third quarter. Earnings from operations for the wholesale segment were $6.3 million in the third quarter of 2016, down from $8.2 million in the same period last year. The decrease was primarily due to lower sales volumes.
Net sales in the North American retail segment, which includes sales from the Company's Florsheim retail stores and its internet business in the U.S., were $4.7 million in the third quarter of 2016, down 1% as compared to $4.8 million in 2015. Same store sales (which includes U.S. internet sales) were up 2% for the quarter. There were two fewer domestic retail stores operating during the third quarter of 2016 than there were in last year's third quarter, as three stores were closed and one store opened during the quarter. Earnings from operations for the retail segment were $313,000 in the third quarter of 2016, compared to $401,000 in 2015. The decrease was mainly due to lower operating earnings in the internet business resulting from higher marketing costs.
Other net sales, which include the wholesale and retail net sales of Florsheim Australia and Florsheim Europe, were $12.2 million in the third quarter of 2016, up 3% as compared to $11.9 million in 2015. The increase was due to higher net sales at Florsheim Europe. Florsheim Australia's net sales were flat for the quarter. In local currency, Florsheim Australia's net sales were down 4% for the quarter. Earnings from operations of Florsheim Australia and Florsheim Europe were $731,000 in the third quarter of 2016, up from $578,000 in the same period last year. The increase between years was driven by higher sales volumes and operating earnings at Florsheim Europe.
Other income (expense) for the third quarter of 2016 was $113,000 of income, compared to an expense of $524,000 in the same period last year. This quarter's other income included foreign currency transaction gains of $102,000 compared to $340,000 of losses in the third quarter of 2015. These gains and losses resulted mainly from the revaluation of intercompany loans between the Company's North American wholesale segment and Florsheim Australia.
"This was a difficult quarter for our North American wholesale segment," stated Thomas W. Florsheim, Jr., the Company's Chairman and CEO. "Not only did we see a large reduction in BOGS orders following last year's mild winter, we were also affected by a soft retail environment and changes in consumer buying patterns which contributed to the loss of sales for two of our other major wholesale brands this quarter. While the retail landscape remains uncertain, we remain confident in the strength of our brands, and believe that each is well positioned in its respective market for growth when conditions improve."
On November 7, 2016, the Company's Board of Directors declared a cash dividend of $0.21 per share to all shareholders of record on December 5, 2016, payable January 2, 2017.
Conference Call Details:
Weyco Group will host a conference call on November 8, 2016, at 11:00 a.m. Eastern Time to discuss the third quarter financial results in more detail. To participate in the call, please dial 888-713-4211 or 617-213-4864, referencing passcode 10257065#, five minutes before the start of the call. A replay will be available for one year beginning about two hours after the completion of the call at the following webcast link: http://edge.media-server.com/m/p/8miz757a. Alternatively, the conference call will be available by visiting the investor relations section of Weyco Group's website at www.weycogroup.com.
About Weyco Group:
Weyco Group, Inc. designs and markets quality and innovative footwear for men, women and children under a portfolio of well-recognized brand names including: Florsheim, Nunn Bush, Stacy Adams, BOGS, Rafters and Umi. The Company's products can be found in leading footwear, department, and specialty stores worldwide. Weyco Group also operates Florsheim concept stores in the United States and Australia, as well as in a variety of international markets.
Forward-Looking Statements:
This press release contains certain forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. Various factors could cause the results of Weyco Group to be materially different from any future results expressed or implied by such forward-looking statements. Such factors include, but are not limited to, the Company's ability to: (i) successfully market and sell its products in a highly competitive industry and in view of changing consumer trends, consumer acceptance of products and other factors affecting retail market conditions; (ii) procure its products from independent manufacturers; and (iii) other factors, including those detailed from time to time in Weyco Group's filings made with the SEC. Weyco Group undertakes no obligation to update publicly any forward-looking statements, whether as a result of new information, future events, or otherwise.
