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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Jos. A. Bank Clothiers, Inc. (MM) | NASDAQ:JOSB | NASDAQ | Common Stock |
Price Change | % Change | Share Price | Bid Price | Offer Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 64.98 | 0 | 01:00:00 |
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þ
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Delaware
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36-3189198
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(State or Other Jurisdiction of Incorporation or Organization)
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(I.R.S. Employer Identification No.)
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500 Hanover Pike, Hampstead, MD
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21074-2095
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(Address of Principal Executive Offices)
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(Zip Code)
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Large accelerated filer
þ
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Accelerated filer
o
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Non-accelerated filer
o
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Smaller reporting company
o
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(Do not check if smaller reporting company)
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Class
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Outstanding as of May 30, 2013
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Common Stock, $.01 par value
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27,969,969
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Page No.
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Item 1.
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Unaudited Condensed Consolidated Financial Statements
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Three Months Ended
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||||||
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April 28, 2012
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May 4, 2013
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||||
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||||
Net sales
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$
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201,354
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$
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196,055
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Cost of goods sold
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73,593
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76,869
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Gross profit
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127,761
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119,186
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Operating expenses:
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Sales and marketing, including occupancy costs
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85,762
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88,701
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General and administrative
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17,591
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17,532
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Total operating expenses
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103,353
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106,233
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Operating income
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24,408
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12,953
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Other income (expense):
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||||
Interest income
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68
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171
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Interest expense
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(12
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)
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(5
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)
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Total other income (expense)
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56
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166
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Income before provision for income taxes
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24,464
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13,119
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Provision for income taxes
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9,632
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5,031
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Net income
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$
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14,832
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$
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8,088
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Per share information:
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||||
Earnings per share:
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||||
Basic
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$
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0.53
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$
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0.29
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Diluted
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$
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0.53
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$
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0.29
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Weighted average shares outstanding:
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||||
Basic
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27,831
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27,965
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Diluted
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27,995
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28,047
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February 2, 2013
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May 4, 2013
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||||
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(In thousands)
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||||||
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(Audited)
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(Unaudited)
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||||
ASSETS
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CURRENT ASSETS:
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Cash and cash equivalents
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$
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71,288
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$
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30,878
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Short-term investments
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305,833
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289,852
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Accounts receivable, net
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10,644
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21,073
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Inventories:
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Finished goods
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317,635
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348,570
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Raw materials
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12,867
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11,796
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Total inventories
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330,502
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360,366
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Prepaid expenses and other current assets
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23,922
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27,257
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Total current assets
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742,189
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729,426
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NONCURRENT ASSETS:
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Property, plant and equipment, net
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152,360
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151,806
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Other noncurrent assets
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298
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215
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Total assets
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$
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894,847
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$
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881,447
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LIABILITIES AND STOCKHOLDERS’ EQUITY
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CURRENT LIABILITIES:
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Accounts payable
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$
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53,782
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$
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41,333
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Accrued expenses
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104,639
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97,528
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Deferred tax liability — current
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11,928
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11,916
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Total current liabilities
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170,349
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150,777
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NONCURRENT LIABILITIES:
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Deferred rent
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45,531
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43,811
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Deferred tax liability — noncurrent
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9,791
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9,261
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Other noncurrent liabilities
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1,613
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1,650
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Total liabilities
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227,284
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205,499
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COMMITMENTS AND CONTINGENCIES
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STOCKHOLDERS’ EQUITY:
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Preferred Stock
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—
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—
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Common stock
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279
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279
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Additional paid-in capital
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94,757
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95,054
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Retained earnings
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572,718
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580,806
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Accumulated other comprehensive income (loss)
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(191
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)
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(191
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)
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Total stockholders’ equity
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667,563
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675,948
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Total liabilities and stockholders’ equity
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$
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894,847
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$
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881,447
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Three Months Ended
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||||||
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April 28, 2012
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May 4, 2013
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||||
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(In thousands)
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||||||
Cash flows from operating activities:
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Net income
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$
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14,832
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$
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8,088
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Adjustments to reconcile net income to net cash (used in) operating activities:
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Depreciation and amortization
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6,820
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7,493
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Loss on disposals of property, plant and equipment
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42
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28
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Non-cash equity compensation
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599
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510
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(Decrease) in deferred taxes
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(655
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)
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(542
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)
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Net (increase) in operating working capital and other components
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(78,890
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)
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(65,860
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)
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Net cash (used in) operating activities
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(57,252
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)
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(50,283
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)
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Cash flows from investing activities:
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Capital expenditures
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(5,937
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)
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(5,895
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)
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Proceeds from maturities of short-term investments
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118,958
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140,915
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Payments to acquire short-term investments
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(112,270
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)
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(124,934
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)
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Net cash provided by investing activities
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751
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10,086
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Cash flows from financing activities:
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Income tax benefit from equity compensation plans
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14
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(40
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)
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Net proceeds from issuance of common stock
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—
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—
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Tax payments related to equity compensation plans
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(372
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)
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(173
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)
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Net cash (used in) financing activities
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(358
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)
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(213
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)
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Net (decrease) in cash and cash equivalents
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(56,859
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)
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(40,410
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)
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Cash and cash equivalents — beginning of period
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87,230
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71,288
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Cash and cash equivalents — end of period
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$
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30,371
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$
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30,878
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1.
