8-K
false000091261500009126152024-02-272024-02-27

 

 

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) February 27, 2024

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 February 27, 2024, 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 twelve months ended January 31, 2024.

Item 9.01.

Financial Statements and Exhibits

Exhibit No.

Description

 

 

99.1

Earnings Release dated February 27, 2024 – Operating results for the three and twelve months ended January 31, 2024

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: February 28, 2024

 

By:

/s/ Melanie Marein-Efron

 

 

 

 

Melanie Marein-Efron

 

 

 

 

Chief Financial Officer

- 2 -

 


EX-99.1

 

Exhibit 99.1

URBAN OUTFITTERS, INC.

Fourth Quarter Results

Philadelphia, PA – February 27, 2024

For Immediate Release

Contact:

Oona McCullough

 

 

Executive Director of Investor Relations

 

 

(215) 454-4806

URBN Reports Record Q4 Sales and Strong Earnings Growth

PHILADELPHIA, PA, February 27, 2024 – 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 $47.8 million and earnings per diluted share of $0.50 for the three months ended January 31, 2024. For the year ended January 31, 2024, net income was $287.7 million and earnings per diluted share were $3.05.

For the three months ended January 31, 2024, adjusted net income was $65.7 million and adjusted earnings per diluted share were $0.69. For the year ended January 31, 2024, adjusted net income was $306.7 million and adjusted earnings per diluted share were $3.25. Adjusted net income and earnings per diluted share for the three months and year ended January 31, 2024, excludes store impairment and lease abandonment charges, an asset impairment charge and a change in revenue recognition method for Nuuly. See “Reconciliation of Non-GAAP Financial Measures” included at the end of this release.

Total Company net sales for the three months ended January 31, 2024, increased 7.3% to a record $1.49 billion. Total Company adjusted net sales for the three months ended January 31, 2024, increased 8.0% to a record $1.50 billion. Total Retail segment net sales increased 6.2%, with comparable Retail segment net sales increasing 4.9%. The increase in Retail segment comparable net sales was driven by high single-digit positive growth in digital channel sales and low single-digit positive growth in retail store sales. Comparable Retail segment net sales increased 18.9% at Free People and 12.0% at Anthropologie and decreased 13.6% at Urban Outfitters. Wholesale segment net sales increased 3.3% driven by a 7.8% increase in Free People wholesale sales primarily due to an increase in sales to department stores, partially offset by a $1.9 million decrease in Urban Outfitters wholesale sales. Nuuly segment net sales increased by $20.3 million. Nuuly segment adjusted net sales increased by $29.4 million. The Nuuly segment adjusted net sales increase was primarily driven by a 56% increase in average active subscribers in the current quarter versus the prior year quarter.

For the year ended January 31, 2024, total Company net sales increased 7.5% to a record $5.15 billion. Total Company adjusted net sales for the year ended January 31, 2024, increased 7.7% to a record $5.16 billion. Total Retail segment net sales increased 6.0%, 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 digital channel sales and mid single-digit positive growth in retail store sales. Comparable Retail segment net sales increased 21.4% at Free People and 12.3% at Anthropologie and decreased 13.8% at Urban Outfitters. Wholesale segment net sales decreased 4.6% driven by a 4.8% decrease in Free People wholesale sales primarily due to decreases in sales to department stores and closeout account partners. Nuuly segment net sales increased by $106.2 million. Nuuly segment adjusted net sales increased by $115.3 million. The Nuuly segment adjusted net sales increase was primarily driven by an 82% increase in average active subscribers in the current year versus the prior year period.

“We are pleased to report record fourth quarter sales driven by strength at the Anthropologie, Free People, FP Movement and Nuuly brands,” said Richard A. Hayne, Chief Executive Officer. “Positive customer response to our early spring offerings bodes well for continued sales growth in the first quarter,” finished Mr. Hayne.

