Oregon | 000-23939 | 93-0498284 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
¨ | 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 (17 CFR 240.14d-2(b)) |
¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
99.1 | Press Release, dated July 28, 2016 (furnished pursuant to Items 2.02 and 7.01 hereof). | |
99.2 | Commentary by Thomas B. Cusick, Executive Vice President of Finance, Chief Financial Officer and Treasurer of Columbia Sportswear Company, dated July 28, 2016 (furnished pursuant to Items 2.02 and 7.01 hereof). |
COLUMBIA SPORTSWEAR COMPANY | ||
Dated: July 28, 2016 | By: | /S/ THOMAS B. CUSICK |
Thomas B. Cusick | ||
Executive Vice President of Finance, Chief Financial Officer and Treasurer |
Exhibit | Description | |
99.1 | Press Release, dated July 28, 2016 (furnished pursuant to Items 2.02 and 7.01 hereof). | |
99.2 | Commentary by Thomas B. Cusick, Executive Vice President of Finance, Chief Financial Officer and Treasurer of Columbia Sportswear Company, dated July 28, 2016 (furnished pursuant to Items 2.02 and 7.01 hereof). |
• | Second quarter net sales increased 2 percent (2 percent constant-currency) to a second quarter record $388.8 million. |
• | Second quarter net loss totaled $8.2 million, or $(0.12) per share. |
• | First half net sales increased 6 percent (8 percent constant-currency) to a first half record $913.9 million. |
• | First half net income increased 19 percent to $23.6 million, or $0.33 per diluted share, aided by a tax benefit of $4.5 million, or $0.06 per diluted share, from the adoption of a newly issued accounting standard. |
• | The board of directors approved a regular quarterly dividend of $0.17 per share, payable on September 1, 2016 to shareholders of record on August 18, 2016. |
• | Mid-single-digit percentage net sales growth, including less than 1 percentage point negative effect from changes in currency exchange rates. |
• | Mid-single-digit percentage increase in operating income to between $254 million and $263 million, representing operating margin of up to 10.7 percent of net sales. |
• | An estimated full year tax rate of approximately 25.0 percent. |
• | High-single-digit percentage increase in net income to between $184 million and $191 million, or approximately $2.60 to $2.70 per diluted share, on approximately 70.7 million diluted shares outstanding. |
• | U.S. net sales growth of 8 percent to $228.8 million, consisting of mid-teen percentage growth in the company's direct-to-consumer channels and low single-digit percentage growth in wholesale channels; and |
• | a 20 percent net sales increase (27 percent constant-currency) in Canada, to $13.6 million. |
• | a 1 percent net sales decline (2 percent constant-currency) in the Europe, Middle East and Africa (EMEA) region to $59.1 million, including a low-double-digit percentage decline in net sales to EMEA distributors, largely offset by high-teen percentage growth (mid-teen constant-currency) in the company’s Europe-direct business; and |
• | a 10 percent net sales decline (11 percent constant-currency) in the Latin America, Asia Pacific (LAAP) region to $87.3 million, primarily reflecting a low-twenty percent net sales decline in Korea (high-teen constant-currency), a low-twenty percent decline in net sales to LAAP distributors, and a mid-teen net sales decline (low-double-digit constant-currency) in China, partially offset by a low-double-digit percentage (low-single-digit constant-currency) net sales increase in Japan. (See “Geographical Net Sales” table below.) |
June 30, | |||||||
2016 | 2015 | ||||||
Current Assets: | |||||||
Cash and cash equivalents | $ | 415,944 | $ | 371,062 | |||
Short-term investments | 12,859 | 46,428 | |||||
Accounts receivable, net | 192,354 | 198,296 | |||||
