UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): April 22, 2009
Wolverine World Wide, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 001-06024 | 38-1185150 | ||
(State or other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
9341 Courtland Drive Rockford, Michigan |
49351 | |
(Address of Principal Executive Offices) | (Zip Code) |
Registrants telephone number, including area code: (616) 866-5500
(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:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition.
On April 22, 2009, Wolverine World Wide, Inc. (the Company) issued a press release announcing its earnings for the Companys first quarter of 2009, attached as Exhibit 99.1 to this Form 8-K (the 8-K), which is here incorporated by reference. This 8-K and Exhibit 99.1 shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the Exchange Act), or incorporated by reference in any filing under the Securities Act of 1933, as amended (the Securities Act), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) | Exhibits: | |||||
99.1 | Press Release dated April 22, 2009. This Exhibit shall not be deemed filed for purposes of Section 18 of the Exchange Act, or incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. |
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SIGNATURES
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.
Dated: April 22, 2009 | WOLVERINE WORLD WIDE, INC. | |||
(Registrant) |
/s/ Donald T. Grimes
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EXHIBIT INDEX
Exhibit Number | Document | |
99.1
|
Wolverine World Wide, Inc. Press Release dated April 22, 2009. |
WOLVERINE WORLD WIDE, INC. 9341 Courtland Drive, Rockford, MI 49351 Phone (616) 866-5500; FAX (616) 866-0257 |
||
FOR IMMEDIATE RELEASE CONTACT: Don Grimes (616) 863-4404 |
Q1 2009 | page 2 |
| Operating expenses in the quarter were $87.5 million. Adjusting for $12.1
million of non-recurring restructuring and related charges, $2.2 million of
increased pension expense, and a $4.4 million benefit from the stronger U.S.
dollar, operating expenses decreased 9.1% versus the prior year, demonstrating
excellent financial discipline by the Company. Adjusted operating expenses in the
quarter were 28.4% of constant currency revenue, compared to 29.6% of revenue in
the same quarter of the prior year. Reported operating expenses in the quarter,
including restructuring and related charges, were 34.3% of reported revenue. |
| Accounts receivable at quarter end were 11.1% lower than the prior years first
quarter. The Company continues to closely monitor customers credit standing and
apply increased efforts towards timely collections. |
| Inventory at the end of the first quarter was up 15.6% compared to the prior
year, but up only 11.8% on a unit volume basis. The increase was driven primarily
by year-over-year product cost increases on most brands in the portfolio, a
strategic pre-buy of core product prior to anticipated cost increases, inventory
from our recently acquired Chaco brand, and a build of buffer inventory in our
leather business prior to the recent closure of the Companys tannery operations.
The Company is comfortable with its inventory position, which remains current, and
is pleased that the year-over-year percentage change is improved compared to fiscal
year end. |
| Adjusting for $2.3 million of non-recurring restructuring and related charges
that are included in cost of sales, gross margin was 41.2%, compared to prior-year
gross margin of 42.2%. The primary driver of the lower gross margin in the quarter
was the impact of expected product cost increases. Adjusting for the non-recurring
charges, gross margin exceeded plan in the quarter. Reported gross margin in the
quarter was 40.3%. |
| The Company repurchased 406,200 shares of stock during the quarter at an average
cost of $13.77 per share. The Companys liquidity position remains strong, with
borrowings of $94.4 million offset by $56.8 million of cash. |
Q1 2009 | page 3 |
Q1 2009 | page 4 |
12 Weeks Ended | ||||||||
March 28, | March 22, | |||||||
2009 | 2008 | |||||||
Revenue |
$ | 255,324 | $ | 288,238 | ||||
Cost of products sold |
150,061 | 166,677 | ||||||
Restructuring and related costs |
2,320 | | ||||||
Gross profit |
102,943 | 121,561 | ||||||
Gross margin |
40.3 | % | 42.2 | % | ||||
Selling, general, and administrative expenses |
75,320 | 85,292 | ||||||
Restructuring and related costs |
12,138 | | ||||||
Operating expenses |
87,458 | 85,292 | ||||||
Operating profit |
15,485 | 36,269 | ||||||
Operating margin |
6.1 | % | 12.6 | % | ||||
Interest expense, net |
89 | 63 | ||||||
Other (income) expense, net |
(108 | ) | 567 | |||||
