urbn-8k_20181119.htm

 

 

 

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) November 19, 2018

 

 

URBAN OUTFITTERS, INC.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

 

 

 

 

 

Pennsylvania

 

000-22754

 

23-2003332

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

 

5000 South Broad Street, Philadelphia, PA

 

19112

(Address of principal executive offices)

 

(Zip Code)

Registrant’s telephone number, including area code (215) 454-5500

N/A

(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 (17CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule l2b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  

 

 

 

 


 

 

 

Item 8.01.

Other Events

On November 19, 2018, Urban Outfitters, Inc. (the “Company”) issued an earnings release, which is attached hereto as Exhibit 99.1 and incorporated herein by reference. The earnings release disclosed material non-public information regarding the Company’s earnings for the three and nine months ended October 31, 2018.

 

Item 9.01.

Financial Statements and Exhibits

 

Exhibit No.

Description

 

 

99.1

Earnings Release dated October 19, 2018 – Operating results for the three and nine months ended October 31, 2018

 

- 1 -

 


 

 

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.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

URBAN OUTFITTERS, INC.

 

 

 

 

 

 

 

Date: November 20, 2018

 

 

 

By:

 

/s/ Francis J. Conforti

 

 

 

 

 

 

 

 

Francis J. Conforti

 

 

 

 

 

 

 

 

Chief Financial Officer

 

- 2 -

 

 

urbn-ex991_6.htm

Exhibit 99.1

URBAN OUTFITTERS, INC.

Third Quarter Results

Philadelphia, PA – November 19, 2018

 

For Immediate Release

 

Contact:

 

Oona McCullough

 

 

 

 

Director of Investor Relations

 

 

 

 

(215) 454-4806

URBN Reports Record Q3 Sales and EPS

PHILADELPHIA, PA, November 19, 2018 – Urban Outfitters, Inc. (NASDAQ:URBN), a leading lifestyle products and services company which operates a portfolio of global consumer brands comprised of Anthropologie, BHLDN, Free People, Terrain and Urban Outfitters brands and the Food and Beverage division, today announced net income of $78 million and $212 million for the three and nine months ended October 31, 2018, respectively. Earnings per diluted share were $0.70 and $1.92 for the three and nine months ended October 31, 2018, respectively.

Total Company net sales for the three months ended October 31, 2018, increased 9.0% over the same period last year to a record $974 million. Comparable Retail segment net sales increased 8%, driven by strong, double-digit growth in the digital channel and positive retail store sales. By brand, comparable Retail segment net sales increased 12% at Free People, 8% at the Anthropologie Group and 7% at Urban Outfitters. Wholesale segment net sales increased 12%.

“I’m pleased to announce our teams produced record Q3 sales and earnings,” said Richard A. Hayne, Chief Executive Officer. “All brands, all channels, all product categories and all geographies delivered positive ‘comp’ sales,” finished Mr. Hayne.

Net sales by brand and segment for the three and nine-month periods were as follows:

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

October 31,

 

 

October 31,

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

Net sales by brand

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Urban Outfitters

$

379,187

 

 

$

353,881

 

 

$

1,081,192

 

 

$

962,496

 

Anthropologie Group

 

385,031

 

 

 

352,080

 

 

 

1,133,391

 

 

 

1,025,585

 

Free People

 

202,170

 

 

 

180,572

 

 

 

589,890

 

 

 

520,307

 

Food and Beverage

 

7,145

 

 

 

6,241

 

 

 

17,202

 

 

 

18,507

 

Total Company

$

973,533

 

 

$

892,774

 

 

$

2,821,675

 

 

$

2,526,895

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales by segment

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retail Segment

$

878,869

 

 

$

808,546

 

 

$

2,556,460

 

 

$

2,289,526

 

Wholesale Segment

 

94,664

 

 

 

84,228

 

 

 

265,215

 

 

 

237,369

 

Total Company

$

973,533

 

 

$

892,774

 

 

$

2,821,675

 

 

$

2,526,895

 

 



For the three and nine months ended October 31, 2018, the gross profit rate improved by 134 basis points and 149 basis points versus the prior year’s comparable periods, respectively. The improvement in gross profit rate for both periods was driven by lower markdowns at all three brands and leverage in store occupancy cost due to strong Retail segment comparable net sales.

As of October 31, 2018, total inventory increased by $1.7 million, or 0.4%, on a year-over-year basis. Comparable Retail segment inventory was flat.

Selling, general and administrative expenses increased by $16.5 million, or 7.3%, and $41.3 million, or 6.2%, during the three and nine months ended October 31, 2018, compared to the prior year’s comparable periods, respectively. The dollar growth in selling, general and administrative expenses in both periods was primarily due to increased direct selling and marketing expenses to support and drive the increase in Retail segment net sales and higher bonus and share-based compensation expense. As a percentage of net sales, selling, general and administrative expenses leveraged 40 basis points and 129 basis points during the three and nine months ended October 31, 2018, when compared to the prior year’s comparable periods, respectively. The leverage in both periods was primarily driven by the net sales growth. The leverage for the nine months ended October 31, 2018 further benefited from continued savings associated with the fiscal 2018 store reorganization project and the nonrecurring store reorganization expenses incurred in the prior year.