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BASIS OF PRESENTATION
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Fiscal year 2008
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January 31, 2009
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Fiscal year 2009
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January 30, 2010
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Fiscal year 2010
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January 29, 2011
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Fiscal year 2011
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January 28, 2012
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Fiscal year 2012
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February 2, 2013
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Fiscal year 2013
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February 1, 2014
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2.
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SIGNIFICANT ACCOUNTING POLICIES
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3.
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SUPPLEMENTAL CASH FLOW DISCLOSURE
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Three Months Ended
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||||||
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April 28, 2012
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May 4, 2013
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||||
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(In thousands)
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||||||
(Increase) in accounts receivable
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$
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(3,403
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)
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$
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(10,429
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)
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(Increase) in inventories
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(46,237
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)
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(29,864
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)
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(Increase) in prepaids and other assets
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(4,648
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)
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(3,252
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)
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(Decrease) in accounts payable
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(14,606
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)
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(12,449
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)
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(Decrease) in accrued expenses
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(8,844
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)
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(8,183
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)
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(Decrease) in deferred rent and other noncurrent liabilities
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(1,152
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)
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(1,683
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)
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Net (increase) in operating working capital and other components
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$
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(78,890
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)
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$
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(65,860
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)
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Three Months Ended
|
||||||
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April 28, 2012
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May 4, 2013
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||||
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(In thousands)
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||||||
Interest paid
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$
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12
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|
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$
|
4
|
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Income taxes paid
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$
|
18,817
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$
|
10,957
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4.
|
EARNINGS PER SHARE
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Three Months Ended
|
||||
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April 28, 2012
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May 4, 2013
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||
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(In thousands)
|
||||
Weighted average shares outstanding for basic EPS
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27,831
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|
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27,965
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Dilutive effect of common stock equivalents
|
164
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|
82
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Weighted average shares outstanding for diluted EPS
|
27,995
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28,047
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5.
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INCOME TAXES
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6.
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SEGMENT REPORTING
|
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Stores
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Direct Marketing
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Corporate and
Other
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Total
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||||||||
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(In thousands)
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||||||||||||||
Net sales
(a)
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$
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165,910
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|
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$
|
20,887
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|
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$
|
9,258
|
|
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$
|
196,055
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Depreciation and amortization
|
6,094
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|
|
204
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|
|
1,195
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|
|
7,493
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|
||||
Operating income (loss)
(b)
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26,462
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|
|
5,620
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|
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(19,129
|
)
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|
12,953
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|
||||
Capital expenditures
(c)
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5,106
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|
7
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|
|
782
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|
|
5,895
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|
Stores
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|
Direct Marketing
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Corporate and
Other
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Total
|
||||||||
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(In thousands)
|
||||||||||||||
Net sales
(a)
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$
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174,763
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|
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$
|
18,545
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|
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$
|
8,046
|
|
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$
|
201,354
|
|
Depreciation and amortization
|
5,535
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|
|
174
|
|
|
1,111
|
|
|
6,820
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|
||||
Operating income (loss)
(b)
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36,137
|
|
|
6,187
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|
|
(17,916
|
)
|
|
24,408
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|
||||
Capital expenditures
(c)
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4,639
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|
57
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|
|
1,241
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|
|
5,937
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(a)
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Stores net sales represent all Full-line Store sales. Direct Marketing net sales represent catalog call center and Internet sales. Net sales from operating segments below the GAAP quantitative thresholds are attributable primarily to our two other operating segments — Outlet and Factory stores and Franchise stores. These operating segments have never met any of the quantitative thresholds for determining reportable segments and are included in “Corporate and Other.”
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(b)
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Operating income (loss) for the Stores and Direct Marketing segments represents profit before allocations of overhead from the corporate office and the distribution centers (except order fulfillment costs which are allocated to Direct Marketing), interest and income taxes (“four wall” contribution). Total Company shipping costs to customers of approximately
$2.8 million
and
$3.4 million
for the
first
quarter of fiscal years
2012
and
2013
, respectively, were recorded to “Sales and marketing, including occupancy costs” in the Condensed Consolidated Statements of Income. Operating income (loss) for “Corporate and Other” consists primarily of costs included in general and administrative costs and operating income or loss related to the Outlet and Factory stores and the Franchise stores operating segments. Total operating income represents profit before interest and income taxes.
