8-K
false000091261500009126152023-08-222023-08-22

 

 

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) August 22, 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 August 22, 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 six months ended July 31, 2023.

Item 9.01.

Financial Statements and Exhibits

Exhibit No.

Description

 

 

99.1

Earnings Release dated August 22, 2023 – Operating results for the three and six months ended July 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: August 23, 2023

 

By:

/s/ Melanie Marein-Efron

 

 

 

 

Melanie Marein-Efron

 

 

 

 

Chief Financial Officer

- 2 -

 


EX-99.1

 

Exhibit 99.1

URBAN OUTFITTERS, INC.

Second Quarter Results

Philadelphia, PA – August 22, 2023

For Immediate Release

Contact:

Oona McCullough

 

 

Executive Director of Investor Relations

 

 

(215) 454-4806

URBN Reports Record Q2 Sales

PHILADELPHIA, PA, August 22, 2023 – Urban Outfitters, Inc. (NASDAQ:URBN), a leading lifestyle products and services company which operates a portfolio of global consumer brands comprised of the Anthropologie Group (Anthropologie and Terrain), Free People Group (Free People and FP Movement), Urban Outfitters, Nuuly and Menus & Venues brands, today announced net income of $104.1 million and earnings per diluted share of $1.10 for the three months ended July 31, 2023. For the six months ended July 31, 2023, net income was $156.9 million and earnings per diluted share were $1.67.

Total Company net sales for the three months ended July 31, 2023, increased 7.5% to a record $1.27 billion. Total Retail segment net sales increased 5.9%, with comparable Retail segment net sales increasing 4.9%. The increase in Retail segment comparable net sales was driven by mid-single-digit positive growth in both retail store sales and digital channel sales. By brand, comparable Retail segment net sales increased 26.9% at the Free People Group and 10.6% at the Anthropologie Group and decreased 14.1% at Urban Outfitters. Wholesale segment net sales decreased 5.2% driven by a 6.5% decrease in Free People Group wholesale sales due to a decrease in sales to department stores, while Urban Outfitters wholesale sales increased by $0.5 million. Nuuly segment net sales increased by $27.0 million driven by an 85% increase in our subscribers versus the end of the prior year’s comparable quarter.

For the six months ended July 31, 2023, total Company net sales increased 6.7% to a record $2.39 billion. Total Retail segment net sales increased 5.1%, with comparable Retail segment net sales increasing 4.7%. 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. By brand, comparable Retail segment net sales increased 22.5% at the Free People Group and 11.9% at the Anthropologie Group and decreased 13.7% at Urban Outfitters. Wholesale segment net sales decreased 8.5% driven by a 10.7% decrease in Free People Group wholesale sales due to a decrease in sales to department stores and specialty customers, while Urban Outfitters wholesale sales increased by $1.8 million. Nuuly segment net sales increased by $55.6 million due to an 85% increase in our subscribers versus the end of the prior year’s comparable period.

“We are proud to report record second quarter sales that helped drive a 72% increase in EPS,” said Richard A. Hayne, Chief Executive Officer. “Also gratifying is that Q2’s sales strength has continued to date in Q3,” finished Mr. Hayne.

 


 

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

 

Three Months Ended

 

 

Six Months Ended

 

 

July 31,

 

 

July 31,

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Net sales by brand

 

 

 

 

 

 

 

 

 

 

 

Anthropologie Group

$

530,087

 

 

$

479,228

 

 

$

1,003,727

 

 

$

898,905

 

Urban Outfitters

 

346,424

 

 

 

396,449

 

 

 

655,132

 

 

 

754,151

 

Free People Group

 

331,201

 

 

 

271,403

 

 

 

604,936

 

 

 

517,161

 

Nuuly

 

55,793

 

 

 

28,776

 

 

 

107,263

 

 

 

51,625

 

Menus & Venues

 

8,690

 

 

 

7,532

 

 

 

14,811

 

 

 

13,480

 

Total Company

$

1,272,195

 

 

$

1,183,388

 

 

$

2,385,869

 

 

$

2,235,322

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales by segment

 

 

 

 

 

 

 

 

 

 

 

