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		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)

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:

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 October 3, 2011, Wolverine World Wide, Inc. (the “Company”) issued a press release announcing its financial results for the Company’s third quarter of 2011, 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 October 3, 2011. 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 October 3, 2011.

Exhibit 99.1

		9341 Courtland Drive, Rockford, MI 49351 Phone (616) 866-5500; Fax (616) 866-0257
		FOR IMMEDIATE RELEASE
		CONTACT: Don Grimes
		(616) 863-4404

WOLVERINE WORLDWIDE ANNOUNCES RECORD
FINANCIAL RESULTS FOR THIRD QUARTER 2011
AND RAISES FULL-YEAR GUIDANCE

Rockford, Michigan, October 3, 2011 — Wolverine Worldwide (NYSE: WWW) today reported record financial results for the third quarter ended September 10, 2011, with double-digit growth in both revenue and earnings per share and record operating margin.

Third Quarter Highlights:

	•		Revenue rose 12.9% to $361.6 million from the prior year, representing the fifth consecutive quarter of record revenue, driven by exceptional growth from the Outdoor Group, Lifestyle Group and consumer direct businesses;
	•		Gross margin expanded 44 basis points to a record 40.6%;
	•		Operating income rose 17.8% and operating margin expanded to a record 15.6%;
	•		Diluted earnings per share increased 17.1% to $0.82, representing the seventh consecutive quarter of record earnings per share; and
	•		Trailing 12 months EBITDA (earnings before interest, taxes, depreciation and amortization) increased to $187.3 million.

“Strong global demand for our lifestyle brands, the consistent execution of our growth initiatives and the strength of our operating model drove another outstanding quarter for Wolverine Worldwide,” stated Blake W. Krueger, Chairman and Chief Executive Officer. “Underscoring the global appeal of our brand portfolio, we generated unit volume growth of over 25% in each of the Latin America, Europe/Middle East/Africa and Asia Pacific regions during the quarter. As we look ahead, we expect our operating model, which serves a variety of consumer groups through multiple distribution channels in more than 190 countries and territories around the world, to provide us with a sustained platform for growth.”

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Q3 2011		page 2

Don Grimes, Senior Vice President and Chief Financial Officer, commented, “The Company’s track record of financial excellence continued in the quarter. The accelerating momentum of our brand portfolio in all major geographic regions keeps the Company mindful of the importance of continuing to invest in key growth initiatives, while still delivering impressive returns to our shareholders.”

Additional details:

	•		The Outdoor Group (consisting of Merrell footwear and apparel, Chaco and Patagonia footwear) delivered another outstanding quarter, with revenue growth of 19.9%. The Lifestyle Group (Hush Puppies, Sebago, Cushe and Soft Style) also had impressive performance with 21.6% revenue growth, and the Heritage Group (Wolverine footwear and apparel, Caterpillar footwear, Bates, HyTest and Harley-Davidson footwear) posted a 6.8% increase during the quarter. Foreign exchange contributed $8.3 million to reported revenue in the quarter.
	•		Gross margin in the quarter expanded 44 basis points to a record 40.6% compared to prior-year gross margin of 40.1%. The gross margin expansion during the quarter was primarily driven by selling price increases and favorable brand mix.
	•		Operating expenses in the quarter of $90.2 million were 25.0% of revenue, compared to 25.2% of revenue in the prior year. Operating expenses increased 11.9% versus the prior year, driven by variable costs associated with the excellent revenue growth, continued increases in brand-building investments and the weaker U.S. dollar.
	•		The Company repurchased approximately 948,000 of its own shares in the quarter at an average price of $34.45, or an aggregate cost of $32.7 million. The Company continues to have an exceptionally strong balance sheet, with $97.9 million of cash and cash equivalents at the end of the third quarter.

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Q3 2011		page 3

Today, the Company is raising its estimate for full-year revenue to a range of $1.40 billion to $1.43 billion (representing growth of 12.1% to 14.5%) and is raising its estimate for full-year diluted earnings per share to a range of from $2.46 to $2.52 (representing growth of 13.4% to 16.1% versus the prior year’s adjusted earnings per share and 16.6% to 19.4% versus the prior year’s reported earnings per share). Included in the earnings guidance is the expectation for full-year gross margin that is flat to slightly up versus the prior year, modest full-year operating expense leverage and continued double-digit increases in marketing investments behind key growth initiatives.

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 “Investor Relations” in the navigation bar, and then click on “Webcasts & Presentations” from the side navigation bar of the “Investor Relations” page. To listen to the webcast, your computer must have a streaming 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 January 30, 2012.

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 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 more than 190 countries and territories. For additional information, please visit our website, www.wolverineworldwide.com.

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Q3 2011		page 4

This press release contains forward-looking statements. In addition, words such as “estimates,” “anticipates,” “believes,” “forecasts,” “plans,” “predicts,” “projects,” “is likely,” “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. Risk Factors include, among others: the Company’s ability to successfully develop its brands and businesses; changes in duty structures in countries of import and export including anti-dumping measures and trade defense actions; changes in consumer preferences or spending patterns; cancellation of orders for future delivery, or the failure of the Department of Defense to exercise future purchase options, award new contracts or the cancellation of existing contracts by the Department of Defense or other military purchasers; changes in planned customer demand, re-orders or at-once orders; the availability and pricing of footwear manufacturing capacity; reliance on foreign sourcing; failure of international licensees and distributors to meet sales goals or to make timely payments on amounts owed; disruption of technology systems; regulatory or other changes affecting the supply or price 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; the development of new initiatives; the risks of doing business in developing countries, and politically or economically volatile areas; 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 CONDENSED STATEMENTS OF OPERATIONS
(Unaudited)
($000s, except per share data)