The Company’s effective tax rate for the three months ended October 31, 2018, was 20.6% compared to 37.4% in the prior year period. The effective tax rate for the nine months ended October 31, 2018 was 21.7% compared to 37.2% in the prior year period. The decrease in the effective tax rate for the three and nine month periods was primarily due to the lower federal statutory rate resulting from the U.S. Tax Cuts and Jobs Act and the favorable impact of certain discrete items.

Net income for the three and nine months ended October 31, 2018, was $78 million and $212 million, respectively, and earnings per diluted share was $0.70 and $1.92, respectively.

On August 22, 2017, the Company’s Board of Directors authorized the repurchase of 20 million common shares under a share repurchase program, of which 16.4 million common shares were remaining as of October 31, 2018. During the nine months ended October 31, 2018, the Company repurchased and subsequently retired 1.5 million common shares for approximately $58 million under this program. During the year ended January 31, 2018, the Company repurchased and subsequently retired 2.1 million common shares for approximately $46 million under this program.

During the nine months ended October 31, 2018, the Company opened a total of 14 new locations including: 4 Anthropologie Group stores, 4 Urban Outfitters stores, 3 Free People stores and 3 Food and Beverage restaurants; and closed 4 locations including: 2 Anthropologie Group stores, 1 Urban Outfitters store and 1 Free People store. During the nine months ended October 31, 2018, 3 franchisee-owned Urban Outfitters stores were opened.

Urban Outfitters, Inc., offers lifestyle-oriented general merchandise and consumer products and services through a portfolio of global consumer brands comprised of 248 Urban Outfitters stores in the United States, Canada, and Europe and websites; 228 Anthropologie Group stores in the United States, Canada and Europe, catalogs and websites; 134 Free People stores in the United States and Canada, catalogs and websites, 13 Food and Beverage restaurants, and 3 Urban Outfitters franchisee-owned stores, as of October 31, 2018. Free People and Anthropologie Group wholesale sell their products through approximately 2,100 department and specialty stores worldwide, digital businesses and the Company’s Retail segment.

A conference call will be held today to discuss third quarter results and will be webcast at 5:00 pm. ET at: https://edge.media-server.com/m6/p/kefhn89b

This news release is being made pursuant to the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Certain matters contained in this release may contain forward-looking statements. When used in this release, the words “project,” “believe,” “plan,” “will,” “anticipate,” “expect” and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. Any one, or all, of the following factors could cause actual financial results to differ materially from those financial results mentioned in the forward-looking statements: the difficulty in predicting and responding to shifts in fashion trends, changes in the level of competitive pricing and promotional activity and other industry factors, overall economic and market conditions and worldwide political events and the resultant impact on consumer spending patterns, any effects of war, terrorism, and civil unrest, natural disasters or severe or unseasonable weather conditions, increases in labor costs, increases in raw material costs, availability of suitable retail space for expansion, timing of store openings, risks associated with international expansion, seasonal fluctuations in gross sales, the departure of one or more key senior executives, import risks, changes to


U.S. and foreign trade policies, including the enactment of tariffs, border adjustment taxes or increases in duties or quotas, the closing or disruption of, or any damage to, any of our distribution centers, our ability to protect our intellectual property rights, risks associated with internet sales, our ability to maintain and expand our digital sales channels, response to new store concepts, our ability to integrate acquisitions, failure of our manufacturers and third-party vendors to comply with our social compliance program, changes in our effective income tax rate, the impact of the U.S. Tax Cuts and Jobs Act, changes in accounting standards and subjective assumptions, regulatory changes and legal matters and other risks identified in the Company’s filings with the Securities and Exchange Commission. The Company disclaims any intent or obligation to update forward-looking statements even if experience or future changes make it clear that actual results may differ materially from any projected results expressed or implied therein.

###

(Tables follow)


 

URBAN OUTFITTERS, INC.