 


 

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

 

Three Months Ended

 

 

Twelve Months Ended

 

 

January 31,

 

 

January 31,

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Net sales by brand

 

 

 

 

 

 

 

 

 

 

 

Anthropologie(1)

$

679,524

 

 

$

602,865

 

 

$

2,233,070

 

 

$

1,985,928

 

Urban Outfitters

 

372,566

 

 

 

425,636

 

 

 

1,352,073

 

 

 

1,547,344

 

Free People(2)

 

362,266

 

 

 

306,153

 

 

 

1,298,974

 

 

 

1,104,012

 

Nuuly

 

63,080

 

 

 

42,733

 

 

 

235,859

 

 

 

129,637

 

Menus & Venues

 

8,758

 

 

 

7,186

 

 

 

33,261

 

 

 

28,323

 

Total Company

$

1,486,194

 

 

$

1,384,573

 

 

$

5,153,237

 

 

$

4,795,244

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales by segment

 

 

 

 

 

 

 

 

 

 

 

Retail Segment

$

1,368,742

 

 

$

1,289,201

 

 

$

4,678,698

 

 

$

4,415,358

 

Wholesale Segment

 

54,372

 

 

 

52,639

 

 

 

238,680

 

 

 

250,249

 

Nuuly Segment

 

63,080

 

 

 

42,733

 

 

 

235,859

 

 

 

129,637

 

Total Company

$

1,486,194

 

 

$

1,384,573

 

 

$

5,153,237

 

 

$

4,795,244

 

Adjusted net sales by brand and segment for the three and twelve-month periods were as follows:

 

Three Months Ended

 

 

Twelve Months Ended

 

 

January 31,

 

 

January 31,

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Adjusted net sales by brand

 

 

 

 

 

 

 

 

 

 

 

Anthropologie(1)

$

679,524

 

 

$

602,865

 

 

$

2,233,070

 

 

$

1,985,928

 

Urban Outfitters

 

372,566

 

 

 

425,636

 

 

 

1,352,073

 

 

 

1,547,344

 

Free People(2)

 

362,266

 

 

 

306,153

 

 

 

1,298,974

 

 

 

1,104,012

 

Nuuly

 

72,152

 

 

 

42,733

 

 

 

244,931

 

 

 

129,637

 

Menus & Venues

 

8,758

 

 

 

7,186

 

 

 

33,261

 

 

 

28,323

 

Total Company

$

1,495,266

 

 

$

1,384,573

 

 

$

5,162,309

 

 

$

4,795,244

 

 

 

 

 

 

 

 

 

 

 

 

 

Adjusted net sales by segment

 

 

 

 

 

 

 

 

 

 

 

Retail Segment

$

1,368,742

 

 

$

1,289,201

 

 

$

4,678,698

 

 

$

4,415,358

 

Wholesale Segment

 

54,372

 

 

 

52,639

 

 

 

238,680

 

 

 

250,249

 

Nuuly Segment

 

72,152

 

 

 

42,733

 

 

 

244,931

 

 

 

129,637

 

Total Company

$

1,495,266

 

 

$

1,384,573

 

 

$

5,162,309

 

 

$

4,795,244

 

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

For the three months ended January 31, 2024, the gross profit rate increased by 232 basis points compared to the three months ended January 31, 2023, and gross profit dollars increased 16.6% to $434.2 million from $372.3 million. For the three months ended January 31, 2024, adjusted gross profit as a percentage of adjusted net sales increased by 293 basis points compared to the three months ended January 31, 2023, and adjusted gross profit dollars increased 19.6% to $451.8 million from $377.8 million. The increase in adjusted gross profit rate was primarily due to higher initial merchandise markups primarily driven by lower inbound transportation costs. The increase in adjusted gross profit dollars was due to the improved adjusted gross profit rate and higher adjusted net sales.

For the year ended January 31, 2024, the gross profit rate increased by 353 basis points compared to the year ended January 31, 2023, and gross profit dollars increased 20.2% to $1.72 billion from $1.43 billion. For the year ended January 31, 2024, adjusted gross profit as a percentage of adjusted net sales increased by 370 basis points compared to the year ended January 31, 2023, and adjusted gross profit dollars increased 21.0% to $1.73 billion from $1.43 billion. The increase in adjusted gross profit rate 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 adjusted gross profit dollars was due to the improved adjusted gross profit rate and higher adjusted net sales.

 


 

As of January 31, 2024, total inventory decreased by $37.3 million, or 6.3%, compared to total inventory as of January 31, 2023. Total Retail segment inventory decreased by 4.6%, with Retail segment comparable inventory decreasing by 1.9%. Wholesale segment inventory decreased by 22.0% due to improved inventory control.

