8-K
0000912615false00009126152024-08-212024-08-21

 

 

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) August 21, 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 August 21, 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 six months ended July 31, 2024.

Item 9.01.

Financial Statements and Exhibits

Exhibit No.

Description

 

 

99.1

Earnings Release dated August 21, 2024 – Operating results for the three and six months ended July 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: August 22, 2024

 

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 21, 2024

For Immediate Release

Contact:

Oona McCullough

 

 

Executive Director of Investor Relations

 

 

(215) 454-4806

URBN Reports Record Q2 Sales

PHILADELPHIA, PA, August 21, 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 $117.5 million and earnings per diluted share of $1.24 for the three months ended July 31, 2024. For the six months ended July 31, 2024, net income was $179.3 million and earnings per diluted share were $1.89.

Total Company net sales for the three months ended July 31, 2024, increased 6.3% to a record $1.35 billion. Total Retail segment net sales increased 3.1%, with comparable Retail segment net sales increasing 2.0%. The increase in Retail segment comparable net sales was driven by low single-digit positive growth in both digital channel sales and retail store sales. Comparable Retail segment net sales increased 7.1% at Free People and 6.7% at Anthropologie and decreased 9.3% at Urban Outfitters. Nuuly segment net sales increased by 62.6% primarily driven by a 55% increase in average active subscribers in the current quarter versus the prior year quarter. Wholesale segment net sales increased 15.1% driven by a 17.5% increase in Free People wholesale sales due to an increase in sales to department stores and specialty customers, partially offset by a decrease in Urban Outfitters wholesale sales.

For the six months ended July 31, 2024, total Company net sales increased 7.0% to a record $2.55 billion. Total Retail segment net sales increased 4.4%, with comparable Retail segment net sales increasing 3.2%. The increase in Retail segment comparable net sales was driven by mid single-digit positive growth in digital channel sales and low single-digit positive growth in retail store sales. Comparable Retail segment net sales increased 11.5% at Free People and 8.4% at Anthropologie and decreased 11.4% at Urban Outfitters. Nuuly segment net sales increased by 57.2% primarily driven by a 50% increase in average active subscribers in the current period versus the prior year period. Wholesale segment net sales increased 9.2% driven by a 11.9% increase in Free People wholesale sales due to an increase in sales to department stores and specialty customers, partially offset by a decrease in Urban Outfitters wholesale sales.

“We are pleased to report record second quarter sales fueled by strength across all three segments – Retail, Nuuly and Wholesale,” said Richard A. Hayne, Chief Executive Officer. “Equally impressive, four of our five brands delivered record operating profits during the second quarter,” 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,

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Net sales by brand

 

 

 

 

 

 

 

 

 

 

 

Anthropologie(1)

$

569,100

 

 

$

530,087

 

 

$

1,095,485

 

 

$

1,003,727

 

Free People(2)

 

365,129

 

 

 

331,201

 

 

 

683,820

 

 

 

604,936

 

Urban Outfitters

 

316,715

 

 

 

346,424

 

 

 

586,973

 

 

 

655,132

 

Nuuly

 

90,696

 

 

 

55,793

 

 

 

168,638

 

 

 

107,263

 

Menus & Venues

 

10,319

 

 

 

8,690

 

 

 

17,775

 

 

 

14,811

 

Total Company

$

1,351,959

 

 

$

1,272,195

 

 

$

2,552,691

 

 

$

2,385,869

 

 

 

 

 

 

 

 

 

 

 

 

 

Net sales by segment

 

 

 

 

 

 

 

 

 

 

 

Retail Segment

$

1,196,456

 

 

$

1,160,089

 

 

$

2,259,141

 

 

$

2,164,190

 

Nuuly Segment

 

90,696

 

 

 

55,793

 

 

 

168,638

 

 

 

107,263

 

Wholesale Segment

 

64,807

 

 

 

56,313

 

 

 

124,912

 

 

 

114,416

 

Total Company

$

1,351,959

 

 

$

1,272,195

 

 

$

2,552,691

 

 

$

2,385,869

 

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

For the three months ended July 31, 2024, the gross profit rate increased by 68 basis points compared to the three months ended July 31, 2023. Gross profit dollars increased 8.3% to $493.3 million from $455.6 million in the three months ended July 31, 2023. The increase in gross profit rate was primarily due to higher initial merchandise markups for all segments primarily driven by Company cross-functional initiatives, partially offset by higher Retail segment merchandise markdowns, primarily at the Urban Outfitters brand. The increase in gross profit dollars was due to higher net sales and the improved gross profit rate.