WEYCO GROUP, INC. AND SUBSIDIARIES | ||||||||
CONSOLIDATED CONDENSED STATEMENTS OF EARNINGS AND COMPREHENSIVE INCOME (UNAUDITED) | ||||||||
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| Three Months Ended September 30, |
| Nine Months Ended September 30, | ||||
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| 2016 |
| 2015 |
| 2016 |
| 2015 |
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| (In thousands, except per share amounts) | ||||||
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Net sales | $ 79,069 |
| $ 91,227 |
| $ 214,836 |
| $ 233,213 | |
Cost of sales | 49,747 |
| 58,617 |
| 136,096 |
| 147,443 | |
Gross earnings | 29,322 |
| 32,610 |
| 78,740 |
| 85,770 | |
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Selling and administrative expenses | 21,992 |
| 23,474 |
| 66,023 |
| 67,516 | |
Earnings from operations | 7,330 |
| 9,136 |
| 12,717 |
| 18,254 | |
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Interest income | 190 |
| 221 |
| 584 |
| 717 | |
Interest expense | (61) |
| (67) |
| (228) |
| (97) | |
Other income (expense), net | 113 |
| (524) |
| 422 |
| (1,150) | |
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Earnings before provision for income taxes | 7,572 |
| 8,766 |
| 13,495 |
| 17,724 | |
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Provision for income taxes | 2,871 |
| 3,389 |
| 5,084 |
| 6,670 | |
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Net earnings | 4,701 |
| 5,377 |
| 8,411 |
| 11,054 | |
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Net earnings (losses) attributable to noncontrolling interest | 101 |
| (149) |
| 124 |
| (145) | |
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Net earnings attributable to Weyco Group, Inc. | $ 4,600 |
| $ 5,526 |
| $ 8,287 |
| $ 11,199 | |
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Weighted average shares outstanding |
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| Basic | 10,461 |
| 10,793 |
| 10,556 |
| 10,788 |
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| Diluted | 10,516 |
| 10,884 |
| 10,605 |
| 10,881 |
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Earnings per share |
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| Basic | $ 0.44 |
| $ 0.51 |
| $ 0.79 |
| $ 1.04 |
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| Diluted | $ 0.44 |
| $ 0.51 |
| $ 0.78 |
| $ 1.03 |
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Cash dividends declared (per share) | $ 0.21 |
| $ 0.20 |
| $ 0.62 |
| $ 0.59 | |
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Comprehensive income | $ 5,218 |
| $ 4,040 |
| $ 10,400 |
| $ 8,760 | |
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Comprehensive income (loss) attributable to noncontrolling interest | 235 |
| (562) |
| 376 |
| (846) | |
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Comprehensive income attributable to Weyco Group, Inc. | $ 4,983 |
| $ 4,602 |
| $ 10,024 |
| $ 9,606 | |
WEYCO GROUP, INC. AND SUBSIDIARIES | |||
CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED) | |||
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| September 30, |
| December 31, |
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| 2016 |
| 2015 |
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| (Dollars in thousands) | ||
ASSETS: | |||
Cash and cash equivalents | $ 14,840 |
| $ 17,926 |
Marketable securities, at amortized cost | 2,778 |
| 4,522 |
Accounts receivable, net | 57,662 |
| 54,009 |
Accrued income tax receivable | 810 |
| - |
Inventories | 70,508 |
| 97,184 |
Prepaid expenses and other current assets | 3,586 |
| 5,835 |
Total current assets | 150,184 |
| 179,476 |
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Marketable securities, at amortized cost | 21,783 |
| 20,685 |
Property, plant and equipment, net | 34,011 |
| 31,833 |
Goodwill | 11,112 |
| 11,112 |
Trademarks | 34,748 |
| 34,748 |
Other assets | 22,776 |
| 21,143 |
Total assets | $ 274,614 |
| $ 298,997 |
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LIABILITIES AND EQUITY: |
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Short-term borrowings | $ 22,810 |
| $ 26,649 |
Accounts payable | 5,646 |
| 13,339 |
Dividend payable | - |
| 2,147 |
Accrued liabilities | 10,520 |
| 17,484 |
Accrued income tax payable | - |
| 31 |
Deferred income tax liabilities | 2,010 |
| 1,537 |
Total current liabilities | 40,986 |
| 61,187 |
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Deferred income tax liabilities | 1,628 |
| 70 |
Long-term pension liability | 28,768 |
| 30,188 |
Other long-term liabilities | 2,500 |
| 2,823 |
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Equity: |
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Common stock | 10,467 |
| 10,767 |
Capital in excess of par value | 47,416 |
| 45,759 |
Reinvested earnings | 153,028 |
| 160,325 |
Accumulated other comprehensive loss | (16,730) |
| (18,467) |
Total Weyco Group, Inc. equity | 194,181 |
| 198,384 |
Noncontrolling interest | 6,551 |
| 6,345 |
Total equity | 200,732 |
| 204,729 |
Total liabilities and equity | $ 274,614 |
| $ 298,997 |
WEYCO GROUP, INC. AND SUBSIDIARIES | |||||