For the three months ended January 31, 2024, selling, general and administrative expenses increased by $35.4 million, or 10.6%, compared to the three months ended January 31, 2023. Selling, general and administrative expenses deleveraged 73 basis points and expressed as a percentage of adjusted net sales deleveraged 58 basis points compared to the three months ended January 31, 2023. For the year ended January 31, 2024, selling, general and administrative expenses increased by $138.6 million, or 11.5%, compared to the year ended January 31, 2023. Selling, general and administrative expenses deleveraged 95 basis points and expressed as a percentage of adjusted net sales deleveraged 90 basis points compared to the year ended January 31, 2023. The deleverage in selling, general and administrative expenses as a rate to adjusted net 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 January 31, 2024 was 25.4%, compared to 23.6% in the three months ended January 31, 2023. The Company’s adjusted effective tax rate for the three months ended January 31, 2024 was 25.4%, compared to 23.2% in the three months ended January 31, 2023. The Company’s effective tax rate for the year ended January 31, 2024 was 24.6%, compared to 27.8% in the year ended January 31, 2023. The Company’s adjusted effective tax rate for the year ended January 31, 2024 was 24.7%, compared to 27.6% in the year ended January 31, 2023. The increase in the adjusted effective tax rate for the three months ended January 31, 2024 was attributable to the ratio of foreign taxable earnings to global taxable earnings, partially offset by the favorable impact of general business credits in the current year. The decrease in the adjusted effective tax rate for the year ended January 31, 2024 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 January 31, 2024 was $47.8 million and earnings per diluted share were $0.50. Adjusted net income for the three months ended January 31, 2024 was $65.7 million and adjusted earnings per diluted share were $0.69. Net income for the year ended January 31, 2024 was $287.7 million and earnings per diluted share were $3.05. Adjusted net income for the year ended January 31, 2024 was $306.7 million and adjusted earnings per diluted share were $3.25.

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, 2024, the Company did not repurchase any common shares. During the year ended January 31, 2023, the Company repurchased and subsequently retired 4.7 million common shares for approximately $112 million. As of January 31, 2024, 19.2 million common shares were remaining under the program.

During the year ended January 31, 2024, the Company opened a total of 26 new retail locations including: 11 Free People stores (including 7 FP Movement stores), 7 Urban Outfitters stores, 7 Anthropologie stores and 1 Menus & Venues restaurant; and closed 20 retail locations including: 8 Urban Outfitters stores, 8 Anthropologie brand stores, 1 Free People brand store and 3 Menus & Venues restaurants. During the year ended January 31, 2024, 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 262 Urban Outfitters stores in the United States, Canada and Europe and websites; 237 Anthropologie stores in the United States, Canada and Europe, catalogs and websites; 198 Free People stores (including 38 FP Movement stores) in the United States, Canada and Europe, catalogs and websites, 9 Menus & Venues restaurants, 7 Urban Outfitters franchisee-owned stores and 2 Anthropologie franchisee-owned stores as of January 31, 2024. 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. Nuuly is a monthly women's apparel subscription rental service which offers a wide selection of rental product from the Company's own brands, third-party brands and one-of-a-kind vintage pieces.

A conference call will be held today to discuss fourth quarter results and will be webcast at 5:15 pm. ET at: https://edge.media-server.com/mmc/p/j2c8tt7b/.

 


 

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 conflict in the Middle East and the war between Russia and Ukraine and from related sanctions imposed by the United States, 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

 

 

Twelve Months Ended

 

 

January 31,

 

 

January 31,

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Net sales

$

1,486,194

 

 

$

1,384,573

 

 

$

5,153,237

 

 

$

4,795,244

 

Cost of sales (excluding store impairment and lease abandonment charges)

 

1,041,526

 

 

 

1,006,794

 

 

 

3,425,958

 

 

 

3,361,611

 

Store impairment and lease abandonment charges

 

10,483

 

 

 

5,459

 

 

 

11,875

 

 

 

6,417

 

          Gross profit

 

434,185

 

 

 

372,320

 

 

 

1,715,404

 

 

 

1,427,216

 

Selling, general and administrative expenses

 

370,445

 

 

 

335,070

 

 

 

1,339,205

 

 

 

1,200,593

 

Asset impairment

 

6,404

 

 

 

 

 

 

6,404

 

 

 

 

          Income from operations

 

57,336

 

 

 

37,250

 

 

 

369,795

 

 

 

226,623

 

Other income (loss), net

 

6,689

 

 

 

3,926

 

 

 

11,812

 

 

 

(5,344

)

         Income before income taxes

 

64,025

 

 

 

41,176

 

 

 

381,607

 

 

 

221,279

 

Income tax expense

 

16,274

 

 

 

9,714

 

 

 

93,933

 