Inventories | 653,636 | 581,031 | |||||
Deferred income taxes | — | 55,519 | |||||
Prepaid expenses and other current assets | 35,657 | 45,513 | |||||
Total current assets | 1,310,450 | 1,297,849 | |||||
Property, plant, and equipment, net | 287,869 | 285,833 | |||||
Intangibles and other non-current assets | 309,235 | 234,974 | |||||
Total assets | $ | 1,907,554 | $ | 1,818,656 | |||
Current Liabilities: | |||||||
Short-term borrowings | $ | 2,364 | $ | — | |||
Accounts payable | 274,609 | 286,623 | |||||
Accrued liabilities | 121,696 | 110,528 | |||||
Income taxes payable | 3,094 | 3,436 | |||||
Deferred income taxes | — | 125 | |||||
Total current liabilities | 401,763 | 400,712 | |||||
Note payable to related party | 14,681 | 15,739 | |||||
Other long-term liabilities | 53,502 | 50,713 | |||||
Equity: | |||||||
Columbia Sportswear Company shareholders' equity | 1,419,521 | 1,337,646 | |||||
Non-controlling interest | 18,087 | 13,846 | |||||
Total equity | 1,437,608 | 1,351,492 | |||||
Total liabilities and equity | $ | 1,907,554 | $ | 1,818,656 |
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||
2016 | 2015 | 2016 | 2015 | ||||||||||||
Net sales | $ | 388,745 | $ | 380,234 | $ | 913,881 | $ | 859,216 | |||||||
Cost of sales | 209,161 | 208,916 | 486,920 | 459,124 | |||||||||||
Gross profit | 179,584 | 171,318 | 426,961 | 400,092 | |||||||||||
46.2 | % | 45.1 | % | 46.7 | % | 46.6 | % | ||||||||
Selling, general and administrative expenses | 193,321 | 181,502 | 398,346 | 368,004 | |||||||||||
Net licensing income | 1,951 | 1,222 | 3,864 | 3,072 | |||||||||||
Income (loss) from operations | (11,786 | ) | (8,962 | ) | 32,479 | 35,160 | |||||||||
Interest income, net | 692 | 574 | 1,183 | 951 | |||||||||||
Interest expense on note payable to related party | (262 | ) | (278 | ) | (526 | ) | (552 | ) | |||||||
Other non-operating income (expense) | 259 | 467 | (116 | ) | (1,729 | ) | |||||||||
Income (loss) before income tax | (11,097 | ) | (8,199 | ) | 33,020 | 33,830 | |||||||||
Income tax benefit (expense) | 3,224 | 2,395 | (6,699 | ) | (11,715 | ) | |||||||||
Net income (loss) | (7,873 | ) | (5,804 | ) | 26,321 | 22,115 | |||||||||
Net income attributable to non-controlling interest | 299 | 741 | 2,723 | 2,189 | |||||||||||
Net income (loss) attributable to Columbia Sportswear Company | $ | (8,172 | ) | $ | (6,545 | ) | $ | 23,598 | $ | 19,926 | |||||
Earnings (loss) per share attributable to Columbia Sportswear Company: | |||||||||||||||
Basic | $ | (0.12 | ) | $ | (0.09 | ) | $ | 0.34 | $ | 0.28 | |||||
Diluted | (0.12 | ) | (0.09 | ) | 0.33 | 0.28 | |||||||||
Weighted average shares outstanding: | |||||||||||||||
Basic | 69,694 | 70,339 | 69,567 | 70,210 | |||||||||||
Diluted | 69,694 | 70,339 | 70,542 | 71,152 |
Six Months Ended June 30, | ||||||||
2016 | 2015 | |||||||
CASH FLOWS FROM OPERATING ACTIVITIES: | ||||||||
Net income | $ | 26,321 | $ | 22,115 | ||||
Adjustments to reconcile net income to net cash provided by operating activities: | ||||||||
Depreciation and amortization | 29,491 | 27,778 | ||||||
Loss on disposal and impairment of property, plant, and equipment | 3,460 | 507 | ||||||
Deferred income taxes | 1,514 | 7,688 | ||||||
Stock-based compensation | 5,453 | 5,939 | ||||||
Excess tax benefit from employee stock plans | — | (6,342 | ) | |||||
Changes in operating assets and liabilities: | ||||||||
Accounts receivable | 187,132 | 139,730 | ||||||
Inventories | (167,461 | ) | (202,276 | ) | ||||
Prepaid expenses and other current assets | (1,968 | ) | (7,442 | ) | ||||
Other assets | (3,125 | ) | (3,018 | ) | ||||
Accounts payable | 53,458 | 78,252 | ||||||
Accrued liabilities | (33,456 | ) | (29,630 | ) | ||||
Income taxes payable | (1,020 | ) | (11,263 | ) | ||||