Retail Segment

$

1,160,089

 

 

$

1,095,191

 

 

$

2,164,190

 

 

$

2,058,626

 

Wholesale Segment

 

56,313

 

 

 

59,421

 

 

 

114,416

 

 

 

125,071

 

Nuuly Segment

 

55,793

 

 

 

28,776

 

 

 

107,263

 

 

 

51,625

 

Total Company

$

1,272,195

 

 

$

1,183,388

 

 

$

2,385,869

 

 

$

2,235,322

 

For the three months ended July 31, 2023, the gross profit rate increased by 416 basis points compared to the three months ended July 31, 2022. Gross profit dollars increased 21.6% to $455.6 million from $374.6 million in the three months ended July 31, 2022. The increase in gross profit rate was primarily due to higher initial merchandise markups and lower merchandise markdowns at all three Retail segment brands. The improvement in initial merchandise markups was primarily driven by lower inbound transportation costs. The increase in gross profit dollars was due to the improved gross profit rate and higher net sales.

For the six months ended July 31, 2023, the gross profit rate increased by 343 basis points compared to the six months ended July 31, 2022. Gross profit dollars increased 18.5% to $826.8 million from $697.9 million in the six months ended July 31, 2022. The increase in gross profit rate was primarily due to higher initial merchandise markups at all three Retail segment brands primarily driven by lower inbound transportation costs. Additionally, the gross profit rate benefited from lower merchandise markdowns at the Anthropologie Group and Free People Group brands. The increase in gross profit dollars was due to the improved gross profit rate and higher net sales.

As of July 31, 2023, total inventory decreased by $111.0 million, or 15.9%, compared to total inventory as of July 31, 2022. Total Retail segment inventory decreased by 14.1% primarily due to improved inventory control supported by a more reliable supply chain. Wholesale segment inventory decreased by 31.6% due to improved inventory control and a reduction in wholesale sales.

For the three months ended July 31, 2023, selling, general and administrative expenses increased by $34.7 million, or 12.0%, compared to the three months ended July 31, 2022, and expressed as a percentage of net sales, deleveraged 103 basis points. For the six months ended July 31, 2023, selling, general and administrative expenses increased by $57.5 million, or 10.2%, compared to the six months ended July 31, 2022, and expressed as a percentage of net sales, deleveraged 81 basis points. The deleverage in selling, general and administrative expenses as a rate to sales for both periods was primarily related to higher incentive-based compensation costs due to improved Company performance and increased marketing and creative expenses to support increased sales and customer growth. The dollar growth in selling, general and administrative expenses for both periods was primarily related to higher compensation costs, including higher incentive-based compensation costs due to improved Company performance, as well as increased marketing and creative expenses to support increased sales and customer growth.

The Company’s effective tax rate for the three months ended July 31, 2023 was 23.2%, compared to 28.8% in the prior year period. The Company’s effective tax rate for the six months ended July 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 six months ended July 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 July 31, 2023 was $104.1 million and earnings per diluted share were $1.10. Net income for the six months ended July 31, 2023 was $156.9 million and earnings per diluted share were $1.67.

 


 

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 six months ended July 31, 2023, the Company did not repurchase any common shares. As of July 31, 2023, 19.2 million common shares were remaining under the program.

During the six months ended July 31, 2023, the Company opened a total of 16 new retail locations including: 9 Free People Group stores (including 5 FP Movement stores), 4 Urban Outfitters stores, 2 Anthropologie Group stores and 1 Menus & Venues restaurant; and closed 8 retail locations including: 3 Urban Outfitters stores, 3 Anthropologie Group stores, 1 Free People Group store and 1 Menus & Venues restaurant. During the six months ended July 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; 237 Anthropologie Group stores in the United States, Canada and Europe, catalogs and websites; 196 Free People Group stores (including 36 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 Group franchisee-owned stores as of July 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 second quarter results and will be webcast at 5:15 pm. ET at: https://edge.media-server.com/mmc/p/d5vy9nre.