 

 

61,580

 

          Net income

$

47,751

 

 

$

31,462

 

 

$

287,674

 

 

$

159,699

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income per common share:

 

 

 

 

 

 

 

 

 

 

 

       Basic

$

0.51

 

 

$

0.34

 

 

$

3.10

 

 

$

1.71

 

       Diluted

$

0.50

 

 

$

0.34

 

 

$

3.05

 

 

$

1.70

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

       Basic

 

92,786,380

 

 

 

92,178,462

 

 

 

92,697,751

 

 

 

93,199,874

 

       Diluted

 

94,805,976

 

 

 

93,619,121

 

 

 

94,327,785

 

 

 

94,144,062

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AS A PERCENTAGE OF NET SALES

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

100.0

%

 

 

100.0

%

 

 

100.0

%

 

 

100.0

%

Cost of sales (excluding store impairment and lease abandonment charges)

 

70.1

%

 

 

72.7

%

 

 

66.5

%

 

 

70.1

%

Store impairment and lease abandonment charges

 

0.7

%

 

 

0.4

%

 

 

0.2

%

 

 

0.1

%

         Gross profit

 

29.2

%

 

 

26.9

%

 

 

33.3

%

 

 

29.8

%

Selling, general and administrative expenses

 

24.8

%

 

 

24.2

%

 

 

26.0

%

 

 

25.1

%

Asset impairment

 

0.5

%

 

 

 

 

 

0.1

%

 

 

 

          Income from operations

 

3.9

%

 

 

2.7

%

 

 

7.2

%

 

 

4.7

%

Other income (loss), net

 

0.4

%

 

 

0.3

%

 

 

0.2

%

 

 

(0.1

%)

         Income before income taxes

 

4.3

%

 

 

3.0

%

 

 

7.4

%

 

 

4.6

%

Income tax expense

 

1.1

%

 

 

0.7

%

 

 

1.8

%

 

 

1.3

%

          Net income

 

3.2

%

 

 

2.3

%

 

 

5.6

%

 

 

3.3

%

 

 


 

URBAN OUTFITTERS, INC.

Condensed Consolidated Balance Sheets

(amounts in thousands, except share data)

(unaudited)

 

 

January 31,

 

 

January 31,

 

 

2024

 

 

2023

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

    Cash and cash equivalents

$

178,321

 

 

$

201,260

 

    Marketable securities

 

286,744

 

 

 

181,378

 

    Accounts receivable, net of allowance for doubtful accounts
         of $1,465 and $1,496, respectively

 

67,008

 

 

 

70,339

 

    Inventory

 

550,242

 

 

 

587,510

 

    Prepaid expenses and other current assets

 

200,188

 

 

 

197,232

 

            Total current assets

 

1,282,503

 

 

 

1,237,719

 

Property and equipment, net

 

1,286,541

 

 

 

1,187,735

 

Operating lease right-of-use assets

 

920,396

 

 

 

959,436

 

Marketable securities

 

314,152

 

 

 

102,844

 

Deferred income taxes and other assets

 

307,617

 

 

 

195,178

 

           Total Assets

$

4,111,209

 

 

$

3,682,912

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

    Accounts payable

$

253,342

 

 

$

257,620

 

    Current portion of operating lease liabilities

 

226,645

 

 

 

232,672

 

    Accrued expenses, accrued compensation and other
         current liabilities

 

514,218

 

 

 

400,082

 

           Total current liabilities

 

994,205

 

 

 

890,374

 

Non-current portion of operating lease liabilities

 

851,853

 

 

 

884,696

 

Deferred rent and other liabilities

 

152,611

 

 

 

115,159

 

           Total Liabilities

 

1,998,669

 

 

 

1,890,229

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

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

 

 

 

 

 

    Common shares; $.0001 par value, 200,000,000 shares
         authorized, 92,787,522, and 92,180,709 shares issued and
         outstanding, respectively

9

 

 

9

 

    Additional paid-in-capital

 

37,943

 

 

 

15,248

 

    Retained earnings

 

2,113,735

 

 

 

1,826,061

 

    Accumulated other comprehensive loss

 

(39,147

)

 

 

(48,635

)

           Total Shareholders’ Equity

 

2,112,540

 

 

 

1,792,683

 

           Total Liabilities and Shareholders’ Equity

$

4,111,209

 

 

$

3,682,912

 

 

 


 

URBAN OUTFITTERS, INC.

