urbn-8k_20210412.htm
false 0000912615 0000912615 2021-04-12 2021-04-12

 

 

 

 

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) April 12, 2021 

 

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 (215454-5500

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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which registered

Common Shares, par value $.0001 per share

 

URBN

 

NASDAQ Global Select Market

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 April 12, 2021, Urban Outfitters, Inc. (the “Company”) issued a press release, which is attached hereto as Exhibit 99.1 and incorporated herein by reference. The press release disclosed material non-public information regarding a personnel change at the Anthropologie Group and the Company’s Retail segment comparable net sales thus far during the first quarter of fiscal 2022.

 

Item 9.01.

Financial Statements and Exhibits

 

Exhibit No.

Description

 

 

99.1

Press Release dated April 12, 2021.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

- 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: April 12, 2021

 

 

 

By:

 

/s/ Melanie Marein-Efron

 

 

 

 

 

 

 

 

Melanie Marein-Efron

 

 

 

 

 

 

 

 

Chief Financial Officer

 

- 2 -

 

 

urbn-ex991_6.htm

Exhibit 99.1

URBAN OUTFITTERS, INC.

Philadelphia, PA – April 12, 2021

 

For Immediate Release

 

 

Contact:

Oona McCullough

 

 

 

 

Director of Investor Relations

 

 

 

 

(215) 454-4806

 

URBN Announces Personnel Changes and a Sales Update

 

PHILADELPHIA, PA, April 12, 2021 – Urban Outfitters, Inc. (NASDAQ:URBN), earlier this morning announced a personnel change at the Anthropologie Group.  Hillary Super has stepped down as Global Chief Executive Officer.  Her last day was Friday, April 9th.  We thank Hillary for her service over the past four years and wish her well in the future.

 

Beginning today, Tricia D. Smith, has joined the Anthropologie team as the new Global Chief Executive Officer. Ms. Smith brings with her impressive retail experience earned over 26 years spent within the Nordstrom merchant organization where she was Executive Vice President, General Merchandise Manager of Women’s, Young Contemporary, Designer, and Specialized Apparel. In 2019, Tricia left Nordstrom to become Executive Vice President, Chief Merchandising Officer, of Tilly’s.

 

“We are pleased to welcome Tricia into the URBN family,” said Richard A. Hayne, Chief Executive Officer, URBN.  “She is an accomplished leader with extensive merchant experience. She understands the Anthropologie customer, and I’m confident she will successfully expand the brand’s equity and reach," finished Mr. Hayne.      

 

* * * * *

Separately, URBN is pleased to report that total Retail segment comparable net sales thus far during the first quarter of Fiscal 2022 have increased by high single-digits versus Fiscal 2020.  In North America, better sales were driven by double-digit ‘comp’ results at both the Free People and Urban Outfitters brands while Anthropologie sales have improved substantially but remain slightly negative. Due to COVID-19 induced restrictions, most of our European stores have remained closed in Q1, however, UK stores are scheduled to re-open today. Fortunately, exceptionally strong, triple-digital on-line sales increases have largely offset the loss of store sales.

 

Urban Outfitters Inc. (URBN) is a leading lifestyle products and services company which operates a portfolio of global consumer brands comprised of Anthropologie, BHLDN, Free People, FP Movement, Terrain, Urban Outfitters, Nuuly and Menus & Venues brands.  The Company’s brands offer lifestyle-oriented general merchandise and consumer products through 644 stores in the United States, Canada and Europe, global websites, and catalogs.  Free People, FP Movement and Urban Outfitters wholesale sell their products through department and specialty stores worldwide, digital businesses and the Company’s Retail segment.

 

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 impacts of public health crises such as the coronavirus (COVID-19) pandemic, 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, the effects of the implementation of the United Kingdom's withdrawal from membership in the European Union (commonly referred to as “Brexit”), including currency fluctuations, economic conditions and legal or regulatory changes, any effects of war, terrorism and civil unrest, natural disasters, severe or unseasonable weather conditions or public health crises, 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 digital sales, our ability to maintain and expand our digital sales channels, response to new store concepts, our ability to integrate acquisitions, any material disruptions or security breaches with respect to our technology systems, failure of our manufacturers and third-party vendors to comply with our social compliance program, changes in our effective income tax rate (including the uncertainties associated with 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.

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