		12 Weeks Ended								36 Weeks Ended
		September 10,				September 11,				September 10,				September 11,
		2011				2010				2011				2010
Revenue		$	361,590			$	320,396			$	1,002,601			$	863,492
Cost of products sold			214,907				191,825				596,003				512,245
Restructuring and related costs			—				—				—				1,406
Gross profit			146,683				128,571				406,598				349,841
Gross margin			40.6	%			40.1	%			40.6	%			40.5	%
Selling, general and administrative expenses			90,242				80,670				267,325				235,930
Restructuring and related costs			—				—				—				2,828
Operating expenses			90,242				80,670				267,325				238,758
Operating expenses as a % of revenue			25.0	%			25.2	%			26.7	%			27.7	%
Operating profit			56,441				47,901				139,273				111,083
Operating margin			15.6	%			15.0	%			13.9	%			12.9	%
Interest expense, net			293				56				647				141
Other expense (income), net			(257	)			(244	)			136				(79	)
			36				(188	)			783				62
Earnings before income taxes			56,405				48,089				138,490				111,021
Income taxes			15,970				13,946				38,216				32,197
Effective tax rate			28.3	%			29.0	%			27.6	%			29.0	%
Net earnings		$	40,435			$	34,143			$	100,274			$	78,824
Diluted earnings per share		$	0.82			$	0.70			$	2.01			$	1.59
Supplemental information:
Net earnings used to calculate diluted earnings per share		$	39,790			$	33,615			$	98,669			$	77,648
Shares used to calculate diluted earnings per share			48,731				48,363				49,073				48,954
Weighted average shares outstanding			48,935				48,732				49,222				49,162

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

		September 10,				September 11,
		2011				2010
ASSETS:
Cash & cash equivalents		$	97,902			$	95,305
Receivables			278,360				238,524
Inventories			278,171				208,534
Other current assets			27,226				21,808
Total current assets			681,659				564,171
Property, plant & equipment, net			77,299				71,501
Other assets			136,591				131,096
Total Assets		$	895,549			$	766,768
LIABILITIES & EQUITY:
Current maturities on long-term debt		$	531			$	513
Revolving credit agreement			59,500				—
Accounts payable and other accrued liabilities			153,492				157,020
Total current liabilities			213,523				157,533
Long-term debt			—				513
Other non-current liabilities			80,399				100,202
Stockholders’ equity			601,627				508,520
Total Liabilities & Equity		$	895,549			$	766,768

WOLVERINE WORLD WIDE, INC.

REVENUE BY OPERATING GROUP
(Unaudited)
($000s)

		3rd Quarter Ended
		September 10, 2011								September 11, 2010								Change
		Revenue				% of Total				Revenue				% of Total				$				%
Outdoor Group		$	145,375				40.2	%		$	121,293				37.9	%		$	24,082				19.9	%
Heritage Group			127,975				35.4	%			119,850				37.4	%			8,125				6.8	%
Lifestyle Group			55,472				15.3	%			45,606				14.2	%			9,866				21.6	%
Other			3,874				1.1	%			3,154				1.0	%			720				22.8	%
Total branded footwear, apparel and licensing revenue			332,696				92.0	%			289,903				90.5	%			42,793				14.8	%
Other business units			28,894				8.0	%			30,493				9.5	%			(1,599	)			-5.2	%
Total Revenue		$	361,590				100.0	%		$	320,396				100.0	%		$	41,194				12.9	%

CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(Unaudited)
($000s)

		36 Weeks Ended
		September 10,				September 11,
		2011				2010
OPERATING ACTIVITIES:
Net earnings		$	100,274			$	78,824
Adjustments necessary to reconcile net cash (used in) provided by operating activities:
Depreciation and amortization			11,413				11,869
Deferred income taxes			(1,893	)			(562	)
Stock-based compensation expense			10,160				7,747
Excess tax benefits from stock-based compensation expense			(2,271	)			(907	)
Pension expense			12,117				11,275
Pension contribution			(31,800	)			(10,400	)
Restructuring and other transition costs			—				4,234
Cash payments related to restructuring			(776	)			(6,185	)
Other			2,890				7,509
Changes in operating assets and liabilities			(139,888	)			(95,742	)
Net cash (used in) provided by operating activities			(39,774	)			7,662
INVESTING ACTIVITIES:
Additions to property, plant and equipment			(13,470	)			(9,365	)
Other			(1,858	)			(1,431	)
Net cash used in investing activities			(15,328	)			(10,796	)
FINANCING ACTIVITIES:
Net borrowings under revolver			59,500				—
Cash dividends paid			(17,018	)			(16,115	)
Purchase of common stock for treasury			(55,134	)			(51,247	)
Other			12,448				7,883
Net cash used in financing activities			(204	)			(59,479	)
Effect of foreign exchange rate changes			2,808				(2,521	)
Decrease in cash and cash equivalents			(52,498	)			(65,134	)
Cash and cash equivalents at beginning of year			150,400				160,439
Cash and cash equivalents at end of the period		$	97,902			$	95,305

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 ^(a)*
(Unaudited)
($000s, except per share data)

		As Reported								As Adjusted
		Fiscal Year Ended				Restructuring and				Fiscal Year Ended
		January 1, 2011				Related Costs				January 1, 2011
Diluted earnings per share		$	2.11			$	0.06			$	2.17

TRAILING TWELVE MONTHS EBITDA ^(b)*
(Unaudited)
($000s)

Reconciliation of trailing twelve months EBITDA:
Trailing twelve months:
Net earnings		$	125,922
Add: income taxes			44,775
Add: net interest expense			893
Add: depreciation and amortization			15,744
Trailing twelve months EBITDA		$	187,334