8-K
0000912615false00009126152023-11-212023-11-21

 

 

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 21, 2023

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))

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 November 21, 2023, 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, 2023.

Item 9.01.

Financial Statements and Exhibits

Exhibit No.

Description

 

 

99.1

Earnings Release dated November 21, 2023 – Operating results for the three and nine months ended October 31, 2023

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: November 22, 2023

 

By:

/s/ Melanie Marein-Efron

 

 

 

 

Melanie Marein-Efron

 

 

 

 

Chief Financial Officer

- 2 -

 


EX-99.1

 

Exhibit 99.1

URBAN OUTFITTERS, INC.

Third Quarter Results

Philadelphia, PA – November 21, 2023

For Immediate Release

Contact:

Oona McCullough

 

 

Executive Director of Investor Relations

 

 

(215) 454-4806

URBN Reports Record Sales and a 120% Increase in EPS

PHILADELPHIA, PA, November 21, 2023 – Urban Outfitters, Inc. (NASDAQ:URBN), a leading lifestyle products and services company which operates a portfolio of global consumer brands including the Anthropologie, Free People, FP Movement, Urban Outfitters and Nuuly brands, today announced net income of $83.0 million and earnings per diluted share of $0.88 for the three months ended October 31, 2023. For the nine months ended October 31, 2023, net income was $239.9 million and earnings per diluted share were $2.55.

Total Company net sales for the three months ended October 31, 2023, increased 9.0% to a record $1.28 billion. Total Retail segment net sales increased 7.3%, with comparable Retail segment net sales increasing 5.6%. The increase in Retail segment comparable net sales was driven by high single-digit positive growth in digital channel sales and mid single-digit positive growth in retail store sales. Comparable Retail segment net sales increased 22.5% at Free People and 13.2% at Anthropologie and decreased 14.2% at Urban Outfitters. Wholesale segment net sales decreased 3.6% driven by a 3.5% decrease in Free People wholesale sales due to a decrease in sales to department stores and close out account partners. Nuuly segment net sales increased by $30.2 million primarily driven by a 68% increase in our subscribers versus the end of the prior year’s comparable quarter.

For the nine months ended October 31, 2023, total Company net sales increased 7.5% to a record $3.67 billion. Total Retail segment net sales increased 5.9%, with comparable Retail segment net sales increasing 5.0%. The increase in Retail segment comparable net sales was driven by mid single-digit positive growth in both digital channel sales and retail store sales. Comparable Retail segment net sales increased 22.5% at Free People and 12.4% at Anthropologie and decreased 13.9% at Urban Outfitters. Wholesale segment net sales decreased 6.7% driven by an 8.1% decrease in Free People wholesale sales primarily due to a decrease in sales to department stores, while Urban Outfitters wholesale sales increased by $1.5 million. Nuuly segment net sales increased by $86.9 million primarily driven by a 68% increase in our subscribers versus the end of the prior year’s comparable period.

“We are proud to report record third quarter sales that helped drive a 120% increase in EPS,” said Richard A. Hayne, Chief Executive Officer. “As we enter the holiday season the consumer continues to react positively to our assortments and marketing campaigns at four out of five of our brands which leaves us confident we can continue to drive revenue and earnings growth in the fourth quarter,” 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,

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Net sales by brand

 

 

 

 

 

 

 

 

 

 

 

Anthropologie(1)

$

549,819

 

 

$

484,158

 

 

$

1,553,546

 

 

$

1,383,063

 

Urban Outfitters

 

324,375

 

 

 

367,557

 

 

 

979,507

 

 

 

1,121,708

 

Free People(2)

 

331,772

 

 

 

280,698

 

 

 

936,708

 

 

 

797,859

 

Nuuly

 

65,516

 

 

 

35,279

 

 

 

172,779

 

 

 

86,904

 

Menus & Venues

 

9,692

 

 

 

7,657

 

 

 

24,503

 