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

 

 

Six Months Ended

 

 

July 31,

 

 

July 31,

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

Net sales

$

1,272,195

 

 

$

1,183,388

 

 

$

2,385,869

 

 

$

2,235,322

 

Cost of sales

 

816,614

 

 

 

808,836

 

 

 

1,559,057

 

 

 

1,537,469

 

          Gross profit

 

455,581

 

 

 

374,552

 

 

 

826,812

 

 

 

697,853

 

Selling, general and administrative expenses

 

323,483

 

 

 

288,734

 

 

 

623,331

 

 

 

565,798

 

          Income from operations

 

132,098

 

 

 

85,818

 

 

 

203,481

 

 

 

132,055

 

Other income (loss), net

 

3,399

 

 

 

(2,262

)

 

 

4,418

 

 

 

(4,251

)

         Income before income taxes

 

135,497

 

 

 

83,556

 

 

 

207,899

 

 

 

127,804

 

Income tax expense

 

31,405

 

 

 

24,083

 

 

 

50,990

 

 

 

36,798

 

          Net income

$

104,092

 

 

$

59,473

 

 

$

156,909

 

 

$

91,006

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income per common share:

 

 

 

 

 

 

 

 

 

 

 

       Basic

$

1.12

 

 

$

0.64

 

 

$

1.69

 

 

$

0.97

 

       Diluted

$

1.10

 

 

$

0.64

 

 

$

1.67

 

 

$

0.96

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

       Basic

 

92,741,888

 

 

 

93,041,310

 

 

 

92,610,499

 

 

 

94,240,412

 

       Diluted

 

94,228,185

 

 

 

93,648,214

 

 

 

94,026,950

 

 

 

94,977,505

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

AS A PERCENTAGE OF NET SALES

 

 

 

 

 

 

 

 

 

 

 

Net sales

 

100.0

%

 

 

100.0

%

 

 

100.0

%

 

 

100.0

%

Cost of sales

 

64.2

%

 

 

68.3

%

 

 

65.3

%

 

 

68.8

%

         Gross profit

 

35.8

%

 

 

31.7

%

 

 

34.7

%

 

 

31.2

%

Selling, general and administrative expenses

 

25.4

%

 

 

24.4

%

 

 

26.2

%

 

 

25.3

%

          Income from operations

 

10.4

%

 

 

7.3

%

 

 

8.5

%

 

 

5.9

%

Other income (loss), net

 

0.3

%

 

 

(0.2

%)

 

 

0.2

%

 

 

(0.2

%)

         Income before income taxes

 

10.7

%

 

 

7.1

%

 

 

8.7

%

 

 

5.7

%

Income tax expense

 

2.5

%

 

 

2.1

%

 

 

2.1

%

 

 

1.6

%

          Net income

 

8.2

%

 

 

5.0

%

 

 

6.6

%

 

 

4.1

%

 

 


 

URBAN OUTFITTERS, INC.

Condensed Consolidated Balance Sheets

(amounts in thousands, except share data)

(unaudited)

 

 

July 31,

 

 

January 31,

 

 

July 31,

 

 

2023

 

 

2023

 

 

2022

 

ASSETS

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

    Cash and cash equivalents

$

224,744

 

 

$

201,260

 

 

$

91,665

 

    Marketable securities

 

250,832

 

 

 

181,378

 

 

 

160,020

 

    Accounts receivable, net of allowance for doubtful accounts
         of $1,481, $1,496 and $1,201, respectively

 

79,118

 

 

 

70,339

 

 

 

97,374

 

    Inventory

 

586,514

 

 

 

587,510

 

 

 

697,474

 

    Prepaid expenses and other current assets

 

224,254

 

 

 

197,232

 

 

 

220,901

 

            Total current assets

 

1,365,462

 

 

 

1,237,719

 

 

 

1,267,434

 

Property and equipment, net

 

1,222,343

 

 

 

1,187,735

 

 

 

1,150,247

 

Operating lease right-of-use assets

 

961,458

 

 

 

959,436

 

 

 

927,685

 

Marketable securities

 

122,356

 

 

 

102,844

 

 

 

152,528

 

Deferred income taxes and other assets

 

298,317

 

 

 

195,178

 

 

 

155,538

 

           Total Assets

$

3,969,936

 