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(c)
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Capital expenditures include payments for property, plant and equipment made for the reportable segment.
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7.
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LEGAL MATTERS
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Item 2.
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Management’s Discussion and Analysis of Financial Condition and Results of Operations
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•
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2.6%
decrease in net sales, driven by an
5.1%
decrease in the Stores segment sales, which includes the impact of new stores opened, and a
12.6%
increase in the Direct Marketing segment sales;
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•
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8.5%
decrease in comparable store sales and a
6.4%
decrease in combined comparable store and Internet sales.
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•
|
270
basis point decrease in gross profit margins (gross profit as a percent of net sales) primarily due to higher product sourcing costs and lower selling prices;
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•
|
260
basis point increase in sales and marketing costs as a percentage of net sales driven primarily by higher occupancy, Store and Direct marketing payroll and other variable selling costs as a percentage of net sales, partially offset by lower advertising and marketing costs as a percentage of net sales; and
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•
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20
basis point increase in general and administrative costs as a percentage of net sales driven primarily by the sales decline during the quarter which caused us to lose leverage on these largely fixed costs.
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Percentage of Net Sales
|
||||
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Three Months Ended
|
||||
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April 28, 2012
|
|
May 4, 2013
|
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Net sales
|
100.0
|
%
|
|
100.0
|
%
|
Cost of goods sold
|
36.5
|
|
|
39.2
|
|
Gross profit
|
63.5
|
|
|
60.8
|
|
Sales and marketing expenses
|
42.6
|
|
|
45.2
|
|
General and administrative expenses
|
8.7
|
|
|
8.9
|
|
Total operating expenses
|
51.3
|
|
|
54.2
|
|
Operating income
|
12.1
|
|
|
6.6
|
|
Total other income
|
—
|
|
|
0.1
|
|
Income before provision for income taxes
|
12.1
|
|
|
6.7
|
|
Provision for income taxes
|
4.8
|
|
|
2.6
|
|
Net income
|
7.4
|
%
|
|
4.1
|
%
|
|
Three Months Ended
|
||||||||||
|
April 28, 2012
|
|
May 4, 2013
|
||||||||
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Stores
|
|
Square
Feet*
|
|
Stores
|
|
Square
Feet*
|
||||
Stores open at the beginning of the period
|
556
|
|
|
2,474
|
|
|
602
|
|
|
2,699
|
|
Stores opened
|
3
|
|
|
12
|
|
|
5
|
|
|
22
|
|
Stores closed
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
(3
|
)
|
Stores open at the end of the period
|
559
|
|
|
2,486
|
|
|
606
|
|
|
2,718
|
|
|
Three Months Ended
|
||||||
|
April 28, 2012
|
|
May 4, 2013
|
||||
|
(In thousands)
|
||||||
Cash provided by (used in):
|
|
|
|
||||
Operating activities
|
$
|
(57,252
|
)
|
|
$
|
(50,283
|
)
|
Investing activities
|
751
|
|
|
10,086
|
|
||
Financing activities
|
(358
|
)
|
|
(213
|
)
|
||
Net increase (decrease) in cash and cash equivalents
|
$
|
(56,859
|
)
|
|
$
|
(40,410
|
)
|
|
April 28, 2012
|
|
February 2, 2013
|
|
May 4, 2013
|
||||||
|
(In thousands)
|
||||||||||
Cash and cash equivalents
|
$
|
30,371
|
|
|
$
|
71,288
|
|
|
$
|
30,878
|
|
Short-term investments
|
233,564
|
|
|
305,833
|
|
|
289,852
|
|
|||
Total
|
$
|
263,935
|
|
|
$
|
377,121
|
|
|
$
|
320,730
|
|
|
|
|
|
|
|
||||||
Long-term debt
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
•
|
an increase in inventory of
$29.9 million
primarily as a result of the replenishment of units sold in fiscal
2012
and the opening of new stores;
|
•
|
a decrease in accounts payable of
$12.4 million
due primarily to the timing of payments to vendors;
|
•
|
an increase in accounts receivable of
$10.4 million
due primarily to higher credit card receivables from transactions through American Express, MasterCard and Visa as a result of increased sales near the end of the
first
quarter of fiscal year
2013
as compared with the end of fiscal year
2012
;
|
•
|
a reduction in accrued expenses totaling
$8.2 million
(excluding accrued property, plant and equipment) related primarily to the payment of advertising costs that had been accrued at the end of fiscal year
2012
; and
|
•
|
an increase in prepaid and other assets of
$3.3 million
due primarily to an increase in prepaid income taxes.
