-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BIrJEhYIUkJpZpIiItZnHIJwhx8DZfkL90EZojjuRnHRQz5dGuclhYKKMX0fi7Vj UDQksTcnttykyyWz+hcFgg== 0000950123-04-013872.txt : 20041118 0000950123-04-013872.hdr.sgml : 20041118 20041118161110 ACCESSION NUMBER: 0000950123-04-013872 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20041118 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20041118 DATE AS OF CHANGE: 20041118 FILER: COMPANY DATA: COMPANY CONFORMED NAME: AEROPOSTALE INC CENTRAL INDEX KEY: 0001168213 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-APPAREL & ACCESSORY STORES [5600] IRS NUMBER: 311443880 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31314 FILM NUMBER: 041155145 BUSINESS ADDRESS: STREET 1: 1371 BROADWAY STREET 2: 8TH FL. CITY: NEW YORK STATE: NY ZIP: 10018 BUSINESS PHONE: 2126464885 MAIL ADDRESS: STREET 1: 1371 BROADWAY STREET 2: 8TH FL. CITY: NEW YORK STATE: NY ZIP: 10018 8-K 1 y68998e8vk.txt FORM 8-K ================================================================================ 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 18, 2004 AEROPOSTALE, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 001-31314 31-1443880 (State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification No.)
112 WEST 34TH STREET, 22ND FLOOR, NEW YORK, NEW YORK 10120 (Address of Principal Executive Offices, including Zip Code) (646) 485-5398 (Registrant's Telephone Number, Including Area Code) NOT APPLICABLE (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 Instructions 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 (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)) ================================================================================ ITEM 7.01 REGULATION FD DISCLOSURE. On November 18, 2004 Aeropostale, Inc. issued a press release announcing their third quarter fiscal 2004 earnings results. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. C) Exhibits 99.1 Press release, dated November 18, 2004, announcing third quarter fiscal 2004 earnings results. 2 SIGNATURES According 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, thereunto duly authorized. Aeropostale, Inc. /s/ Michael J. Cunningham Michael J. Cunningham Executive Vice President - Chief Financial Officer Dated: November 18, 2004 3 EX-99.1 2 y68998exv99w1.txt PRESS RELEASE EXHIBIT 99.1 AEROPOSTALE REPORTS RECORD THIRD QUARTER RESULTS ---Earnings Per Share of $0.55 Versus Earnings Per Share of $0.37 Last Year, An Increase of 48.6%--- ---Revenues Increase 24.8% Versus Prior Year --- --- Additional $30.0 Million for Stock Repurchase Program Authorized; Total Program $100.0 Million --- NEW YORK, NEW YORK, NOVEMBER 18, 2004 --- Aeropostale, Inc. (NYSE: ARO), a mall-based specialty retailer of active and casual apparel for the teen market, today reported record results for the fiscal third quarter ended October 30, 2004. Net income for the quarter ended October 30, 2004 was $31.7 million or $0.55 per diluted share versus net income of $21.9 million or $0.37 per diluted share in the comparable quarter in the prior year. The Company noted that the reported earnings exceeded the Company's previously issued guidance and the current First Call consensus estimate of $0.54 per diluted share. Net sales for the quarter ended October 30, 2004 increased 24.8% to $274.6 million versus $220.1 million in the comparable period. Comparable store sales for the third quarter of fiscal 2004 increased 5.4% versus an increase of 5.2% in the same period in the prior year. The Company also announced that its board of directors approved an increase in its common stock repurchase program to acquire an additional $30.0 million of its outstanding common stock. This increased the total repurchase program to $100.00 million. As of October 30, 2004, the Company had purchased back approximately $56.8 million (2.5 million shares) under the repurchase program. Julian R. Geiger, Chairman and Chief Executive Officer, said, "We are very pleased to report another excellent quarter, once again exceeding expectations. Our unique combination of highly effective promotional strategies, careful inventory control and fashion-right merchandise has enabled us to report record earnings". The Company also updated guidance for the fourth quarter today. The Company is now comfortable with the current consensus of $0.63 per diluted share, compared to earnings of $0.47 per diluted share in the year ago quarter. The Company also believes it will achieve sales in the range of $335.0 million to $340.0 million, based on low to mid single digit comparable store sales. 