 

$

3,682,912

 

 

$

3,653,432

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

    Accounts payable

$

270,464

 

 

$

257,620

 

 

$

347,805

 

    Current portion of operating lease liabilities

 

227,669

 

 

 

232,672

 

 

 

222,430

 

    Accrued expenses, accrued compensation and other
         current liabilities

 

459,343

 

 

 

400,082

 

 

 

396,650

 

           Total current liabilities

 

957,476

 

 

 

890,374

 

 

 

966,885

 

Non-current portion of operating lease liabilities

 

882,841

 

 

 

884,696

 

 

 

868,686

 

Deferred rent and other liabilities

 

162,228

 

 

 

115,159

 

 

 

110,669

 

           Total Liabilities

 

2,002,545

 

 

 

1,890,229

 

 

 

1,946,240

 

 

 

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

 

 

    Common shares; $.0001 par value, 200,000,000 shares
         authorized, 92,773,249, 92,180,709 and 92,173,342 shares
         issued and outstanding, respectively

9

 

 

9

 

 

9

 

    Additional paid-in-capital

 

23,214

 

 

 

15,248

 

 

 

 

    Retained earnings

 

1,982,970

 

 

 

1,826,061

 

 

 

1,757,368

 

    Accumulated other comprehensive loss

 

(38,802

)

 

 

(48,635

)

 

 

(50,185

)

           Total Shareholders’ Equity

 

1,967,391

 

 

 

1,792,683

 

 

 

1,707,192

 

           Total Liabilities and Shareholders’ Equity

$

3,969,936

 

 

$

3,682,912

 

 

$

3,653,432

 

 

 


 

URBAN OUTFITTERS, INC.

Condensed Consolidated Statements of Cash Flows

(amounts in thousands)

(unaudited)

 

 

 

Six Months Ended

 

 

 

July 31,

 

 

 

2023

 

 

2022

 

Cash flows from operating activities:

 

 

 

 

 

 

Net income

 

$

156,909

 

 

$

91,006

 

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

 

 

 

 

 

 

Depreciation and amortization

 

 

47,471

 

 

 

52,383

 

Non-cash lease expense

 

 

101,277

 

 

 

94,821

 

Provision for deferred income taxes

 

 

526

 

 

 

6,136

 

Share-based compensation expense

 

 

15,556

 

 

 

14,109

 

Amortization of tax credit investment

 

 

7,953

 

 

 

 

Loss on disposition of property and equipment, net

 

 

146

 

 

 

284

 

Changes in assets and liabilities:

 

 

 

 

 

 

Receivables

 

 

(8,160

)

 

 

(34,607

)

Inventory

 

 

3,299

 

 

 

(134,092

)

Prepaid expenses and other assets

 

 

(48,256

)

 

 

(36,593

)

Payables, accrued expenses and other liabilities

 

 

54,573

 

 

 

37,088

 

Operating lease liabilities

 

 

(120,047

)

 

 

(122,198

)

Net cash provided by (used in) operating activities

 

 

211,247

 

 

 

(31,663

)

Cash flows from investing activities:

 

 

 

 

 

 

Cash paid for property and equipment

 

 

(78,517

)

 

 

(105,652

)

Cash paid for marketable securities

 

 

(229,446

)

 

 

(22,973

)

Sales and maturities of marketable securities

 

 

149,921

 

 

 

164,314

 

Initial cash payment for tax credit investment

 

 

(20,000

)

 

 

 

Net cash (used in) provided by investing activities

 

 

(178,042

)

 

 

35,689

 

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

 

 

(8,184

)

 

 

(6,668

)

Tax credit investment liability payments

 

 

(1,724

)

 

 

 

Net cash used in financing activities

 

 

(9,314

)

 

 

(118,308

)

Effect of exchange rate changes on cash and cash equivalents

 

 

(407

)

 

 

(628

)

Increase (decrease) in cash and cash equivalents

 

 

23,484

 

 

 

(114,910

)

Cash and cash equivalents at beginning of period

 

 

201,260

 

 

 

206,575

 

Cash and cash equivalents at end of period

 

$

224,744

 

 

$

91,665