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

Wolverine World Wide, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware (State or Other Jurisdiction of Incorporation)		001-06024 (Commission File Number)		38-1185150 (IRS Employer Identification No.)

9341 Courtland Drive Rockford, Michigan (Address of Principal Executive Offices)		49351 (Zip Code)

Registrant’s telephone number, including area code: (616) 866-5500

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):

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 February 3, 2010, Wolverine World Wide, Inc. (the “Company”) issued a press release announcing its financial results for the Company’s fourth quarter of 2009 and the fiscal year ended January 2, 2010, 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 February 3, 2010. 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.

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.

EXHIBIT INDEX

Exhibit Number		Document
99.1		Wolverine World Wide, Inc. Press Release dated February 3, 2010.

Exhibit 99.1

		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

WOLVERINE WORLD WIDE, INC. ANNOUNCES FINANCIAL
RESULTS FOR THE FOURTH QUARTER AND FULL YEAR 2009;
REPORTS RECORD FREE CASH FLOW

Rockford, Michigan, February 3, 2010 — Wolverine World Wide, Inc. (NYSE: WWW) today reported financial results for the fourth quarter and fiscal year ended January 2, 2010. Year-over-year growth rates noted below are impacted by one less week in 2009’s fourth quarter and fiscal year than in the prior year.

Adjusting for the negative impact of foreign exchange rates, full-year revenue was $1.139 billion, a decline of 6.7% versus the prior year. Reported revenue for the full year was $1.101 billion, a decrease of 9.8% versus the prior year. Earnings per fully diluted share for the year were $1.77, after adjusting for non-recurring charges of $0.53 per share related to the Company’s strategic restructuring plan, a 6.8% decrease compared to the prior year’s $1.90 per share. Further adjusting earnings for a negative $0.16 per share impact from foreign exchange rates, fully diluted earnings were $1.93 per share, 1.6% above the prior year. Reported fully diluted earnings for the year were $1.24 per share.

Reported revenue for the fourth quarter was $312.5 million, a 9.7% decline versus the prior year. The quarter’s reported revenue was minimally impacted by foreign exchange. Fully diluted earnings in the quarter were $0.45 per share after adjusting for $0.12 per share of non-recurring restructuring and related charges. Further adjusting for a negative foreign exchange impact of $0.11, fully diluted earnings were $0.56 per share in the fourth quarter, an increase of 14.3% compared to $0.49 in the prior year. Reported fully diluted earnings for the fourth quarter were $0.33 per share.

“We are extremely pleased with our performance in 2009, particularly considering the challenging economic environment that existed all year,” said Blake W. Krueger, the Company’s Chairman and Chief Executive Officer. “Bright spots in the quarter included our Retail Division, both our brick-and-mortar and e-commerce businesses, and our Merrell business. We believe the geographic, brand and distribution channel diversity of our business structure provides a competitive advantage in any economic climate.

—more—

Q4 and Full Year 2009		page 2

“There were a number of other accomplishments during the year that not only contributed to our positive results, but also better positioned the Company for accelerated growth. We seamlessly integrated the Cushe and Chaco brands following their early 2009 acquisitions, and both brands exceeded our expectations for the year. We also successfully executed our strategic restructuring plan during the year, an important step forward in our goal of driving continuous improvement in every facet of the Company’s operations. In addition, we added key talent throughout the organization with important strategic hires. These actions, and more, have us well-positioned to continue delivering on our most important goals — exceeding the expectations of our consumers and driving shareholder value.”

Don Grimes, the Company’s Chief Financial Officer, commented, “The Company’s excellent financial performance in 2009 clearly demonstrates the strength of our brands, the advantages of our business model, and the discipline with which we manage the business. Throughout the year, we maintained intense focus on executing our restructuring program while continuing to invest in important brand-building initiatives and keeping tight control on discretionary spending. We are proud of the year’s results, particularly while operating in such a challenging global economic environment.”

