8-K
0000912615false00009126152022-11-212022-11-21

 

 

 

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, 2022

 

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, 2022, 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, 2022.

 

Item 9.01.

Financial Statements and Exhibits

 

Exhibit No.

Description

 

 

99.1

Earnings Release dated November 21, 2022 – Operating results for the three and nine months ended October 31, 2022

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, 2022

 

 

 

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, 2022

 

For Immediate Release

 

Contact:

 

Oona McCullough

 

 

 

 

Executive Director of Investor Relations

 

 

 

 

(215) 454-4806

URBN Reports Q3 Sales and Earnings

PHILADELPHIA, PA, November 21, 2022 – Urban Outfitters, Inc. (NASDAQ:URBN), a leading lifestyle products and services company which operates a portfolio of global consumer brands comprised of the Anthropologie, BHLDN, Free People, FP Movement, Terrain, Urban Outfitters, Nuuly and Menus & Venues brands, today announced net income of $37.2 million and earnings per diluted share of $0.40 for the three months ended October 31, 2022. For the nine months ended October 31, 2022, net income was $128.2 million and earnings per diluted share were $1.36.

Total Company net sales for the three months ended October 31, 2022, increased 3.9% over the same period last year to a record $1.18 billion. Total Retail segment net sales increased 2%, with comparable Retail segment net sales increasing 4%, partially offset by a 2% negative impact of foreign currency translation. The increase in Retail segment comparable net sales was driven by mid-single-digit positive digital channel sales and low single-digit positive retail store sales. By brand, comparable Retail segment net sales increased 13% at the Anthropologie Group and 8% at the Free People Group and decreased 9% at Urban Outfitters. Wholesale segment net sales decreased 3%, driven by a 4% decrease in Free People Group wholesale sales, partially offset by a 6% increase in Urban Outfitters wholesale sales. Nuuly segment net sales increased by $22.6 million driven by a 185% increase in our subscribers during the quarter versus the prior year’s comparable quarter.

For the nine months ended October 31, 2022, total Company net sales increased 6.0% compared to the same period last year. Total Retail segment net sales increased 5%, with comparable Retail segment net sales also increasing 5%. The relative proportion of Retail segment sales attributable to store and digital channels changed due in large part to the temporary global store closures and occupancy restrictions in the first nine months of the prior year due to the COVID-19 pandemic. With those restrictions not present in the first nine months of the current year, Retail segment comparable sales increased due to double-digit growth in retail store sales due to increased store traffic, while digital channel sales were flat. By brand, comparable Retail segment net sales increased 13% at the Anthropologie Group and 10% at the Free People Group and decreased 6% at Urban Outfitters. Wholesale segment net sales increased 1%, driven by a 2% increase in Free People Group wholesale sales, partially offset by a decline in Urban Outfitters wholesale sales. Nuuly segment net sales increased by $56.5 million driven by a 200% increase in our subscribers during the period versus the prior year’s comparable period.

“We are pleased to announce record Q3 sales fueled by strong 'comps' at the Anthropologie and Free People brands,” said Richard A. Hayne, Chief Executive Officer. “As we approach the all-important Black Friday/Cyber Monday weekend, we are encouraged by sales quarter-to-date,” 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,

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Net sales by brand

 

 

 

 

 

 

 

 

 

 

 

Anthropologie Group

$

484,158

 

 

$

431,407

 

 

$

1,383,063

 

 

$

1,235,567

 

Urban Outfitters

 

367,557

 

 

 

415,877

 

 

 

1,121,708

 

 

 

1,207,174

 

Free People Group

 

280,698

 

 

 

264,995

 

 

 

797,859

 

 

 

727,454

 

Nuuly

 

35,279

 

 

 

12,688

 

 

 

86,904

 

 

 

30,447

 

Menus & Venues

 

7,657

 

 

 

6,457

 

 

 

21,137

 

 

 

15,922

 

Total Company

$

1,175,349

 

 

$

1,131,424

 

 

$

3,410,671

 

 

$

3,216,564

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales by segment

 

 

 

 

 

 

 

 

 

 

 

Retail Segment

$

1,067,531

 

 

$

1,043,905

 

 

$

3,126,157

 

 

$

2,990,413

 

Wholesale Segment

 