4 Mr. Geiger concluded, "Our current base of 560 stores is operating at productivity levels in excess of $500 per square foot. We have grown quickly in the last six years and we believe we have an opportunity for continued aggressive growth and to operate as many as 1,000 profitable Aeropostale stores ultimately ." The Company will be holding a conference call today at 4:15 P.M. to review its fiscal 2004 third quarter results. The broadcast will be available through the `Investor Relations' link at www.aeropostale.com and at www.fulldisclosure.com. To listen to the broadcast, your computer must have Windows Media Player installed. If you do not have Windows Media Player, go to the latter site prior to the call, where you can download the software for free. ABOUT AEROPOSTALE, INC. Aeropostale, Inc. (www.aeropostale.com) is a mall-based specialty retailer of casual apparel and accessories that targets both young women and young men aged 11 to 20. The Company provides customers with a selection of high-quality, active-oriented, fashion basic merchandise in a high-energy store environment. The Company maintains complete control over the proprietary brand by designing and sourcing all of its own merchandise. Aeropostale products can be purchased only in its stores, which sell Aeropostale merchandise exclusively. The first Aeropostale store was opened in 1987. The Company currently operates 560 stores in 43 states. SPECIAL NOTE: THIS PRESS RELEASE AND ORAL STATEMENTS MADE FROM TIME TO TIME BY REPRESENTATIVES OF THE COMPANY CONTAIN CERTAIN "FORWARD-LOOKING STATEMENTS" CONCERNING EXPECTATIONS FOR SALES, STORE OPENINGS, GROSS MARGINS, EXPENSES, STRATEGIC DIRECTION AND EARNINGS. ACTUAL RESULTS MIGHT DIFFER MATERIALLY FROM THOSE PROJECTED IN THE FORWARD-LOOKING STATEMENTS. AMONG THE FACTORS THAT COULD CAUSE ACTUAL RESULTS TO MATERIALLY DIFFER INCLUDE, AMONG OTHERS, CHANGES IN THE COMPETITIVE MARKETPLACE, INCLUDING THE INTRODUCTION OF NEW PRODUCTS OR PRICING CHANGES BY OUR COMPETITORS, CHANGES IN THE ECONOMY AND OTHER EVENTS LEADING TO A REDUCTION IN DISCRETIONARY CONSUMER SPENDING; SEASONALITY; RISKS ASSOCIATED WITH CHANGES IN SOCIAL, POLITICAL, ECONOMIC AND OTHER CONDITIONS AND THE POSSIBLE ADVERSE IMPACT OF CHANGES IN IMPORT RESTRICTIONS; RISKS ASSOCIATED WITH UNCERTAINTY RELATING TO THE COMPANY'S ABILITY TO IMPLEMENT ITS GROWTH STRATEGIES, AS WELL AS THE OTHER RISK FACTORS SET FORTH IN THE COMPANY'S FORM 10-K AND CURRENT REPORTS ON FORM 8-K, FILED WITH THE SECURITIES AND EXCHANGE COMMISSION. THE COMPANY UNDERTAKES NO OBLIGATION TO UPDATE OR REVISE ANY FORWARD-LOOKING STATEMENTS TO REFLECT SUBSEQUENT EVENTS OR CIRCUMSTANCES. 5 EXHIBIT A AEROPOSTALE, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (IN THOUSANDS)
OCTOBER 30, JANUARY 31, NOVEMBER 1, 2004 2004 2003 ---- ---- ---- ASSETS Current Assets: Cash and cash equivalents................................... $120,660 $138,356 $78,529 Merchandise inventory....................................... 114,515 61,807 113,447 Other current assets........................................ 21,808 12,284 17,630 ------ ------ ------ Total current assets..................................... 256,983 212,447 209,606 Fixtures, equipment and improvements, net 121,845 92,578 92,326 Other assets.................................................. 