|
|
Negotiated
Amounts
|
|
Amounts
Collected in
Fiscal Year
2012
|
|
Amounts
Collected in
Fiscal Year
2013
|
|
Amounts
Outstanding
May 4,
2013
|
||||||||
|
(In thousands )
|
||||||||||||||
Full Fiscal Year 2012 Store Openings (46 Stores), Renovations and Relocations
|
$
|
6,351
|
|
|
$
|
3,645
|
|
|
$
|
2,470
|
|
|
$
|
236
|
|
First Three Months of Fiscal Year 2013 Store Openings (5 Stores), Renovations and Relocations
|
568
|
|
|
—
|
|
|
167
|
|
|
401
|
|
||||
|
$
|
6,919
|
|
|
$
|
3,645
|
|
|
$
|
2,637
|
|
|
$
|
637
|
|
Contractual Obligations and Commercial Commitments
|
Payments Due by Period
|
||||||||||||||||||
|
(In thousands)
|
||||||||||||||||||
|
2013
|
|
2014 - 2016
|
|
2017-2018
|
|
Beyond 2018
|
|
Total
(f)
|
||||||||||
Operating lease obligations
(a) (b)
|
$
|
76,776
|
|
|
$
|
187,041
|
|
|
$
|
80,583
|
|
|
$
|
88,123
|
|
|
$
|
432,523
|
|
Inventory purchase commitments
(c)
|
289,801
|
|
|
1,303
|
|
|
—
|
|
|
—
|
|
|
291,104
|
|
|||||
Related party agreement
(d)
|
825
|
|
|
1,650
|
|
|
—
|
|
|
—
|
|
|
2,475
|
|
|||||
License agreement
(e)
|
165
|
|
|
330
|
|
|
—
|
|
|
—
|
|
|
495
|
|
|||||
Total
|
367,567
|
|
|
190,324
|
|
|
80,583
|
|
|
88,123
|
|
|
726,597
|
|
(a)
|
Includes various lease agreements signed prior to
May 4, 2013
for stores to be opened and equipment placed in service subsequent to
May 4, 2013
.
|
(b)
|
Excludes contingent rent and other lease costs.
|
(c)
|
Represents the value of expected future inventory purchases for receipts through fiscal year 2014 for which purchase orders have been issued or other commitments have been made to vendors as of
May 4, 2013
.
|
(d)
|
Relates to a consulting agreement with our current Chairman of the Board to consult on matters of strategic planning and initiatives.
|
(e)
|
Relates to an agreement with David Leadbetter, a golf professional, which allows us to produce golf and other apparel under his name.
|
(f)
|
The total does not include obligations for unrecognized tax benefits and related penalties and interest of
$0.6 million
which have been excluded from the above table as the amount to be settled in cash and the specific payment dates are not known.
|
Item 3.
|
Quantitative and Qualitative Disclosures About Market Risk
|
Item 4.
|
Controls and Procedures
|
Item 1.
|
Legal Proceedings
|
Item 1A.
|
Risk Factors
|
Item 6.
|
Exhibits
|
31.1
|
|
Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes‑Oxley Act of 2002.
|
31.2
|
|
Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes‑Oxley Act of 2002.
|
32.1
|
|
Certification of Principal Executive Officer Pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002.
|
32.2
|
|
Certification of Principal Financial Officer Pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002.
|
101.INS
|
|
XBRL Instance Document. **
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document. **
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document. **
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document. **
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document. **
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document. **
|
**
|
Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.
|
|
|
Jos. A. Bank Clothiers, Inc.
(Registrant)
|
Dated:
|
June 5, 2013
|
/s/ DAVID E. ULLMAN
|
|
|
David E. Ullman
|
|
|
Executive Vice President,
Chief Financial Officer
(Principal Financial and Accounting Officer and Duly Authorized Officer)
|
31.1
|
|
Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes‑Oxley Act of 2002.
|
31.2
|
|
Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes‑Oxley Act of 2002.
|
32.1
|
|
Certification of Principal Executive Officer Pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002.
|
32.2
|
|
Certification of Principal Financial Officer Pursuant to Section 906 of the Sarbanes‑Oxley Act of 2002.
|
101.INS
|
|
XBRL Instance Document. **
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document. **
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document. **
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document. **
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document. **
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document. **
|
**
|
Pursuant to Rule 406T of Regulation S-T, these interactive data files are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.
|
1 Year Jos. A. Bank Clothiers Chart |
1 Month Jos. A. Bank Clothiers Chart |
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