Condensed Consolidated Statements of Cash Flows

(amounts in thousands)

(unaudited)

 

 

 

Twelve Months Ended

 

 

 

January 31,

 

 

 

2024

 

 

2023

 

Cash flows from operating activities:

 

 

 

 

 

 

Net income

 

$

287,674

 

 

$

159,699

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

Depreciation and amortization

 

 

102,487

 

 

 

102,339

 

Non-cash lease expense

 

 

202,265

 

 

 

193,863

 

Provision (benefit) for deferred income taxes

 

 

24,711

 

 

 

(2,577

)

Share-based compensation expense

 

 

30,508

 

 

 

29,449

 

Amortization of tax credit investment

 

 

15,906

 

 

 

 

Store impairment and lease abandonment charges

 

 

11,875

 

 

 

6,417

 

Asset impairment

 

 

6,404

 

 

 

 

Loss on disposition of property and equipment, net

 

 

309

 

 

 

982

 

Changes in assets and liabilities:

 

 

 

 

 

 

Receivables

 

 

3,708

 

 

 

(7,103

)

Inventory

 

 

38,785

 

 

 

(22,286

)

Prepaid expenses and other assets

 

 

(53,532

)

 

 

(31,257

)

Payables, accrued expenses and other liabilities

 

 

74,185

 

 

 

(49,593

)

Operating lease liabilities

 

 

(235,874

)

 

 

(237,204

)

Net cash provided by operating activities

 

 

509,411

 

 

 

142,729

 

Cash flows from investing activities:

 

 

 

 

 

 

Cash paid for property and equipment

 

 

(199,625

)

 

 

(199,513

)

Cash paid for marketable securities

 

 

(649,389

)

 

 

(109,148

)

Sales and maturities of marketable securities

 

 

347,366

 

 

 

276,650

 

Initial cash payment for tax credit investment

 

 

(20,000

)

 

 

 

Net cash used in investing activities

 

 

(521,648

)

 

 

(32,011

)

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

 

 

(8,407

)

 

 

(6,760

)

Tax credit investment liability payments

 

 

(4,319

)

 

 

 

Net cash used in financing activities

 

 

(12,132

)

 

 

(118,400

)

Effect of exchange rate changes on cash and cash equivalents

 

 

1,430

 

 

 

2,367

 

Decrease in cash and cash equivalents

 

 

(22,939

)

 

 

(5,315

)

Cash and cash equivalents at beginning of period

 

 

201,260

 

 

 

206,575

 

Cash and cash equivalents at end of period

 

$

178,321

 

 

$

201,260

 

 

 

 

 


 

Important Information Regarding Non-GAAP Financial Measures

In addition to evaluating the financial condition and results of our operations in accordance with U.S. generally accepted accounting principles (“GAAP”), from time to time our management evaluates and analyzes results and any impact on the Company of certain events outside of normal, or “core,” business and operations, by considering adjusted financial measures not prepared in accordance with GAAP. Examples of items that we consider non-core include store impairment and lease abandonment charges, an asset impairment charge and a change in revenue recognition method for Nuuly. In order to improve the transparency of our disclosures, provide a meaningful presentation of results from our core business operations and improve period-over-period comparability, we have included certain adjusted financial measures for fiscal 2024 and 2023 that exclude the impact of these non-core business items.

We believe these adjusted financial measures are important indicators of our recurring results of operations because they exclude items that may not be indicative of, or are unrelated to, our underlying results of operations and provide a useful baseline for analyzing trends in our underlying business. Management uses adjusted financial measures for planning, forecasting and evaluating business and financial performance.

Non-GAAP financial measures should be viewed as supplementing, and not as an alternative or substitute for, the Company’s financial results prepared in accordance with GAAP. Certain of the items that may be excluded or included in non-GAAP financial measures may be significant items that could impact the Company’s financial position, results of operations or cash flows and should therefore be considered in assessing the Company’s actual and future financial condition and performance. These adjusted financial measures are not consistent with GAAP and may not be calculated the same as similarly titled measures used by other companies.

 

 

 

 


 

URBAN OUTFITTERS, INC.