3,527 2,023 9,528 ----- ----- ----- TOTAL ASSETS.................................................. $382,355 $307,048 $311,460 ========= ========= ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Accounts payable............................................ $69,075 $30,477 $54,350 Accrued expenses............................................ 39,837 41,091 35,816 ------ ------ ------ Total current liabilities................................ 108,912 71,568 90,166 Other non-current liabilities................................. 64,004 49,787 49,109 Stockholders' equity ......................................... 209,439 185,693 172,185 ------- ------- ------- TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY.................... $382,355 $307,048 $311,460 ========= ========= ========
6 EXHIBIT B AEROPOSTALE, INC. CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND SELECTED STORE DATA (IN THOUSANDS, EXCEPT PER SHARE AND STORE DATA)
13 WEEKS ENDED -------------- OCTOBER 30, 2004 NOVEMBER 1, 2003 % OF SALES % OF SALES ---------- ---------- Net sales............................................ $274,616 100.0% $220,071 100.0% Cost of sales (including certain buying, occupancy and warehousing expenses)................................ 176,415 64.2 146,149 66.4 ------- ---- ------- ---- Gross profit......................................... 98,201 35.8 73,922 33.6 Selling, general and administrative expenses......... 46,775 17.0 38,123 17.3 ------ ---- ------ ---- Income from operations............................... 51,426 18.8 35,799 16.3 Interest income, net ................................ 336 0.1 65 - ------ ---- ------ ---- Income before income taxes........................... 51,762 18.9 35,864 16.3 Income taxes......................................... 20,076 7.4 13,986 6.4 ------ --- ------ --- Net income........................................... $31,686 11.5% $ 21,878 9.9% ======= ====== ========= ==== Basic net income per share........................... $ 0.57 $ 0.39 ========= ========= Diluted net income per share......................... $ 0.55 $ 0.37 ========= ========= Basic weighted average number of shares outstanding..* 55,894 55,761 Diluted weighted average number of shares outstanding* 57,210 58,754 STORE DATA: Comparable store sales............................... 5.4% 5.2% Stores open at end of period......................... 560 460 Total gross square footage at end of period.......... 1,970,109 1,613,999
*as adjusted for 3-for-2 stock split effected April 26, 2004 7 EXHIBIT C AEROPOSTALE, INC. CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND SELECTED STORE DATA (IN THOUSANDS, EXCEPT PER SHARE AND STORE DATA)
39 WEEKS ENDED -------------- OCTOBER 30, 2004 NOVEMBER 1, 2003 % OF SALES % OF SALES ---------- ---------- Net sales............................................ $637,122 100.0% $462,226 100.0% Cost of sales (including certain buying, occupancy and warehousing expenses)................................ 430,328 67.5 322,472 69.8 ------- ---- ------- ---- Gross profit......................................... 206,794 32.5 139,754 30.2 Selling, general and administrative expenses......... 127,805 20.1 96,432 20.9 ------- ---- ------ ---- Income from operations............................... 78,989 12.4 43,322 9.3 Interest income, net ................................ 796 0.1 499 0.1 --- ---- --- --- Income before income taxes........................... 79,785 12.5 43,821 9.4 Income taxes......................................... 30,941 4.8 17,089 3.6 ------ --- ------ --- Net income........................................... $48,844 7.7% $26,732 5.8% ======= ==== ========= ==== Basic net income per share........................... $0.88 $0.49 ========= ========= Diluted net income per share......................... $0.85 $0.46 ========= ========= Basic weighted average number of shares outstanding..* 55,792 54,312 Diluted weighted average number of shares outstanding* 57,399 58,202 STORE DATA: Comparable store sales............................... 12.8% 5.4%
*as adjusted for 3-for-2 stock split effected April 26, 2004 8 -----END PRIVACY-ENHANCED MESSAGE-----