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) | |||||
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| Nine Months Ended September 30, | ||
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| 2016 |
| 2015 |
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| (Dollars in thousands) | ||
CASH FLOWS FROM OPERATING ACTIVITIES: |
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| Net earnings | $ 8,411 |
| $ 11,054 | |
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| Adjustments to reconcile net earnings to net cash provided by |
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| (used for) operating activities - |
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| Depreciation | 2,708 |
| 2,700 |
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| Amortization | 288 |
| 334 |
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| Bad debt expense | 96 |
| 190 |
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| Deferred income taxes | 1,537 |
| 456 |
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| Net foreign currency transaction (gains) losses | (389) |
| 783 |
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| Stock-based compensation | 1,121 |
| 1,112 |
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| Pension contributions | (2,400) |
| (2,633) |
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| Pension expense | 2,500 |
| 2,811 |
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| Increase in cash surrender value of life insurance | (250) |
| (250) |
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| Changes in operating assets and liabilities - |
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| Accounts receivable | (3,714) |
| (12,223) |
|
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| Inventories | 26,641 |
| (23,844) |
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| Prepaid expenses and other assets | 800 |
| 4,122 |
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| Accounts payable | (7,699) |
| (7,584) |
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| Accrued liabilities and other | (1,023) |
| (4,807) |
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| Accrued income taxes | (839) |
| 553 |
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| Net cash provided by (used for) operating activities | 27,788 |
| (27,226) |
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CASH FLOWS FROM INVESTING ACTIVITIES: |
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| Purchases of marketable securities | (3,605) |
| (2,300) | |
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| Proceeds from maturities of marketable securities | 4,190 |
| 6,305 | |
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| Life insurance premiums paid | (155) |
| (155) | |
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| Purchases of property, plant and equipment | (4,872) |
| (1,457) | |
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| Net cash (used for) provided by investing activities | (4,442) |
| 2,393 |
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CASH FLOWS FROM FINANCING ACTIVITIES: |
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| Cash dividends paid | (8,678) |
| (8,414) | |
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| Cash dividends paid to noncontrolling interest of subsidiary | (170) |
| - | |
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| Shares purchased and retired | (9,368) |
| (4,760) | |
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| Proceeds from stock options exercised | 585 |
| 2,696 | |
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| Payment of contingent consideration | (5,217) |
| - | |
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| Proceeds from bank borrowings | 91,729 |
| 127,253 | |
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| Repayments of bank borrowings | (95,568) |
| (90,684) | |
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| Income tax benefits from stock-based compensation | 3 |
| 463 | |
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| Net cash (used for) provided by financing activities | (26,684) |
| 26,554 |
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| Effect of exchange rate changes on cash and cash equivalents | 252 |
| (320) | |
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| Net (decrease) increase in cash and cash equivalents | $ (3,086) |
| $ 1,401 | |
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CASH AND CASH EQUIVALENTS at beginning of period | 17,926 |
| 12,499 | ||
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CASH AND CASH EQUIVALENTS at end of period | $ 14,840 |
| $ 13,900 | ||
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SUPPLEMENTAL CASH FLOW INFORMATION: |
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| Income taxes paid, net of refunds | $ 4,083 |
| $ 5,155 | |
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| Interest paid | $ 228 |
| $ 97 | |
CONTACT: For more information, contact: John Wittkowske, Senior Vice President and Chief Financial Officer, 414-908-1880
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