Reconciliation of Non-GAAP Financial Measures

(amounts in thousands, except per share data)

(unaudited)

 

 

 

 

 

 

 

 

 

 

Reconciliation of Total Company Adjusted Net Sales:

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

January 31,

 

2024

 

 

2023

 

$'s

 

 

% Change

 

 

$'s

 

 

 

 

 

 

 

 

 

 

 

 

Net sales (GAAP)

$

1,486,194

 

 

 

7.3

%

 

$

1,384,573

 

 

Adjustments:

 

 

 

 

 

 

 

 

 

Change in revenue recognition method for Nuuly (a)

 

9,072

 

 

 

 

 

 

 

 

Adjusted net sales (Non-GAAP)

$

1,495,266

 

 

 

8.0

%

 

$

1,384,573

 

 

 

 

 

 

 

 

 

 

 

 

 

Twelve Months Ended

 

January 31,

 

2024

 

 

2023

 

$'s

 

 

% Change

 

 

$'s

 

 

 

 

 

 

 

 

 

 

 

 

Net sales (GAAP)

$

5,153,237

 

 

 

7.5

%

 

$

4,795,244

 

 

Adjustments:

 

 

 

 

 

 

 

 

 

Change in revenue recognition method for Nuuly (a)

 

9,072

 

 

 

 

 

 

 

 

Adjusted net sales (Non-GAAP)

$

5,162,309

 

 

 

7.7

%

 

$

4,795,244

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of Nuuly Segment Adjusted Net Sales:

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

January 31,

 

2024

 

 

2023

 

$'s

 

 

$ Change

 

 

$'s

 

 

 

 

 

 

 

 

 

 

 

 

Net sales (GAAP)

$

63,080

 

 

$

20,347

 

 

$

42,733

 

 

Adjustments:

 

 

 

 

 

 

 

 

 

Change in revenue recognition method for Nuuly (a)

 

9,072

 

 

 

 

 

 

 

 

Adjusted net sales (Non-GAAP)

$

72,152

 

 

$

29,419

 

 

$

42,733

 

 

 

 

 

 

 

 

 

 

 

 

 

Twelve Months Ended

 

January 31,

 

2024

 

 

2023

 

$'s

 

 

$ Change

 

 

$'s

 

 

 

 

 

 

 

 

 

 

 

 

Net sales (GAAP)

$

235,859

 

 

$

106,222

 

 

$

129,637

 

 

Adjustments:

 

 

 

 

 

 

 

 

 

Change in revenue recognition method for Nuuly (a)

 

9,072

 

 

 

 

 

 

 

 

Adjusted net sales (Non-GAAP)

$

244,931

 

 

$

115,294

 

 

$

129,637

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

URBAN OUTFITTERS, INC.

 

Reconciliation of Non-GAAP Financial Measures

 

(amounts in thousands, except per share data)

 

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of Total Company Adjusted Gross Profit:

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

January 31,

 

 

2024

 

 

2023

 

 

$'s

 

% of Net Sales

 

% of Adj. Net Sales

 

 

$'s

 

% of Net Sales

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit (GAAP)

$

434,185

 

 

29.2

%

 

 

 

$

372,320

 

 

26.9

%

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

Change in revenue recognition method for Nuuly (a)

 

7,097

 

 

 

 

 

 

 

 

 

 

Store impairment and lease abandonment charges (b)

 

10,483

 

 

 

 

 

 

 

5,459

 

 

 

Adjusted gross profit (Non-GAAP)

$

451,765

 

 

 

 

30.2

%

 

$

377,779

 

 

27.3

%

 

 

 

 

 

 

 

 

 

 

 

 

 

Twelve Months Ended

 

 

January 31,

 

 

2024

 

 

2023

 

 

$'s

 

% of Net Sales

 

% of Adj. Net Sales

 

 

$'s

 

% of Net Sales

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross profit (GAAP)

$

1,715,404

 

 

33.3

%

 

 

 

$

1,427,216

 

 

29.8

%

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

Change in revenue recognition method for Nuuly (a)

 

7,097

 

 

 

 

 

 

 

 

 

 

Store impairment and lease abandonment charges (b)

 

11,875

 

 

 

 

 

 

 

6,417

 

 

 

Adjusted gross profit (Non-GAAP)

$

1,734,376

 

 

 

 

33.6

%

 

$

1,433,633

 

 

29.9

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

URBAN OUTFITTERS, INC.