For the six months ended July 31, 2024, the gross profit rate increased by 67 basis points compared to the six months ended July 31, 2023. Gross profit dollars increased 9.1% to $901.7 million from $826.8 million in the six months ended July 31, 2023. The increase in gross profit rate was primarily due to higher initial merchandise markups for all segments primarily driven by Company cross-functional initiatives, partially offset by higher Retail segment merchandise markdowns, primarily at the Urban Outfitters brand, and a deleverage in logistics expenses. The deleverage in logistics expenses was primarily driven by the increased penetration of Nuuly segment sales to total Company sales, as well as transition and start-up expenses related to the additional Nuuly fulfillment facility that opened during the three months ended April 30, 2024. The increase in gross profit dollars was due to higher net sales and the improved gross profit rate.

As of July 31, 2024, total inventory increased by $18.2 million, or 3.1%, compared to total inventory as of July 31, 2023. Total Retail segment inventory increased 3.1%, while Retail segment comparable inventory decreased by 1.3%. Wholesale segment inventory increased by 3.5%.

For the three months ended July 31, 2024, selling, general and administrative expenses increased by $24.7 million, or 7.6%, compared to the three months ended July 31, 2023, and expressed as a percentage of net sales, deleveraged 32 basis points. For the six months ended July 31, 2024, selling, general and administrative expenses increased by $58.6 million, or 9.4%, compared to the six months ended July 31, 2023, and expressed as a percentage of net sales, deleveraged 59 basis points. The deleverage in selling, general and administrative expenses as a rate to net sales for both periods was primarily related to the Urban Outfitters brand not being able to reduce expenses at the same rate of net sales. The dollar growth in selling, general and administrative expenses for both periods was primarily related to increased marketing expenses to support customer traffic growth and increased sales in the Retail and Nuuly segments and increased store payroll expenses to support the Retail segment stores comparable sales growth.

The Company’s effective tax rate for the three months ended July 31, 2024 was 23.0%, compared to 23.2% in the three months ended July 31, 2023. The Company's effective tax rate for the six months ended July 31, 2024 was 23.2%, compared to 24.5% in the six months ended July 31, 2023. The decrease in the effective tax rate for the three and six months ended July 31, 2024 was primarily due to the favorable impact of equity activity in the current year.

 


 

Net income for the three months ended July 31, 2024 was $117.5 million and earnings per diluted share were $1.24. Net income for the six months ended July 31, 2024 was $179.3 million and earnings per diluted share were $1.89.

On June 4, 2019, the Company’s Board of Directors authorized the repurchase of 20 million common shares under a share repurchase program. During the six months ended July 31, 2024, the Company repurchased and subsequently retired 1.2 million shares for approximately $52 million. As of July 31, 2024, 18.0 million common shares were remaining under the program.

During the six months ended July 31, 2024, the Company opened a total of 19 new retail locations including: 9 Free People stores (including 7 FP Movement stores), 5 Urban Outfitters stores and 5 Anthropologie stores; and closed 9 retail locations including: 4 Urban Outfitters stores, 3 Anthropologie stores and 2 Free People stores.

Urban Outfitters, Inc. offers lifestyle-oriented general merchandise and consumer products and services through a portfolio of global consumer brands comprised of 263 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; 205 Free People stores (including 45 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 July 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 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 second quarter results and will be webcast at 5:15 pm. ET at: https://edge.media-server.com/mmc/p/o4zr87uy/.