Highlights for the year:

	•		Gross margin for the full year was 39.7% after adjusting for non-recurring restructuring and related charges included in cost of sales, compared to prior-year gross margin of 39.8%. Further adjusting for the negative impact of foreign exchange, gross margin was 40.1%. Reported gross margin for the full year was 39.2%.
	•		Full-year operating expenses decreased 10.4% from the prior year, to $309.3 million, after adjusting for non-recurring restructuring and related charges, the benefit of a stronger U.S. dollar, expenses directly related to newly acquired brands, and higher pension expense. Reported operating expenses for the full year were $346.1 million.
	•		The full-year effective tax rate decreased to 27.8%, compared to the prior year’s 31.8% rate. The lower rate reflects benefits from implementing tax planning strategies related primarily to the Company’s international operations and the net benefit from non-recurring adjustments in the current year’s fourth quarter.

—more—

Q4 and Full Year 2009		page 3

	•		As expected, the Company significantly reduced its year-end inventory, which was down $38.7 million, or 19.7%, compared to the prior year. Accounts receivable at year end were down 2.5% compared to the prior year.
	•		The Company had an outstanding year of cash generation, with record operating free cash flow of $146.3 million, fueled by significant reductions in working capital and a conservative capital plan. The Company is in a strong competitive position, with cash and cash equivalents at year end of $160.4 million and $150.0 million of availability on its revolving credit facility.

The Company anticipates continued improvement in the economic environment in most of its major markets and, based on an improved order backlog position throughout its portfolio, expects to deliver both revenue and earnings growth in 2010. For fiscal 2010, the Company currently anticipates:

	•		Revenue in the range of $1.140 billion to $1.170 billion, representing growth of 3.5% to 6.3% versus the prior year, with no material impact from foreign exchange on 2010 reported revenue;
	•		Modest improvement in full-year gross margin after adjusting for non-recurring restructuring charges, as lower first-half product costs and strategic price increases are expected to more than offset modest full-year foreign exchange downside from maturing foreign currency forward contracts;
	•		Incremental investments behind the Merrell, Sebago, Chaco, and Cushe brands and consumer-direct initiatives — strategies designed to capitalize on opportunities to gain market share and accelerate the growth of these important drivers of sales and profit;
	•		Modestly higher pension expense, more than offset by benefits from the completion of the strategic restructuring program;
	•		A full-year effective tax rate of 29.0%, versus an effective tax rate of 27.8% in fiscal 2009;
	•		Fully diluted weighted average shares outstanding of 49.9 million, versus 49.0 million in fiscal 2009;

—more—

Q4 and Full Year 2009		page 4

	•		Adjusted for non-recurring restructuring charges in the range of $0.03 to $0.05 per share, fully diluted earnings per share in the range of $1.88 to $1.96, representing growth of 6.2% to 10.7% versus the prior year;
	•		Further adjusting for expected full-year negative foreign exchange of $0.04 per share, fully diluted earnings in the range of $1.92 to $2.00, representing growth of 8.5% to 13.0% versus the prior year;
	•		Reported earnings per share in the range of $1.84 to $1.92.

Krueger concluded, “Moving into 2010 and beyond, we believe we are well-positioned to grow our dynamic portfolio of brands by both increased penetration in current markets and selective geographic expansion. We also remain focused on expanding our consumer-direct initiatives across our brand portfolio and further extending several of our brands into apparel and accessories. Our strong execution in the difficult environment over the past 18 months gives us great confidence in our ability to accelerate the growth of our lifestyle brands as the global economy continues to improve.”

The Company will host a conference call at 8:30 a.m. EDT today to discuss these results and current business trends. To listen to the call at the Company’s website, go to www.wolverineworldwide.com, click on “Investors” in the navigation bar, and then click on “Webcast” from the top navigation bar of the “Investors” page. To listen to the webcast, your computer must have Windows Media Player, which can be downloaded for free at www.wolverineworldwide.com. In addition, the conference call can be heard at www.streetevents.com. A replay of the call will be available at the Company’s website through February 17, 2010.