72,539

 

 

 

74,831

 

 

 

197,610

 

 

 

195,704

 

Nuuly Segment

 

35,279

 

 

 

12,688

 

 

 

86,904

 

 

 

30,447

 

Total Company

$

1,175,349

 

 

$

1,131,424

 

 

$

3,410,671

 

 

$

3,216,564

 

For the three months ended October 31, 2022, the gross profit rate decreased by 416 basis points compared to the prior year’s comparable period. Gross profit dollars decreased 8.6% to $357.0 million. The decrease in gross profit rate and dollars was primarily due to higher markdowns at all three brands as compared to record low markdown rates in the comparable prior year quarter, with the Urban Outfitters brand having the largest variance.

For the nine months ended October 31, 2022, the gross profit rate decreased by 410 basis points compared to the prior year’s comparable period. Gross profit dollars decreased 6.4% to $1.05 billion. The decrease in gross profit rate and dollars was primarily due to higher markdowns at all three brands as compared to record low markdown rates in the comparable prior year period, as well as lower initial merchandise markups driven largely by higher inbound transportation expenses.

As of October 31, 2022, total inventory increased by $116.5 million, or 18.6%, on a year-over-year basis. Retail segment inventory increased by 17% driven by higher costs, earlier than planned receipts due to improved supply chain speed and excess slower selling product in certain categories. Wholesale segment inventory increased by 39% due to softness in department store sales.

For the three months ended October 31, 2022, selling, general and administrative expenses increased by $24.9 million, or 9.1%, compared to the prior year’s comparable period, and expressed as a percentage of net sales, deleveraged 121 basis points. The deleverage in SG&A as a rate to sales and growth in SG&A dollars was primarily related to increased store payroll expenses incurred due to increased store associate hours to support increased customer traffic and higher average wages in order to attract and retain employees, as well as marketing expenses to support increased sales and customer growth.

For the nine months ended October 31, 2022, selling, general and administrative expenses increased by $94.1 million, or 12.2%, compared to the prior year’s comparable period, and expressed as a percentage of net sales, deleveraged 139 basis points. The deleverage in SG&A as a rate to sales and growth in SG&A dollars was primarily related to higher store payroll expenses to support retail store sales growth in the nine months ended October 31, 2022, along with increased store associate hours to support increased customer traffic and higher average wages in order to attract and retain employees. Additionally, marketing expenses increased to support sales and customer growth.

The Company’s effective tax rate for the three months ended October 31, 2022 was 28.8%, compared to 23.0% in the prior year period. The Company’s effective tax rate for the nine months ended October 31, 2022 was 28.8%, compared to 23.6% in the prior year period. The increase in the effective tax rate for the three and nine months ended October 31, 2022, was attributable to the ratio of foreign taxable earnings to global taxable earnings, tax rate law changes and the prior year favorable impact of equity activity.

Net income for the three months ended October 31, 2022 was $37.2 million and earnings per diluted share were $0.40. Net income for the nine months ended October 31, 2022 was $128.2 million and earnings per diluted share were $1.36.

 


 

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 nine months ended October 31, 2022, the Company repurchased and subsequently retired 4.7 million common shares for approximately $112 million. As of October 31, 2022, 19.2 million common shares were remaining under the program.

During the nine months ended October 31, 2022, the Company opened a total of 23 new retail locations including: 13 Free People Group stores (including 7 FP Movement stores), 5 Urban Outfitters stores, 4 Anthropologie Group stores and 1 Menus & Venues restaurant; and closed 4 retail locations including: 2 Urban Outfitters stores, 1 Anthropologie Group store and 1 Free People Group store. During the nine months ended October 31, 2022, 2 Urban Outfitters franchisee-owned stores and 1 Anthropologie Group franchisee-owned store were 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; 241 Anthropologie Group stores in the United States, Canada and Europe, catalogs and websites; 185 Free People stores in the United States, Canada and Europe, catalogs and websites, 11 Menus & Venues restaurants, 4 Urban Outfitters franchisee-owned stores and 2 Anthropologie Group franchisee-owned stores as of October 31, 2022. 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/y32ftj5i.