 

 

21,137

 

Total Company

$

1,281,174

 

 

$

1,175,349

 

 

$

3,667,043

 

 

$

3,410,671

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales by segment

 

 

 

 

 

 

 

 

 

 

 

Retail Segment

$

1,145,766

 

 

$

1,067,531

 

 

$

3,309,956

 

 

$

3,126,157

 

Wholesale Segment

 

69,892

 

 

 

72,539

 

 

 

184,308

 

 

 

197,610

 

Nuuly Segment

 

65,516

 

 

 

35,279

 

 

 

172,779

 

 

 

86,904

 

Total Company

$

1,281,174

 

 

$

1,175,349

 

 

$

3,667,043

 

 

$

3,410,671

 

(1)
Anthropologie includes the Anthropologie and Terrain brands.
(2)
Free People includes the Free People and FP Movement brands.

For the three months ended October 31, 2023, the gross profit rate increased by 509 basis points compared to the three months ended October 31, 2022, and gross profit dollars increased 27.3% to $454.4 million from $357.0 million. For the nine months ended October 31, 2023, the gross profit rate increased by 401 basis points compared to the nine months ended October 31, 2022, and gross profit dollars increased 21.5% to $1.28 billion from $1.05 billion. The increase in gross profit rate in both periods was primarily due to higher initial merchandise markups and lower merchandise markdowns in the Retail segment at Anthropologie, Free People and Urban Outfitters. The improvement in initial merchandise markups was primarily driven by lower inbound transportation costs. The increase in gross profit dollars in both periods was due to the improved gross profit rate and higher net sales.

As of October 31, 2023, total inventory decreased by $22.6 million, or 3.0%, compared to total inventory as of October 31, 2022. Total Retail segment inventory was flat, while Retail segment comparable inventory increased 1.2%. Wholesale segment inventory decreased by 33.0% due to improved inventory control and a reduction in wholesale sales.

For the three months ended October 31, 2023, selling, general and administrative expenses increased by $45.7 million, or 15.2%, compared to the three months ended October 31, 2022, and expressed as a percentage of net sales, deleveraged 146 basis points. For the nine months ended October 31, 2023, selling, general and administrative expenses increased by $103.2 million, or 11.9%, compared to the nine months ended October 31, 2022, and expressed as a percentage of net sales, deleveraged 104 basis points. The deleverage in selling, general and administrative expenses as a rate to sales for both periods was primarily related to increased marketing and creative expenses to support increased sales and customer growth and higher incentive-based compensation costs due to improved Company performance. The dollar growth in selling, general and administrative expenses for both periods was primarily related to increased marketing and creative expenses to support increased sales and customer growth, increased store payroll expenses to support the retail stores comparable net sales growth and the net growth in retail store count and higher incentive-based compensation costs due to improved Company performance.

The Company’s effective tax rate for the three months ended October 31, 2023 was 24.3%, compared to 28.8% in the prior year period. The Company’s effective tax rate for the nine months ended October 31, 2023 was 24.5%, compared to 28.8% in the prior year period. The decrease in the effective tax rate for the three and nine months ended October 31, 2023 was attributable to the ratio of foreign taxable earnings to global taxable earnings and the favorable impact of general business credits in the current year.

Net income for the three months ended October 31, 2023 was $83.0 million and earnings per diluted share were $0.88. Net income for the nine months ended October 31, 2023 was $239.9 million and earnings per diluted share were $2.55.

On August 22, 2017, the Company’s Board of Directors authorized the repurchase of 20 million common shares under a share repurchase program; all shares were repurchased and the authorization was completed by the end of June 2022. On

 


 

June 4, 2019, the Company’s Board of Directors authorized the repurchase of 20 million common shares under a new share repurchase program. During the year ended January 31, 2023, the Company repurchased and subsequently retired 4.7 million common shares for approximately $112 million. During the nine months ended October 31, 2023, the Company did not repurchase any common shares. As of October 31, 2023, 19.2 million common shares were remaining under the program.