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, impacts of the conflict in the Middle East and impacts of 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 unexpected 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,

 

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Net sales

$

1,351,959

 

 

$

1,272,195

 

 

$

2,552,691

 

 

$

2,385,869

 

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

 

858,674

 

 

 

816,614

 

 

 

1,646,420

 

 

 

1,559,057

 

Store impairment and lease abandonment charges

 

 

 

 

 

 

 

4,601

 

 

 

 

          Gross profit

 

493,285

 

 

 

455,581

 

 

 

901,670

 

 

 

826,812

 

Selling, general and administrative expenses

 

348,150

 

 

 

323,483

 

 

 

681,911

 

 

 

623,331

 

          Income from operations

 

145,135

 

 

 

132,098

 

 

 

219,759

 

 

 

203,481

 

Other income, net

 

7,429

 

 

 

3,399

 

 

 

13,675

 

 

 

4,418

 

         Income before income taxes

 

152,564

 

 

 

135,497

 

 

 

233,434

 

 

 

207,899

 

Income tax expense

 

35,079

 

 

 

31,405

 

 

 

54,184

 

 

 

50,990

 

          Net income

$

117,485

 

 

$

104,092

 

 

$

179,250

 

 

$

156,909

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income per common share:

 

 

 

 

 

 

 

 

 

 

 

       Basic

$

1.26

 

 

$

1.12

 

 

$

1.93

 

 

$

1.69

 

       Diluted

$

1.24

 

 

$

1.10

 

 

$

1.89

 

 

$

1.67

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average common shares outstanding:

 

 

 

 

 

 

 

 

 

 

 

       Basic

 

93,071,401

 

 

 

92,741,888

 

 

 

93,097,694

 

 

 

92,610,499

 

       Diluted

 

94,684,003

 

 

 

94,228,185

 

 

 

94,842,065

 

 

 

94,026,950

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

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)

 

63.5

%

 

 

64.2

%

 

 

64.5

%

 

 

65.3

%

Store impairment and lease abandonment charges

 

 

 

 

 

 

 

0.2

%

 

 

 

         Gross profit

 

36.5

%

 

 

35.8

%

 

 

35.3

%

 

 

34.7

%

Selling, general and administrative expenses

 

25.8

%

 

 

25.4

%

 

 

26.7

%

 

 

26.2

%

          Income from operations

 

10.7

%

 

 

10.4

%

 

 

8.6

%

 

 

8.5

%

Other income, net

 

0.6

%

 

 

0.3

%

 

 

0.5

%

 

 

0.2

%

         Income before income taxes

 

11.3

%

 

 

10.7

%

 

 

9.1

%

 

 

8.7

%

Income tax expense

 

2.6

%

 

 

2.5

%

 

 

2.1

%

 

 

2.1

%

          Net income

 

8.7

%

 

 

8.2

%

 

 

7.0

%

 

 

6.6

%

 

 


 

URBAN OUTFITTERS, INC.

Condensed Consolidated Balance Sheets

(amounts in thousands, except share data)

(unaudited)

 

 

July 31,

 

 

January 31,

 

 

July 31,

 

 

2024

 

 

2024

 

 

2023

 

ASSETS

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

    Cash and cash equivalents

$

209,129

 

 

$

178,321

 

 

$

224,744

 

    Marketable securities

 

352,360

 

 

 

286,744

 

 

 

250,832

 

    Accounts receivable, net of allowance for doubtful accounts
         of $1,429, $1,465 and $1,481, respectively

 

78,749

 

 

 

67,008

 

 

 

79,118

 

    Inventory

 

604,667

 

 

 

550,242

 

 

 

586,514

 

    Prepaid expenses and other current assets

 

228,966

 

 

 

200,188

 

 

 

224,254

 

            Total current assets

 

1,473,871

 

 

 

1,282,503

 

 

 

1,365,462

 

Property and equipment, net

 

1,314,923

 

 

 

1,286,541

 

 

 

1,222,343

 

Operating lease right-of-use assets

 

941,404

 

 

 

920,396

 

 

 

961,458

 

Marketable securities

 

209,469

 

 

 

314,152

 

 

 

122,356

 

Other assets

 

319,156

 

 

 

307,617

 

 

 

298,317

 

           Total Assets

$

4,258,823

 

 

$

4,111,209

 

 

$

3,969,936

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

    Accounts payable

$

299,351

 

 

$

253,342

 

 

$

270,464

 

    Current portion of operating lease liabilities

 

227,987

 

 

 

226,645

 

 

 

227,669

 

    Accrued expenses, accrued compensation and other
         current liabilities

 