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, 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), terrorism and civil unrest, natural disasters, severe or unseasonable weather conditions (including as a result of climate change) or public health crises, 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,

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Net sales

$

1,175,349

 

 

$

1,131,424

 

 

$

3,410,671

 

 

$

3,216,564

 

Cost of sales (excluding store impairment)

 

817,348

 

 

 

740,686

 

 

 

2,354,817

 

 

 

2,089,910

 

Store impairment

 

958

 

 

 

 

 

 

958

 

 

 

 

Gross profit

 

357,043

 

 

 

390,738

 

 

 

1,054,896

 

 

 

1,126,654

 

Selling, general and administrative expenses

 

299,725

 

 

 

274,836

 

 

 

865,523

 

 

 

771,396

 

Income from operations

 

57,318

 

 

 

115,902

 

 

 

189,373

 

 

 

355,258

 

Other loss, net

 

(5,019

)

 

 

(551

)

 

 

(9,270

)

 

 

(2,503

)

Income before income taxes

 

52,299

 

 

 

115,351

 

 

 

180,103

 

 

 

352,755

 

Income tax expense

 

15,068

 

 

 

26,496

 

 

 

51,866

 

 

 

83,091

 

Net income

$

37,231

 

 

$

88,855

 

 

$

128,237

 

 

$

269,664

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income per common share:

 

 

 

 

 

 

 

 

 

 

 

Basic

$

0.40

 

 

$

0.90

 

 

$

1.37

 

 

$

2.75

 

Diluted

$

0.40

 

 

$

0.89

 

 

$

1.36

 

 

$

2.71

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

Basic

 

92,174,160

 

 

 

98,202,399

 

 

 

93,544,085

 

 

 

98,209,796

 

Diluted

 

93,036,066

 

 

 

99,415,838

 

 

 

94,322,783

 

 

 

99,447,551

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AS A PERCENTAGE OF NET SALES

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

100.0

%

 

 

100.0

%

 

 

100.0

%

 

 

100.0

%

Cost of sales (excluding store impairment)

 

69.5

%

 

 

65.5

%

 

 

69.1

%

 

 

65.0

%

Store impairment

 

0.1

%

 

 

 

 

 

0.0

%

 

 

 

Gross profit

 

30.4

%

 

 

34.5

%

 

 

30.9

%

 

 

35.0

%

Selling, general and administrative expenses

 

25.5

%

 

 

24.3

%

 

 

25.3

%

 

 

24.0

%

Income from operations

 

4.9

%

 

 

10.2

%

 

 

5.6

%

 

 

11.0

%

Other loss, net

 

(0.5

%)

 

 

(0.0

%)

 

 

(0.3

%)

 

 

(0.0

%)

Income before income taxes

 

4.4

%

 

 

10.2

%

 

 

5.3

%

 

 

11.0

%

Income tax expense

 

1.2

%

 

 

2.3

%

 

 

1.5

%

 

 

2.6

%

Net income

 

3.2

%

 

 

7.9

%

 

 

3.8

%

 

 

8.4

%

 

 


 

URBAN OUTFITTERS, INC.

Condensed Consolidated Balance Sheets

(amounts in thousands, except share data)

(unaudited)

 

 

October 31,

 

 

January 31,

 

 

October 31,

 

 

2022

 

 

2022

 

 

2021

 

ASSETS

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

$

147,431

 

 

$

206,575

 

 

$

236,354

 

Marketable securities

 

146,364

 

 

 

239,420

 

 

 

188,375

 

Accounts receivable, net of allowance for doubtful accounts
         of $1,265, $1,348 and $1,313, respectively

 

81,422

 

 

 

63,760

 

 

 

114,208

 

Inventory

 

743,579

 

 

 

569,699

 

 

 

627,103

 

Prepaid expenses and other current assets

 

226,280

 

 

 

206,293

 

 

 

203,213

 

Total current assets

 

1,345,076

 

 

 

1,285,747

 

 

 

1,369,253

 

Property and equipment, net

 

1,175,080

 

 

 

1,145,085

 

 

 

1,088,287

 

Operating lease right-of-use assets

 

927,092

 

 

 

1,000,255

 

 

 

1,030,776

 

Marketable securities

 

95,246

 

 

 

223,557

 

 

 

269,780

 

Deferred income taxes and other assets

 

177,622

 

 

 

136,703

 

 

 

132,510

 