Other liabilities | 2,903 | 2,098 | ||||||
Net cash provided by operating activities | 102,702 | 24,136 | ||||||
CASH FLOWS FROM INVESTING ACTIVITIES: | ||||||||
Purchases of short-term investments | (21,263 | ) | (38,208 | ) | ||||
Sales of short-term investments | 8,855 | 19,213 | ||||||
Capital expenditures | (22,972 | ) | (28,365 | ) | ||||
Proceeds from sale of property, plant, and equipment | 40 | 104 | ||||||
Net cash used in investing activities | (35,340 | ) | (47,256 | ) | ||||
CASH FLOWS FROM FINANCING ACTIVITIES: | ||||||||
Proceeds from credit facilities | 19,625 | 260 | ||||||
Repayments on credit facilities | (19,202 | ) | (260 | ) | ||||
Proceeds from issuance of common stock under employee stock plans | 9,102 | 14,371 | ||||||
Tax payments related to restricted stock unit issuances | (4,806 | ) | (4,531 | ) | ||||
Excess tax benefit from employee stock plans | — | 6,342 | ||||||
Repurchase of common stock | — | (14,525 | ) | |||||
Cash dividends paid | (23,689 | ) | (21,113 | ) | ||||
Net cash used in financing activities | (18,970 | ) | (19,456 | ) | ||||
NET EFFECT OF EXCHANGE RATE CHANGES ON CASH | (2,218 | ) | 80 | |||||
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 46,174 | (42,496 | ) | |||||
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 369,770 | 413,558 | ||||||
CASH AND CASH EQUIVALENTS, END OF PERIOD | $ | 415,944 | $ | 371,062 | ||||
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING ACTIVITIES: | ||||||||
Capital expenditures incurred but not yet paid | $ | 4,856 | $ | 4,044 |
Three Months Ended June 30, | |||||||||||||||||||
Adjust for | Constant- | Constant- | |||||||||||||||||
Reported | Foreign | currency | Reported | Reported | currency | ||||||||||||||
Net Sales | Currency | Net Sales | Net Sales | Net Sales | Net Sales | ||||||||||||||
2016 | Translation | 2016(1) | 2015 | % Change | % Change(1) | ||||||||||||||
Geographical Net Sales: | |||||||||||||||||||
United States | $ | 228.8 | $ | — | $ | 228.8 | $ | 212.1 | 8% | 8% | |||||||||
LAAP | 87.3 | (0.6 | ) | 86.7 | 97.0 | (10)% | (11)% | ||||||||||||
EMEA | 59.1 | (0.7 | ) | 58.4 | 59.8 | (1)% | (2)% | ||||||||||||
Canada | 13.6 | 0.7 | 14.3 | 11.3 | 20% | 27% | |||||||||||||
Total | $ | 388.8 | $ | (0.6 | ) | $ | 388.2 | $ | 380.2 | 2% | 2% | ||||||||
Brand Net Sales: | |||||||||||||||||||
Columbia | $ | 333.4 | $ | (0.4 | ) | $ | 333.0 | $ | 325.1 | 3% | 2% | ||||||||
SOREL | 3.5 | 0.1 | 3.6 | 4.3 | (19)% | (16)% | |||||||||||||
prAna | 32.2 | — | 32.2 | 26.1 | 23% | 23% | |||||||||||||
Mountain Hardwear | 17.0 | (0.1 | ) | 16.9 | 21.2 | (20)% | (20)% | ||||||||||||
Other | 2.7 | (0.2 | ) | 2.5 | 3.5 | (23)% | (29)% | ||||||||||||
Total | $ | 388.8 | $ | (0.6 | ) | $ | 388.2 | $ | 380.2 | 2% | 2% | ||||||||
Categorical Net Sales: | |||||||||||||||||||
Apparel, Accessories and Equipment | $ | 321.5 | $ | (0.4 | ) | $ | 321.1 | $ | 310.2 | 4% | 4% | ||||||||
Footwear | 67.3 | (0.2 | ) | 67.1 | 70.0 | (4)% | (4)% | ||||||||||||
Total | $ | 388.8 | $ | (0.6 | ) | $ | 388.2 | $ | 380.2 | 2% | 2% |
Six Months Ended June 30, | |||||||||||||||||||
Adjust for | Constant- | Constant- | |||||||||||||||||
Reported | Foreign | currency | Reported | Reported | currency | ||||||||||||||
Net Sales | Currency | Net Sales | Net Sales | Net Sales | Net Sales | ||||||||||||||
2016 | Translation | 2016(1) | 2015 | % Change | % Change(1) | ||||||||||||||
Geographical Net Sales: | |||||||||||||||||||
United States | $ | 565.0 | $ | — | $ | 565.0 | $ | 495.9 | 14% | 14% | |||||||||
LAAP | 189.1 | 2.8 | 191.9 | 210.1 | (10)% | (9)% | |||||||||||||
EMEA | 110.4 | 2.5 | 112.9 | 107.6 | 3% | 5% | |||||||||||||
Canada | 49.4 | 5.3 | 54.7 | 45.6 | 8% | 20% | |||||||||||||