 

Reconciliation of Non-GAAP Financial Measures

 

(amounts in thousands, except per share data)

 

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of Total Company Adjusted Income from Operations:

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

January 31,

 

 

2024

 

 

2023

 

 

$'s

 

% of Net Sales

 

% of Adj. Net Sales

 

 

$'s

 

% of Net Sales

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from operations (GAAP)

$

57,336

 

 

3.9

%

 

 

 

$

37,250

 

 

2.7

%

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

Change in revenue recognition method for Nuuly (a)

 

7,097

 

 

 

 

 

 

 

 

 

 

Store impairment and lease abandonment charges (b)

 

10,483

 

 

 

 

 

 

 

5,459

 

 

 

Asset impairment charge (c)

 

6,404

 

 

 

 

 

 

 

 

 

 

Adjusted income from operations (Non-GAAP)

$

81,320

 

 

 

 

5.4

%

 

$

42,709

 

 

3.1

%

 

 

 

 

 

 

 

 

 

 

 

 

 

Twelve Months Ended

 

 

January 31,

 

 

2024

 

 

2023

 

 

$'s

 

% of Net Sales

 

% of Adj. Net Sales

 

 

$'s

 

% of Net Sales

 

 

 

 

 

 

 

 

 

 

 

 

 

Income from operations (GAAP)

$

369,795

 

 

7.2

%

 

 

 

$

226,623

 

 

4.7

%

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

Change in revenue recognition method for Nuuly (a)

 

7,097

 

 

 

 

 

 

 

 

 

 

Store impairment and lease abandonment charges (b)

 

11,875

 

 

 

 

 

 

 

6,417

 

 

 

Asset impairment charge (c)

 

6,404

 

 

 

 

 

 

 

 

 

 

Adjusted income from operations (Non-GAAP)

$

395,171

 

 

 

 

7.7

%

 

$

233,040

 

 

4.9

%

 

 

 


 

URBAN OUTFITTERS, INC.

Reconciliation of Non-GAAP Financial Measures

(amounts in thousands, except per share data)

(unaudited)

 

 

 

 

 

 

 

 

Reconciliation of Total Company Adjusted Income Tax Expense and Adjusted Effective Tax Rate:

 

Three Months Ended

 

January 31,

 

2024

 

2023

 

$'s

 

 

 

$'s

 

 

 

 

 

 

 

 

 

 

Income before income taxes (GAAP)

$

64,025

 

 

 

$

41,176

 

 

Adjustments:

 

 

 

 

 

 

 

Change in revenue recognition method for Nuuly (a)

 

7,097

 

 

 

 

 

 

Store impairment and lease abandonment charges (b)

 

10,483

 

 

 

 

5,459

 

 

Asset impairment charge (c)

 

6,404

 

 

 

 

 

 

Adjusted income before income taxes (Non-GAAP)

$

88,009

 

 

 

$

46,635

 

 

 

 

 

 

 

 

 

 

Income tax expense (GAAP)

$

16,274

 

 

 

$

9,714

 

 

Adjustments:

 

 

 

 

 

 

 

Provision for income taxes on adjustments (d)

 

6,044

 

 

 

 

1,085

 

 

Adjusted income tax expense (Non-GAAP)

$

22,318

 

 

 

$

10,799

 

 

 

 

 

 

 

 

 

 

Effective income tax rate (GAAP)

 

25.4

%

 

 

 

23.6

%

 

Adjustments

 

(0.0

%)

 

 

 

(0.4

%)

 

Adjusted effective income tax rate (Non-GAAP)

 

25.4

%

 

 

 

23.2

%

 

 

 

 

 

 

 

 

 

 

Twelve Months Ended

 

January 31,

 

2024

 

2023

 

$'s

 

 

 

$'s

 

 

 

 

 

 

 

 

 

 

Income before income taxes (GAAP)

$

381,607

 

 

 

$

221,279

 

 

Adjustments:

 

 

 

 

 

 

 

Change in revenue recognition method for Nuuly (a)

 

7,097

 

 

 

 

 

 

Store impairment and lease abandonment charges (b)

 

11,875

 

 

 

 

6,417

 

 

Asset impairment charge (c)

 

6,404

 

 

 

 

 

 

Adjusted income before income taxes (Non-GAAP)

$

406,983

 

 

 

$

227,696

 

 

 

 

 

 

 

 

 

 

Income tax expense (GAAP)

$

93,933

 

 

 

$

61,580

 

 

Adjustments:

 

 

 

 

 

 

 

Provision for income taxes on adjustments (d)

 

6,396

 

 

 

 

1,275

 

 

Adjusted income tax expense (Non-GAAP)

$

100,329

 

 

 

$

62,855

 

 

 

 

 

 

 

 

 

 

Effective income tax rate (GAAP)

 

24.6

%

 

 

 

27.8

%

 

Adjustments

 

0.1

%

 

 

 

(0.2

%)

 

Adjusted effective income tax rate (Non-GAAP)

 

24.7

%

 

 

 

27.6

%

 

 

 

 


 

URBAN OUTFITTERS, INC.