483,080

 

 

 

514,218

 

 

 

459,343

 

           Total current liabilities

 

1,010,418

 

 

 

994,205

 

 

 

957,476

 

Non-current portion of operating lease liabilities

 

875,174

 

 

 

851,853

 

 

 

882,841

 

Other non-current liabilities

 

131,798

 

 

 

152,611

 

 

 

162,228

 

           Total Liabilities

 

2,017,390

 

 

 

1,998,669

 

 

 

2,002,545

 

 

 

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

 

 

 

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

 

 

 

 

 

 

 

 

    Common shares; $.0001 par value, 200,000,000 shares
         authorized, 92,260,283, 92,787,522, and 92,773,249 shares
         issued and outstanding, respectively

9

 

 

9

 

 

9

 

    Additional paid-in-capital

 

 

 

 

37,943

 

 

 

23,214

 

    Retained earnings

 

2,279,856

 

 

 

2,113,735

 

 

 

1,982,970

 

    Accumulated other comprehensive loss

 

(38,432

)

 

 

(39,147

)

 

 

(38,802

)

           Total Shareholders’ Equity

 

2,241,433

 

 

 

2,112,540

 

 

 

1,967,391

 

           Total Liabilities and Shareholders’ Equity

$

4,258,823

 

 

$

4,111,209

 

 

$

3,969,936

 

 

 


 

URBAN OUTFITTERS, INC.

Condensed Consolidated Statements of Cash Flows

(amounts in thousands)

(unaudited)

 

 

 

Six Months Ended

 

 

 

July 31,

 

 

 

2024

 

 

2023

 

Cash flows from operating activities:

 

 

 

 

 

 

Net income

 

$

179,250

 

 

$

156,909

 

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

 

 

 

 

 

 

Depreciation and amortization

 

 

56,552

 

 

 

47,471

 

Non-cash lease expense

 

 

103,146

 

 

 

101,277

 

Provision for deferred income taxes

 

 

9,208

 

 

 

526

 

Share-based compensation expense

 

 

15,556

 

 

 

15,556

 

Amortization of tax credit investment

 

 

8,760

 

 

 

7,953

 

Store impairment and lease abandonment charges

 

 

4,601

 

 

 

 

Loss on disposition of property and equipment, net

 

 

420

 

 

 

146

 

Changes in assets and liabilities:

 

 

 

 

 

 

Receivables

 

 

(11,606

)

 

 

(8,160

)

Inventory

 

 

(54,050

)

 

 

3,299

 

Prepaid expenses and other assets

 

 

(48,318

)

 

 

(48,256

)

Payables, accrued expenses and other liabilities

 

 

16,858

 

 

 

54,573

 

Operating lease liabilities

 

 

(116,563

)

 

 

(120,047

)

Net cash provided by operating activities

 

 

163,814

 

 

 

211,247

 

Cash flows from investing activities:

 

 

 

 

 

 

Cash paid for property and equipment

 

 

(98,854

)

 

 

(78,517

)

Cash paid for marketable securities

 

 

(166,428

)

 

 

(229,446

)

Sales and maturities of marketable securities

 

 

204,145

 

 

 

149,921

 

Initial cash payment for tax credit investment

 

 

 

 

 

(20,000

)

Net cash used in investing activities

 

 

(61,137

)

 

 

(178,042

)

Cash flows from financing activities:

 

 

 

 

 

 

Proceeds from the exercise of stock options

 

 

851

 

 

 

594

 

Share repurchases related to share repurchase program

 

 

(52,262

)

 

 

 

Share repurchases related to taxes for share-based awards

 

 

(14,977

)

 

 

(8,184

)

Tax credit investment liability payments

 

 

(2,713

)

 

 

(1,724

)

Net cash used in financing activities

 

 

(69,101

)

 

 

(9,314

)

Effect of exchange rate changes on cash and cash equivalents

 

 

(2,768

)

 

 

(407

)

Increase in cash and cash equivalents

 

 

30,808

 

 

 

23,484

 

Cash and cash equivalents at beginning of period

 

 

178,321

 

 

 

201,260

 

Cash and cash equivalents at end of period

 

$

209,129

 

 

$

224,744