During the nine months ended October 31, 2023, the Company opened a total of 21 new retail locations including: 10 Free People stores (including 6 FP Movement stores), 5 Urban Outfitters stores, 5 Anthropologie stores and 1 Menus & Venues restaurant; and closed 10 retail locations including: 4 Urban Outfitters stores, 4 Anthropologie stores, 1 Free People store and 1 Menus & Venues restaurant. During the nine months ended October 31, 2023, 1 Urban Outfitters franchisee-owned store was opened.

Urban Outfitters, Inc. offers lifestyle-oriented general merchandise and consumer products and services through a portfolio of global consumer brands comprised of 264 Urban Outfitters stores in the United States, Canada and Europe and websites; 239 Anthropologie stores in the United States, Canada and Europe, catalogs and websites; 197 Free People stores (including 37 FP Movement stores) in the United States, Canada and Europe, catalogs and websites, 11 Menus & Venues restaurants, 7 Urban Outfitters franchisee-owned stores and 2 Anthropologie franchisee-owned stores as of October 31, 2023. 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.

A conference call will be held today to discuss third quarter results and will be webcast at 5:15 pm. ET at: https://edge.media-server.com/mmc/p/o87vsq7u/.

As used in this document, unless otherwise defined, "Anthropologie" refers to the Company's Anthropologie and Terrain brands and "Free People" refers to the Company's Free People and FP Movement brands.

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: overall economic and market conditions (including current levels of inflation) and worldwide political events and the resultant impact on consumer spending patterns and our pricing power, 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, 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, including geopolitical instability and impacts of the war between Russia and Ukraine and from related sanctions imposed by the United States, the European Union, United Kingdom and others, terrorism and civil unrest, natural disasters, severe or unseasonable weather conditions (including as a result of climate change) or public health crises (such as the coronavirus (COVID-19)), labor shortages and increases in labor costs, raw material costs and transportation costs, availability of suitable retail space for expansion, timing of store openings, risks associated with international expansion, seasonal fluctuations in gross sales, response to new concepts, our ability to integrate acquisitions, risks associated with digital sales, our ability to maintain and expand our digital sales channels, any material disruptions or security breaches with respect to our technology systems, the departure of one or more key senior executives, import risks (including any shortage of transportation capacities or delays at ports), 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, failure of our manufacturers and third-party vendors to comply with our social compliance program, risks related to environmental, social and governance activities, changes in our effective income tax rate, changes in accounting standards and subjective assumptions, regulatory changes and legal matters and other risks identified in our 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,

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Net sales

$

1,281,174

 

 

$

1,175,349

 

 

$

3,667,043

 

 

$

3,410,671

 

Cost of sales (excluding store impairment)

 

825,375

 

 

 

817,348

 

 

 

2,384,432

 

 

 

2,354,817

 

Store impairment

 

1,392

 

 

 

958

 

 

 

1,392

 

 

 

958

 

          Gross profit

 

454,407

 

 

 

357,043

 

 

 

1,281,219

 

 

 

1,054,896

 

Selling, general and administrative expenses

 

345,429

 

 

 

299,725

 

 

 

968,760

 

 

 

865,523

 

          Income from operations

 

108,978

 

 

 

57,318

 

 

 

312,459

 

 

 

189,373

 

Other income (loss), net

 

705

 

 

 

(5,019

)

 

 

5,123

 

 

 

(9,270

)

         Income before income taxes

 

109,683

 

 

 

52,299

 

 

 

317,582

 

 

 

180,103

 

Income tax expense

 

26,669

 

 

 

15,068

 

 

 

77,659

 

 

 

51,866

 

          Net income

$

83,014

 

 

$

37,231

 

 

$

239,923

 

 

$

128,237

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income per common share:

 

 

 

 

 

 

 

 

 

 

 