Total Assets

$

3,720,116

 

 

$

3,791,347

 

 

$

3,890,606

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

Accounts payable

$

326,529

 

 

$

304,246

 

 

$

315,481

 

Current portion of operating lease liabilities

 

224,378

 

 

 

236,315

 

 

 

240,074

 

Accrued expenses, accrued compensation and other
         current liabilities

 

457,537

 

 

 

440,912

 

 

 

493,446

 

Total current liabilities

 

1,008,444

 

 

 

981,473

 

 

 

1,049,001

 

Non-current portion of operating lease liabilities

 

861,033

 

 

 

951,080

 

 

 

986,026

 

Deferred rent and other liabilities

 

112,248

 

 

 

113,054

 

 

 

108,848

 

Total Liabilities

 

1,981,725

 

 

 

2,045,607

 

 

 

2,143,875

 

 

 

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

 

 

Common shares; $.0001 par value, 200,000,000 shares
         authorized, 92,174,487, 96,431,044 and
         97,863,862 shares issued and outstanding, respectively

9

 

 

10

 

 

10

 

Additional paid-in-capital

 

7,850

 

 

 

 

 

 

18,671

 

Retained earnings

 

1,794,599

 

 

 

1,770,560

 

 

 

1,744,772

 

Accumulated other comprehensive loss

 

(64,067

)

 

 

(24,830

)

 

 

(16,722

)

Total Shareholders’ Equity

 

1,738,391

 

 

 

1,745,740

 

 

 

1,746,731

 

Total Liabilities and Shareholders’ Equity

$

3,720,116

 

 

$

3,791,347

 

 

$

3,890,606

 

 

 


 

URBAN OUTFITTERS, INC.

Condensed Consolidated Statements of Cash Flows

(amounts in thousands)

(unaudited)

 

 

 

Nine Months Ended

 

 

 

October 31,

 

 

 

2022

 

 

2021

 

Cash flows from operating activities:

 

 

 

 

 

 

Net income

 

$

128,237

 

 

$

269,664

 

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

 

 

 

 

 

 

Depreciation and amortization

 

 

77,529

 

 

 

77,985

 

Non-cash lease expense

 

 

143,036

 

 

 

144,347

 

Provision (benefit) for deferred income taxes

 

 

366

 

 

 

(5,086

)

Share-based compensation expense

 

 

21,971

 

 

 

19,068

 

Store impairment

 

 

958

 

 

 

 

Loss on disposition of property and equipment, net

 

 

345

 

 

 

193

 

Changes in assets and liabilities:

 

 

 

 

 

 

Receivables

 

 

(19,235

)

 

 

(24,387

)

Inventory

 

 

(184,800

)

 

 

(238,094

)

Prepaid expenses and other assets

 

 

(56,699

)

 

 

(10,087

)

Payables, accrued expenses and other liabilities

 

 

59,305

 

 

 

161,251

 

Operating lease liabilities

 

 

(177,183

)

 

 

(172,575

)

Net cash (used in) provided by operating activities

 

 

(6,170

)

 

 

222,279

 

Cash flows from investing activities:

 

 

 

 

 

 

Cash paid for property and equipment

 

 

(143,445

)

 

 

(159,008

)

Cash paid for marketable securities

 

 

(22,000

)

 

 

(442,249

)

Sales and maturities of marketable securities

 

 

230,745

 

 

 

237,879

 

Net cash provided by (used in) investing activities

 

 

65,300

 

 

 

(363,378

)

Cash flows from financing activities:

 

 

 

 

 

 

Proceeds from the exercise of stock options

 

 

376

 

 

 

2,815

 

Share repurchases related to share repurchase program

 

 

(112,016

)

 

 

(14,888

)

Share repurchases related to taxes for share-based awards

 

 

(6,680

)

 

 

(7,684

)

Net cash used in financing activities

 

 

(118,320

)

 

 

(19,757

)

Effect of exchange rate changes on cash and cash equivalents

 

 

46

 

 

 

1,575

 

Decrease in cash and cash equivalents

 

 

(59,144

)

 

 

(159,281

)

Cash and cash equivalents at beginning of period

 

 

206,575

 

 

 

395,635

 

Cash and cash equivalents at end of period

 

$

147,431

 

 

$

236,354