(19 | ) | 630 | ||||||
Earnings before income taxes |
15,504 | 35,639 | ||||||
Income taxes |
5,009 | 11,938 | ||||||
Net earnings |
$ | 10,495 | $ | 23,701 | ||||
Diluted earnings per share |
$ | 0.21 | $ | 0.46 | ||||
March 28, | March 22, | |||||||
2009 | 2008 | |||||||
ASSETS: |
||||||||
Cash & cash equivalents |
$ | 56,830 | $ | 47,484 | ||||
Receivables |
198,465 | 223,323 | ||||||
Inventories |
217,619 | 188,245 | ||||||
Other current assets |
22,269 | 24,050 | ||||||
Total current assets |
495,183 | 483,102 | ||||||
Property, plant & equipment, net |
80,291 | 85,239 | ||||||
Other assets |
115,919 | 109,832 | ||||||
Total Assets |
$ | 691,393 | $ | 678,173 | ||||
LIABILITIES & EQUITY: |
||||||||
Current maturities on long-term debt |
$ | 483 | $ | 10,731 | ||||
Revolving credit agreement |
93,000 | 60,066 | ||||||
Accounts payable and other accrued liabilities |
98,177 | 117,432 | ||||||
Total current liabilities |
191,660 | 188,229 | ||||||
Long-term debt |
959 | | ||||||
Other non-current liabilities |
70,720 | 34,591 | ||||||
Stockholders equity |
428,054 | 455,353 | ||||||
Total Liabilities & Equity |
$ | 691,393 | $ | 678,173 | ||||
As Reported | Impact of | As Adjusted | ||||||||||
12 Weeks Ended | Foreign Exchange | 12 Weeks Ended | ||||||||||
March 28, 2009 | Rates(a) | March 28, 2009(a) | ||||||||||
Revenue |
$ | 255,324 | $ | 18,044 | $ | 273,368 | ||||||
% change from prior year |
(11.4 | %) | (5.2 | %) | ||||||||
Operating expenses |
$ | 87,458 | $ | 4,364 | $ | 91,822 | ||||||
% of revenue |
34.3 | % | 33.6 | % |
As Reported | Increased | As Adjusted | ||||||||||||||
12 Weeks Ended | Restructuring and | Pension | 12 Weeks Ended | |||||||||||||
March 28, 2009 | Related Costs(b) | Expense(b) | March 28, 2009(b) | |||||||||||||
Gross profit |
$ | 102,943 | $ | 2,320 | $ | | $ | 105,263 | ||||||||
Gross margin |
40.3 | % | 41.2 | % | ||||||||||||
Operating expenses |
$ | 87,458 | $ | (12,138 | ) | $ | (2,152 | ) | $ | 73,168 | ||||||
% of revenue |
34.3 | % | 28.7 | % | ||||||||||||
Net earnings |
$ | 10,495 | $ | 9,788 | $ | 1,457 | $ | 21,740 | ||||||||
Diluted earnings per share |
$ | 0.21 | $ | 0.20 | $ | 0.03 | $ | 0.44 | ||||||||
(a) | These adjustments present the Companys results of operations without the effects of
fluctuations in foreign currency exchange rates. Constant dollar finanical results are used by
management to, and allow investors to, evaluate the operating performance of the Company on a
comparable basis. |
|
(b) | These adjustments present the Companys results of operations on a continuing basis without
the effects of restructuring and related costs or increased pension expense. The adjusted
financial results are used by management to, and allow investors to, evaluate the operating
performance of the Company on a comparable basis. |
|
* | Management does not, nor should investors, consider such non-GAAP financial measures in
isolation from, or as a substitution for, financial information prepared in accordance with
GAAP. The Company presents such non-GAAP financial measures in reporting its results to
provide investors with an additional tool to evaluate the Companys operating results. |
Full-Year 2009 | ||||||||||||||||||||||||
Full-Year 2009 | Restructuring | Guidance Excluding | Impact of | Increased | Full-Year 2009 | |||||||||||||||||||
Guidance | and Related | Restructuring and | Foreign Exchange | Pension | Guidance | |||||||||||||||||||
(GAAP Basis) | Costs(a) | Related Costs(a) | Rate Changes(a) | Expense(a) | As Adjusted(a) | |||||||||||||||||||
Revenue |
$ | 1.070 $1.150 | $ | | $ | 1.070 $1.150 | $ | 0.070 $0.090 | $ | $ | 1.140 $1.240 | |||||||||||||
Diluted earnings per share |
$ | 1.04 $1.24 | $ | 0.46 | (b) | $ | 1.50 $1.70 | $ | 0.12 $ 0.15 | $ | 0.12 | $ | 1.74 $1.97 | |||||||||||
(a) | These adjustments present the Companys full-year revenue and earnings per share guidance on
a continuing basis without the effects of restructuring and related costs, expected foreign
exchange rate changes or increased pension expense. The adjusted guidance is used by
management to, and allows investors to, evaluate the anticipated operating performance of the
Company on a comparable basis. |
|
(b) | This represents the midpoint of the estimated range of restructuring and other transition
charges of $31 to $36 million. |
|
* | Management does not, nor should investors, consider such non-GAAP financial measures in
isolation from, or as a substitution for, financial information prepared in accordance with
GAAP. The Company presents such non-GAAP financial measures in reporting its results to
provide investors with an additional tool to evaluate the Companys operating results. |