With a commitment to service and product excellence, Wolverine World Wide, Inc. is one of the world’s leading marketers of branded casual, active lifestyle, work, outdoor sport and uniform footwear and apparel. The Company’s portfolio of highly recognized brands includes: Bates^®, Chaco^®, Cushe^™, Hush Puppies^®, HYTEST^®, Merrell^®, Sebago^® Soft Style^® and Wolverine^®. The Company also is the exclusive footwear licensee of popular brands including CAT^®, Harley-Davidson^® and Patagonia^®. The Company’s products are carried by leading retailers in the U.S. and globally in 180 countries and territories. For additional information, please visit our website, www.wolverineworldwide.com.

—more—

Q4 and Full Year 2009		page 5

This press release contains forward-looking statements. In addition, words such as “estimates,” “anticipates”, “expects,” “intends,” “should,” “will,” variations of such words and similar expressions are intended to identify forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions (“Risk Factors”) that are difficult to predict with regard to timing, extent, likelihood and degree of occurrence. Therefore, actual results and outcomes may materially differ from what may be expressed or forecasted in such forward-looking statements. Current uncertainty in global economic conditions makes it particularly difficult to predict product demand and other related matters and makes it more likely that the Company’s actual results could differ materially from expectations. Risk Factors include, among others: the Company’s ability to successfully develop the Cushe and Chaco brands and businesses; the successful completion of the Company’s strategic restructuring plan; changes in duty structures in countries of import and export including anti-dumping measures in Europe and other countries; trade defense actions by countries; the Company’s ability to implement and recognize benefits from tax planning strategies; changes in consumer preferences or spending patterns; cancellation of orders for future delivery; changes in planned customer demand, re-orders or at-once orders; the availability and pricing of foreign footwear factory capacity; reliance on foreign sourcing; regulatory or other changes affecting the supply of materials used in manufacturing; the availability of power, labor and resources in key foreign sourcing countries, including China; the impact of competition and pricing; the impact of changes in the value of foreign currencies and the relative value to the U.S. Dollar; the development of new initiatives; the development of apparel; retail buying patterns; consolidation in the retail sector; changes in economic and market conditions; acts and effects of war and terrorism; weather; and additional factors discussed in the Company’s reports filed with the Securities and Exchange Commission and exhibits thereto. Other Risk Factors exist, and new Risk Factors emerge from time to time that may cause actual results to differ materially from those contained in any forward-looking statements. Given these risks and uncertainties, investors should not place undue reliance on forward-looking statements as a prediction of actual results. Furthermore, the Company undertakes no obligation to update, amend or clarify forward-looking statements.

# # #

WOLVERINE WORLD WIDE, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
($000s, except per share data)

		4th Quarter Ended								Fiscal Year Ended
		January 2,				January 3,				January 2,				January 3,
		2010				2009				2010				2009
Revenue		$	312,530			$	346,116			$	1,101,056			$	1,220,568
Cost of products sold			188,523				212,785				663,461				734,547
Restructuring and related costs			1,234				—				5,873				—
Gross profit			122,773				133,331				431,722				486,021
Gross margin			39.3	%			38.5	%			39.2	%			39.8	%
Selling, general and administrative expenses			94,197				100,991				316,378				345,183
Restructuring and related costs			6,897				—				29,723				—
Operating expenses			101,094				100,991				346,101				345,183
Operating profit			21,679				32,340				85,621				140,838
Operating margin			6.9	%			9.3	%			7.8	%			11.5	%
Interest (income) expense, net			(112	)			419				111				1,093
Other (income), net			(261	)			(838	)			(182	)			(839	)
			(373	)			(419	)			(71	)			254
Earnings before income taxes			22,052				32,759				85,692				140,584
Income taxes			5,314				8,642				23,780				44,763
Net earnings		$	16,738			$	24,117			$	61,912			$	95,821
Diluted earnings per share		$	0.33			$	0.49			$	1.24			$	1.90

CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
($000s)

		January 2,				January 3,
		2010				2009
ASSETS:
Cash & cash equivalents		$	160,439			$	89,502
Receivables			163,755				167,949
Inventories			158,065				196,777
Other current assets			21,279				19,614
Total current assets			503,538				473,842
Property, plant & equipment, net			73,952				85,757
Other assets			130,443				105,181
Total Assets		$	707,933			$	664,780
LIABILITIES & EQUITY:
Current maturities on long-term debt		$	538			$	5
Revolving credit agreement			—				59,500
Accounts payable and other accrued liabilities			132,313				131,824
Total current liabilities			132,851				191,329
Long-term debt			1,077				—
Other non-current liabilities			91,972				43,529
Stockholders’ equity			482,033				429,922
Total Liabilities & Equity		$	707,933			$	664,780

As required by the Securities and Exchange Commission Regulation G, the following tables contain information regarding the non-GAAP adjustments used by the Company in the presentation of its financial results:

WOLVERINE WORLD WIDE, INC.