       Basic

$

0.89

 

 

$

0.40

 

 

$

2.59

 

 

$

1.37

 

       Diluted

$

0.88

 

 

$

0.40

 

 

$

2.55

 

 

$

1.36

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

       Basic

 

92,780,736

 

 

 

92,174,160

 

 

 

92,667,878

 

 

 

93,544,085

 

       Diluted

 

94,448,376

 

 

 

93,036,066

 

 

 

94,168,058

 

 

 

94,322,783

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AS A PERCENTAGE OF NET SALES

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

100.0

%

 

 

100.0

%

 

 

100.0

%

 

 

100.0

%

Cost of sales (excluding store impairment)

 

64.4

%

 

 

69.5

%

 

 

65.1

%

 

 

69.1

%

Store impairment

 

0.1

%

 

 

0.1

%

 

 

0.0

%

 

 

0.0

%

         Gross profit

 

35.5

%

 

 

30.4

%

 

 

34.9

%

 

 

30.9

%

Selling, general and administrative expenses

 

27.0

%

 

 

25.5

%

 

 

26.4

%

 

 

25.3

%

          Income from operations

 

8.5

%

 

 

4.9

%

 

 

8.5

%

 

 

5.6

%

Other income (loss), net

 

0.1

%

 

 

(0.5

%)

 

 

0.2

%

 

 

(0.3

%)

         Income before income taxes

 

8.6

%

 

 

4.4

%

 

 

8.7

%

 

 

5.3

%

Income tax expense

 

2.1

%

 

 

1.2

%

 

 

2.2

%

 

 

1.5

%

          Net income

 

6.5

%

 

 

3.2

%

 

 

6.5

%

 

 

3.8

%

 

 


 

URBAN OUTFITTERS, INC.

Condensed Consolidated Balance Sheets

(amounts in thousands, except share data)

(unaudited)

 

 

October 31,

 

 

January 31,

 

 

October 31,

 

 

2023

 

 

2023

 

 

2022

 

ASSETS

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

    Cash and cash equivalents

$

206,237

 

 

$

201,260

 

 

$

147,431

 

    Marketable securities

 

249,176

 

 

 

181,378

 

 

 

146,364

 

    Accounts receivable, net of allowance for doubtful accounts
         of $1,271, $1,496 and $1,265, respectively

 

77,399

 

 

 

70,339

 

 

 

81,422

 

    Inventory

 

721,011

 

 

 

587,510

 

 

 

743,579

 

    Prepaid expenses and other current assets

 

235,227

 

 

 

197,232

 

 

 

226,280

 

            Total current assets

 

1,489,050

 

 

 

1,237,719

 

 

 

1,345,076

 

Property and equipment, net

 

1,272,652

 

 

 

1,187,735

 

 

 

1,175,080

 

Operating lease right-of-use assets

 

933,864

 

 

 

959,436

 

 

 

927,092

 

Marketable securities

 

132,939

 

 

 

102,844

 

 

 

95,246

 

Deferred income taxes and other assets

 

281,151

 

 

 

195,178

 

 

 

177,622

 

           Total Assets

$

4,109,656

 

 

$

3,682,912

 

 

$

3,720,116

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

    Accounts payable

$

319,115

 

 

$

257,620

 

 

$

326,529

 

    Current portion of operating lease liabilities

 

223,781

 

 

 

232,672

 

 

 

224,378

 

    Accrued expenses, accrued compensation and other
         current liabilities

 

506,028

 

 

 

400,082

 

 

 

457,537

 

           Total current liabilities

 

1,048,924

 

 

 

890,374

 

 

 

1,008,444

 

Non-current portion of operating lease liabilities

 

857,791

 

 

 

884,696

 

 

 

861,033

 

Deferred rent and other liabilities

 

156,383

 

 

 

115,159

 

 

 

112,248

 

           Total Liabilities

 

2,063,098

 

 

 