Total | $ | 913.9 | $ | 10.6 | $ | 924.5 | $ | 859.2 | 6% | 8% | |||||||||
Brand Net Sales: | |||||||||||||||||||
Columbia | $ | 770.5 | $ | 9.5 | $ | 780.0 | $ | 726.1 | 6% | 7% | |||||||||
SOREL | 21.6 | 0.5 | 22.1 | 17.7 | 22% | 25% | |||||||||||||
prAna | 73.6 | — | 73.6 | 63.2 | 16% | 16% | |||||||||||||
Mountain Hardwear | 42.2 | 0.7 | 42.9 | 46.3 | (9)% | (7)% | |||||||||||||
Other | 6.0 | (0.1 | ) | 5.9 | 5.9 | 2% | —% | ||||||||||||
Total | $ | 913.9 | $ | 10.6 | $ | 924.5 | $ | 859.2 | 6% | 8% | |||||||||
Categorical Net Sales: | |||||||||||||||||||
Apparel, Accessories and Equipment | $ | 755.5 | $ | 7.9 | $ | 763.4 | $ | 709.5 | 6% | 8% | |||||||||
Footwear | 158.4 | 2.7 | 161.1 | 149.7 | 6% | 8% | |||||||||||||
Total | $ | 913.9 | $ | 10.6 | $ | 924.5 | $ | 859.2 | 6% | 8% |
• | Mid-single-digit percentage net sales increase compared with 2015 net sales of $2.33 billion, including less than 1 percentage point negative effect from changes in currency exchange rates; |
• | Mid-single-digit percentage increase in operating income to between $254 million and $263 million, representing operating margin of up to 10.7 percent; |
• | An estimated full year tax rate of approximately 25.0 percent; and |
• | High-single-digit percentage increase in net income to between approximately $184 million and $191 million, or $2.60 to $2.70 per diluted share, on approximately 70.7 million diluted shares outstanding. Virtually all of the company's anticipated full year growth in operating income and earnings is concentrated in the fourth quarter, against a relatively easy comparison to the fourth quarter of 2015. Third quarter net income is expected to be approximately 10 percent to 15 percent lower than the comparable prior year period, when net income increased 39 percent. |
• | U.S. net sales increased $16.7 million, or 8 percent, to $228.8 million. The increase in U.S. net sales reflected a mid-teen percentage increase in direct-to-consumer (DTC) net sales and a low-single-digit increase in wholesale net sales. During the second quarter of 2016, the company operated 113 U.S. retail stores and 5 branded ecommerce sites, compared with 97 stores and 5 branded ecommerce sites in the second quarter of 2015. |
• | Net sales in the Latin America and Asia Pacific (LAAP) region declined $9.7 million, or 10 percent, (11 percent constant-currency) to $87.3 million, primarily reflecting a low-twenty percent net sales decline in Korea (high-teen constant-currency) due to continued business weakness amid the extremely competitive outdoor sector in that country, a low-twenty percent decline in net sales to LAAP distributors reflecting shifts in the timing of shipments of reduced Fall 2016 advance orders, and a mid-teen net sales decline (low-double-digit constant-currency) in China reflecting a timing shift of wholesale shipments that benefited the first quarter at the expense of the second quarter. First half net sales in China declined 4 percent, (flat constant-currency) and are projected to increase at a low-single-digit rate (high-single-digit constant-currency) for the full year. Net sales in Japan increased by a low-double-digit percentage (low-single-digit constant-currency). |
• | Net sales in the Europe, Middle East and Africa (EMEA) region decreased $0.7 million, or 1 percent, (2 percent constant-currency) to $59.1 million, reflecting a low-double-digit percentage decline in net sales to EMEA distributors, primarily due to lower net sales to the company’s Russian distributor as it continues to adapt its business to macroeconomic challenges in that region. That decrease was largely offset by high-teen percentage growth in Europe-direct markets (mid-teen constant-currency), driven by the Columbia brand. |