RECONCILIATION OF REPORTED FINANCIAL RESULTS TO ADJUSTED FINANCIAL RESULTS, EXCLUDING
RESTRUCTURING AND RELATED COSTS AND IMPACT OF FOREIGN EXCHANGE RATES*
(Unaudited)
($000s)

		As Reported								As Adjusted				Impact of				As Adjusted
		Fiscal Year Ended				Restructuring and				Fiscal Year Ended				Foreign Exchange				Fiscal Year Ended
		January 2, 2010				Related Costs(a)				January 2, 2010				Rates(a)				January 2, 2010
Revenue		$	1,101,056			$	—			$	1,101,056			$	38,192			$	1,139,248
% change from prior year			(9.8	%)															(6.7	%)
Gross profit		$	431,722			$	5,873			$	437,595			$	19,722			$	457,317
Gross margin			39.2	%							39.7	%							40.1	%
Diluted earnings per share		$	1.24			$	0.53			$	1.77			$	0.16			$	1.93
% change from prior year			(34.7	%)							(6.8	%)							1.6	%

		As Reported								As Adjusted				Impact of				As Adjusted
		4th Quarter Ended				Restructuring and				4th Quarter Ended				Foreign Exchange				4th Quarter Ended
		January 2, 2010				Related Costs(a)				January 2, 2010				Rates(a)				January 2, 2010
Diluted earnings per share		$	0.33			$	0.12			$	0.45			$	0.11			$	0.56
% change from prior year			(32.7	%)							(8.2	%)							14.3	%

RECONCILIATION OF REPORTED OPERATING EXPENSES TO ADJUSTED OPERATING EXPENSES, EXCLUDING RESTRUCTURING AND RELATED COSTS, IMPACT OF FOREIGN EXCHANGE RATES, NEWLY ACQUIRED BRANDS, AND INCREASED PENSION EXPENSE*
(Unaudited)
($000s)

		As Reported								Impact of				Newly				Increased				As Adjusted
		Fiscal Year Ended				Restructuring and				Foreign Exchange				Acquired				Pension				Fiscal Year Ended
		January 2, 2010				Related Costs(b)				Rates(b)				Brands(b)				Expense(b)				January 2, 2010
Operating expenses		$	346,101			$	(29,723	)		$	8,623			$	(6,943	)		$	(8,808	)		$	309,250
% change from prior year			0.3	%																			(10.4	)%

		As Reported								Impact of				Newly				Increased				As Adjusted
		12 Weeks Ended				Restructuring and				Foreign Exchange				Acquired				Pension				12 Weeks Ended
		January 2, 2010				Related Costs(b)				Rates(b)				Brands(b)				Expense(b)				January 2, 2010
Operating expenses		$	101,094			$	(6,897	)		$	(1,244	)		$	(1,456	)		$	(2,456	)		$	89,041
% change from prior year			0.1	%																			(11.8	%)

WOLVERINE WORLD WIDE, INC.

RECONCILIATION OF EPS GUIDANCE TO ADJUSTED EPS GUIDANCE, EXCLUDING RESTRUCTURING AND RELATED COSTS AND IMPACT OF FOREIGN EXCHANGE RATES *
(Unaudited)

		Full-Year 2010								Restructuring				Full-Year 2010								Impact of				Full-Year 2010
		Guidance								and Related				Guidance								Foreign Exchange				Guidance
		(GAAP Basis)								Costs(a)				As Adjusted								Rates(a)				As Adjusted
Diluted earnings per share		$	1.84		-	$	1.92			$	0.04	(b)		$	1.88		-	$	1.96			$	0.04			$	1.92		-	$	2.00