1,890,229

 

 

 

1,981,725

 

 

 

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

 

 

 

    Preferred shares; $.0001 par value, 10,000,000 shares
         authorized, none issued

 

 

 

 

 

 

 

 

    Common shares; $.0001 par value, 200,000,000 shares
         authorized, 92,784,344, 92,180,709 and 92,174,487 shares
         issued and outstanding, respectively

9

 

 

9

 

 

9

 

    Additional paid-in-capital

 

30,734

 

 

 

15,248

 

 

 

7,850

 

    Retained earnings

 

2,065,984

 

 

 

1,826,061

 

 

 

1,794,599

 

    Accumulated other comprehensive loss

 

(50,169

)

 

 

(48,635

)

 

 

(64,067

)

           Total Shareholders’ Equity

 

2,046,558

 

 

 

1,792,683

 

 

 

1,738,391

 

           Total Liabilities and Shareholders’ Equity

$

4,109,656

 

 

$

3,682,912

 

 

$

3,720,116

 

 

 


 

URBAN OUTFITTERS, INC.

Condensed Consolidated Statements of Cash Flows

(amounts in thousands)

(unaudited)

 

 

 

Nine Months Ended

 

 

 

October 31,

 

 

 

2023

 

 

2022

 

Cash flows from operating activities:

 

 

 

 

 

 

Net income

 

$

239,923

 

 

$

128,237

 

Adjustments to reconcile net income to net cash provided by (used in) operating activities:

 

 

 

 

 

 

Depreciation and amortization

 

 

75,286

 

 

 

77,529

 

Non-cash lease expense

 

 

151,413

 

 

 

143,036

 

Provision for deferred income taxes

 

 

33,660

 

 

 

366

 

Share-based compensation expense

 

 

23,245

 

 

 

21,971

 

Amortization of tax credit investment

 

 

11,929

 

 

 

 

Store impairment

 

 

1,392

 

 

 

958

 

Loss on disposition of property and equipment, net

 

 

146

 

 

 

345

 

Changes in assets and liabilities:

 

 

 

 

 

 

Receivables

 

 

(7,233

)

 

 

(19,235

)

Inventory

 

 

(135,216

)

 

 

(184,800

)

Prepaid expenses and other assets

 

 

(74,957

)

 

 

(56,699

)

Payables, accrued expenses and other liabilities

 

 

138,735

 

 

 

59,305

 

Operating lease liabilities

 

 

(178,084

)

 

 

(177,183

)

Net cash provided by (used in) operating activities

 

 

280,239

 

 

 

(6,170

)

Cash flows from investing activities:

 

 

 

 

 

 

Cash paid for property and equipment

 

 

(151,037

)

 

 

(143,445

)

Cash paid for marketable securities

 

 

(335,508

)

 

 

(22,000

)

Sales and maturities of marketable securities

 

 

242,847

 

 

 

230,745

 

Initial cash payment for tax credit investment

 

 

(20,000

)

 

 

 

Net cash (used in) provided by investing activities

 

 

(263,698

)

 

 

65,300

 

Cash flows from financing activities:

 

 

 

 

 

 

Proceeds from the exercise of stock options

 

 

594

 

 

 

376

 

Share repurchases related to share repurchase program

 

 

 

 

 

(112,016

)

Share repurchases related to taxes for share-based awards

 

 

(8,353

)

 

 

(6,680

)

Tax credit investment liability payments

 

 

(3,007

)

 

 

 

Net cash used in financing activities

 

 

(10,766

)

 

 

(118,320

)

Effect of exchange rate changes on cash and cash equivalents

 

 

(798

)

 

 

46

 

Increase (decrease) in cash and cash equivalents

 

 

4,977

 

 

 

(59,144

)

Cash and cash equivalents at beginning of period

 

 

201,260

 

 

 

206,575

 

Cash and cash equivalents at end of period

 

$

206,237

 

 

$

147,431