Condensed Consolidated Statements of Income

(amounts in thousands, except share and per share data)

(unaudited)

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

October 31,

 

 

October 31,

 

 

2018

 

 

2017

 

 

2018

 

 

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

$

973,533

 

 

$

892,774

 

 

$

2,821,675

 

 

$

2,526,895

 

Cost of sales

 

635,835

 

 

 

595,028

 

 

 

1,847,473

 

 

 

1,692,026

 

          Gross profit

 

337,698

 

 

 

297,746

 

 

 

974,202

 

 

 

834,869

 

Selling, general and administrative expenses

 

241,341

 

 

 

224,858

 

 

 

707,097

 

 

 

665,765

 

          Income from operations

 

96,357

 

 

 

72,888

 

 

 

267,105

 

 

 

169,104

 

Other income (expense), net

 

1,235

 

 

 

(882

)

 

 

3,061

 

 

 

1,173

 

          Income before income taxes

 

97,592

 

 

 

72,006

 

 

 

270,166

 

 

 

170,277

 

Income tax expense

 

20,072

 

 

 

26,914

 

 

 

58,577

 

 

 

63,332

 

          Net income

$

77,520

 

 

$

45,092

 

 

$

211,589

 

 

$

106,945

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income per common share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

       Basic

$

0.71

 

 

$

0.41

 

 

$

1.95

 

 

$

0.95

 

       Diluted

$

0.70

 

 

$

0.41

 

 

$

1.92

 

 

$

0.94

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

       Basic

 

108,778,483

 

 

 

109,667,224

 

 

 

108,702,575

 

 

 

113,113,597

 

       Diluted

 

110,262,879

 

 

 

110,100,254

 

 

 

110,149,105

 

 

 

113,432,367

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AS A PERCENTAGE OF NET SALES

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales

100.0%

 

 

100.0%

 

 

100.0%

 

 

100.0%

 

Cost of sales

65.3%

 

 

66.6%

 

 

65.5%

 

 

67.0%

 

         Gross profit

34.7%

 

 

33.4%

 

 

34.5%

 

 

33.0%

 

Selling, general and administrative expenses

24.8%

 

 

25.2%

 

 

25.0%

 

 

26.3%

 

         Income from operations

9.9%

 

 

8.2%

 

 

9.5%

 

 

6.7%

 

Other income (expense), net

0.1%

 

 

(0.1%)

 

 

0.1%

 

 

0.0%

 

         Income before income taxes

10.0%

 

 

8.1%

 

 

9.6%

 

 

6.7%

 

Income tax expense

2.0%

 

 

3.0%

 

 

2.1%

 

 

2.5%

 

         Net income

8.0%

 

 

5.1%

 

 

7.5%

 

 

4.2%

 


 

URBAN OUTFITTERS, INC.

Condensed Consolidated Balance Sheets

(amounts in thousands, except share data)

(unaudited)

 

 

October 31,

 

 

January 31,

 

 

October 31,

 

 

2018

 

 

2018

 

 

2017

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

 

 

 

    Cash and cash equivalents

$

329,021

 

 

$

282,220

 

 

$

234,726

 

    Marketable securities

 

237,391

 

 

 

165,125

 

 

 

93,228

 

    Accounts receivable, net of allowance for doubtful accounts

         of $1,572, $1,326 and $710, respectively

 

90,954

 

 

 

76,962

 

 

 

78,348

 

    Inventory

 

451,659

 

 

 

351,395

 

 

 

449,957

 

    Prepaid expenses and other current assets

 

139,774

 

 

 

103,055

 

 

 

111,050

 

            Total current assets

 

1,248,799

 

 

 

978,757

 

 

 

967,309

 

 

 

 

 

 

 

 

 

 

 

 

 

Property and equipment, net

 

808,883

 

 

 

813,768

 

 

 

829,106

 

Marketable securities

 

36,033

 

 

 

58,688

 

 

 

41,254

 

Deferred income taxes and other assets

 

103,327

 

 

 

101,567

 

 

 

115,778

 

           Total Assets

$

2,197,042

 

 

$

1,952,780

 

 

$

1,953,447

 

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

 

 

 

    Accounts payable

$

191,684

 

 

$

128,246

 

 

$

208,567

 

    Accrued expenses, accrued compensation and other current liabilities

 

263,289

 

 

 

231,968

 

 

 

214,506

 

           Total current liabilities

 

454,973

 

 

 

360,214

 

 

 

423,073

 

Long-term debt

 

 

 

 

 

 

 

 

Deferred rent and other liabilities

 

281,460

 

 

 

291,663

 

 

 

245,566

 

           Total Liabilities

 

736,433

 

 

 

651,877

 

 

 

668,639

 

 

 

 

 

 

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

 

 

 

 

 

 

   Preferred shares; $.0001 par value, 10,000,000 shares authorized,

        none issued

 

 

 

 

 

 

 

 

   Common shares; $.0001 par value, 200,000,000 shares authorized,

        107,638,846, 108,248,568 and 108,248,471 issued and outstanding,

        respectively

11

 

 

11

 

 

11

 

    Additional paid-in-capital

 

 

 

684

 

 

 

 

    Retained earnings

 

1,492,691

 

 

 

1,310,859

 

 

 

1,309,541

 

    Accumulated other comprehensive loss

 

(32,093

)

 

 

(10,651

)

 

 

(24,744

)

           Total Shareholders’ Equity

 

1,460,609

 

 

 

1,300,903

 

 

 

1,284,808

 

           Total Liabilities and Shareholders’ Equity

$

2,197,042

 

 

$

1,952,780

 

 

$

1,953,447