• | Net sales in Canada increased $2.3 million, or 20 percent (27 percent constant-currency) to $13.6 million, reflecting higher DTC and wholesale net sales. |
• | Columbia global brand net sales increased $8.3 million, or 3 percent (2 percent constant-currency), to $333.4 million, primarily reflecting increased net sales in the U.S., Japan, Europe-direct markets, and Canada, partially offset by lower net sales in Korea and China, and lower net sales to EMEA and LAAP distributors. |
• | SOREL global brand net sales decreased $0.8 million, or 19 percent (16 percent constant-currency), to $3.5 million, reflecting declines in the LAAP region and Canada, partially offset by increased net sales in the EMEA region and the U.S. |
• | prAna global brand net sales increased $6.1 million, or 23 percent (23 percent constant-currency), to $32.2 million, primarily reflecting growth in its U.S. ecommerce business. |
• | Mountain Hardwear global brand net sales declined $4.2 million, or 20 percent (20 percent constant-currency) to $17.0 million, primarily reflecting declines in the U.S. wholesale spring advance orders. |
• | Global Apparel, Accessories & Equipment net sales increased $11.3 million, or 4 percent (4 percent constant-currency), to $321.5 million, primarily driven by increased Columbia brand net sales in the U.S., Europe-direct markets, Canada and Japan, as well as increased prAna brand net sales in the U.S., partially offset by net sales declines in Korea and China, lower Mountain Hardwear brand net sales in the U.S., and lower Columbia brand net sales to EMEA and LAAP distributors. |
• | Global Footwear net sales decreased $2.7 million, or 4 percent (4 percent constant-currency), to $67.3 million, primarily reflecting lower net sales to LAAP distributors and lower net sales in China. |
• | favorable changes in sales channel mix with a higher proportion of direct-to-consumer sales, which carry higher gross margins, and a lower proportion of sales to international distributors, which carry lower gross margins; |
• | selective price increases across product categories and geographies; and |
• | a favorable sourcing environment; |
• | unfavorable foreign currency hedge rates in Europe, Canada and Japan; and |
• | lower gross margins on closeout product sales. |
• | expenses related to the company’s expanding global DTC operations; |
• | personnel costs to support strategic initiatives and business growth; and |
• | increased information technology investments; |
• | lower demand creation expenses during the quarter. |
• | mid-single-digit percent growth in global net sales compared to 2015, including less than 1 percentage point negative effect from changes in foreign currency exchange rates. The second half net sales growth rate is expected to be slightly less than the first half growth rate, with that growth concentrated entirely in the fourth quarter. An anticipated shift in the timing of shipments of wholesale advance orders from the third quarter into the fourth quarter of 2016 results in a more difficult comparison to the third quarter of 2015, when net sales increased 14 percent. Conversely, fourth quarter net sales are expected to benefit from an easier comparison to last year's fourth quarter, when net sales increased only 3 percent, due, in part, to unfavorable weather; |
• | approximately 10 basis point expansion of gross margins, including approximately 100 basis points of currency hedging headwinds; |
• | approximately 15 basis points to 45 basis points of SG&A expense deleverage; |
• | mid-single-digit percentage growth in operating income to between approximately $254 million to $263 million, representing operating margin of up to approximately 10.7 percent; |