 

Reconciliation of Non-GAAP Financial Measures

 

(amounts in thousands, except per share data)

 

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

Reconciliation of Total Company Adjusted Net Income and Adjusted Diluted EPS:

 

 

Three Months Ended

 

 

January 31,

 

 

2024

 

 

2023

 

 

$'s

 

% of Net Sales

 

% of Adj. Net Sales

 

 

$'s

 

% of Net Sales

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (GAAP)

$

47,751

 

 

3.2

%

 

 

 

$

31,462

 

 

2.3

%

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

Change in revenue recognition method for Nuuly (a)

 

7,097

 

 

 

 

 

 

 

 

 

 

Store impairment and lease abandonment charges (b)

 

10,483

 

 

 

 

 

 

 

5,459

 

 

 

Asset impairment charge (c)

 

6,404

 

 

 

 

 

 

 

 

 

 

Provision for income taxes on adjustments (d)

 

(6,044

)

 

 

 

 

 

 

(1,085

)

 

 

Adjusted net income (Non-GAAP)

$

65,691

 

 

 

 

4.4

%

 

$

35,836

 

 

2.6

%

 

 

 

 

 

 

 

 

 

 

 

 

Diluted EPS (GAAP)

$

0.50

 

 

 

 

 

 

$

0.34

 

 

 

Adjustments, net of tax

 

0.19

 

 

 

 

 

 

 

0.04

 

 

 

Adjusted diluted EPS (Non-GAAP)

$

0.69

 

 

 

 

 

 

$

0.38

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Twelve Months Ended

 

 

January 31,

 

 

2024

 

 

2023

 

 

$'s

 

% of Net Sales

 

% of Adj. Net Sales

 

 

$'s

 

% of Net Sales

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (GAAP)

$

287,674

 

 

5.6

%

 

 

 

$

159,699

 

 

3.3

%

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

Change in revenue recognition method for Nuuly (a)

 

7,097

 

 

 

 

 

 

 

 

 

 

Store impairment and lease abandonment charges (b)

 

11,875

 

 

 

 

 

 

 

6,417

 

 

 

Asset impairment charge (c)

 

6,404

 

 

 

 

 

 

 

 

 

 

Provision for income taxes on adjustments (d)

 

(6,396

)

 

 

 

 

 

 

(1,275

)

 

 

Adjusted net income (Non-GAAP)

$

306,654

 

 

 

 

5.9

%

 

$

164,841

 

 

3.4

%

 

 

 

 

 

 

 

 

 

 

 

 

Diluted EPS (GAAP)

$

3.05

 

 

 

 

 

 

$

1.70

 

 

 

Adjustments, net of tax

 

0.20

 

 

 

 

 

 

 

0.05

 

 

 

Adjusted diluted EPS (Non-GAAP)

$

3.25

 

 

 

 

 

 

$

1.75

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(a) During the three months ended January 31, 2024, the Company changed the revenue recognition method for Nuuly Rent from recognizing the monthly subscription fee revenue in the period the customer is billed to recognizing over the monthly period over which the customer’s subscription fee pertains. The Company also changed the period over which it amortizes rental product to align with the change in revenue recognition method. The impact was a reduction in “Net sales” of $9,072 and a reduction in “Cost of sales” of $1,975, resulting in a net reduction of $7,097 in “Gross profit.”

 

 

 

 

 

 

 

 

 

 

 

 

 

(b) Store impairment charges relate to 11 and 15 retail locations during the three and twelve months ended January 31, 2024, respectively, and 15 and 19 retail locations during the three and twelve months ended January 31, 2023, respectively. During the three months ended January 31, 2024, the Company also recorded lease abandonment charges for two store locations which it has committed to cease operations but the lease has not been terminated.

 

 

 

 

 

 

 

 

 

 

 

 

 

(c) The asset impairment charge relates to the write-off of “Property and equipment, net” of the Nuuly Thrift marketplace which the Company has decided to wind down in fiscal 2025.

 

 

 

 

 

 

 

 

 

 

 

 

 

 


 

(d) The income tax impact of non-GAAP adjustments is calculated using the estimated tax rate in effect for the respective non-GAAP adjustments.