• | an effective income tax rate of approximately 25.0 percent; and |
• | high-single-digit percentage growth in net income to between approximately $184 million and $191 million, or $2.60 to $2.70 per diluted share, on approximately 70.7 million diluted shares outstanding, compared with net income of $174.3 million, or $2.45 per diluted share, in 2015. Virtually all of the company's anticipated full year growth in operating income and earnings is concentrated in the fourth quarter, against a relatively easy comparison to the fourth quarter of 2015. Third quarter net income is expected to be approximately 10 percent to 15 percent lower than the comparable prior year period, when net income increased 39 percent. |
• | Mid-single-digit percentage net sales growth from the Columbia brand, high-single-digit percentage net sales growth from the SOREL brand, and mid-teen percentage net sales growth from the prAna brand. Mountain Hardwear brand net sales are expected to decrease at a low-double-digit percentage rate. |
• | High-single-digit percentage net sales growth in the U.S. business with DTC growth outpacing wholesale growth. |
• | Low-single-digit percentage net sales growth from the EMEA region, with the Europe-direct business contributing high-teen percentage growth, partially offset by high-teen percentage declines in the EMEA Distributor business due to the continued impact of macroeconomic challenges in Russia. |
• | Low-single-digit percentage net sales decline in the LAAP region, consisting of a low-20-percent decline in Korea and a low-double-digit percentage decline in net sales to LAAP distributors, partially offset by mid-teen percentage growth in Japan and low-single-digit percentage growth in China. |
• | Canada net sales comparable to the prior year. |
• | Gross margin expansion of approximately 10 basis points compared with 2015, reflecting: |
◦ | a greater proportion of DTC net sales, with a corresponding smaller proportion of lower-gross margin distributor and wholesale net sales; |
◦ | selective price increases across product categories and geographies; and |
◦ | a favorable sourcing cost environment; |
◦ | unfavorable foreign currency hedge rates. |
• | SG&A expense growth rate slightly higher than anticipated consolidated net sales growth, resulting in approximately 15 basis points to 45 basis points of SG&A expense deleverage. The increase in projected SG&A expense consists primarily of: |
◦ | increased expenses to support continued global DTC expansion and operations; |
◦ | increased personnel expenses to support strategic initiatives and business growth; |
◦ | increased expenses related to ongoing information technology initiatives; and |
◦ | increased demand creation expenses; |
◦ | lower incentive compensation costs. |
• | Licensing income of approximately $10.2 million. |
• | An estimated full-year effective income tax rate of approximately 25.0 percent, compared to an effective income tax rate of 27.3 percent in 2015. The actual rate could differ based on the geographic mix of pre-tax income and other discrete events that may occur during the year. |
• | An unfavorable impact of approximately $(0.26) on full year 2016 earnings per share, in addition to an estimated unfavorable impact of $(0.10) per share in 2015, due to changes in currency exchange rates, primarily consisting of lower gross margins within many of our foreign subsidiaries as a result of increased local currency costs of inventory purchased in U.S. dollars. |
• | Capital expenditures of approximately $60 million to $65 million, comprising investments in DTC business expansion, information technology, and project-based and maintenance capital. |
• | Full year free cash flow totaling approximately $110 million to $130 million. |