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): December 6, 2018

 

THE CHILDREN’S PLACE, INC.

(Exact Name of Registrant as Specified in Charter)

 

Delaware

(State or Other Jurisdiction of Incorporation)

 

0-23071 31-1241495
(Commission File Number) (IRS Employer Identification No.)
   
500 Plaza Drive, Secaucus, New Jersey 07094
(Address of Principal Executive Offices) (Zip Code)

 

(201) 558-2400

(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 Instruction 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))

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12-b-2 of this chapter).

 

¨ Emerging Growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

  

 

 

Item 2.02Results of Operations and Financial Condition.

 

On December 6, 2018, the Company issued a press release containing the Company’s financial results for the third quarter of the fiscal year ending February 2, 2019 (“Fiscal 2018”), providing an updated estimated range of adjusted net income per diluted share for Fiscal 2018 and providing a preliminary estimated range of adjusted net income per diluted share for the fourth quarter of Fiscal 2018. A copy of the press release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.

 

The information in this Current Report is being furnished pursuant to Item 2.02 of Form 8-K insofar as it discloses historical information regarding the Company’s results of operations and financial condition as of and for the third quarter of Fiscal 2018. In accordance with General Instructions B.2 of Form 8-K, such information in this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

Item 8.01Other Events.

 

On December 6, 2018, the Company issued a press release announcing that its Board of Directors has declared a quarterly cash dividend of $0.50 per share, payable on December 28, 2018 to holders of record of the Company’s common stock on December 17, 2018. A copy of the press release is being furnished as Exhibit 99.2 to this Current Report on Form 8-K.

 

Item 9.01Financial Statements and Exhibits.

 

(d)       Exhibits

 

Exhibit 99.1 Press Release, dated December 6, 2018, issued by the Company regarding the Company’s financial results for the third quarter of Fiscal 2018 (Exhibit 99.1 is furnished as part of this Current Report on Form 8-K).
   
Exhibit 99.2 Press Release, dated December 6, 2018, issued by the Company regarding the declaration of a quarterly dividend (Exhibit 99.2 is furnished as part of this Current Report on Form 8-K).

 

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Forward Looking Statement

 

This Current Report on Form 8-K, including Exhibit 99.1 and Exhibit 99.2, contains or may contain forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, including but not limited to statements relating to the Company’s strategic initiatives and adjusted net income per diluted share. Forward-looking statements typically are identified by use of terms such as “may,” “will,” “should,” “plan,” “project,” “expect,” “anticipate,” “estimate” and similar words, although some forward-looking statements are expressed differently. These forward-looking statements are based upon the Company’s current expectations and assumptions and are subject to various risks and uncertainties that could cause actual results and performance to differ materially. Some of these risks and uncertainties are described in the Company’s filings with the Securities and Exchange Commission, including in the “Risk Factors” section of its Annual Report on Form 10-K for the fiscal year ended February 3, 2018. Included among the risks and uncertainties that could cause actual results and performance to differ materially are the risk that the Company will be unsuccessful in gauging fashion trends and changing consumer preferences, the risks resulting from the highly competitive nature of the Company’s business and its dependence on consumer spending patterns, which may be affected by changes in economic conditions, the risk that the Company’s strategic initiatives to increase sales and margin are delayed or do not result in anticipated improvements, the risk of delays, interruptions and disruptions in the Company’s global supply chain, including resulting from foreign sources of supply in less developed countries or more politically unstable countries, the risk that the cost of raw materials or energy prices will increase beyond current expectations or that the Company is unable to offset cost increases through value engineering or price increases, various types of litigation, including class action litigations brought under consumer protection, employment, and privacy and information security laws and regulations, the imposition of regulations affecting the importation of foreign-produced merchandise, including duties and tariffs, and the uncertainty of weather patterns. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they were made. The Company undertakes no obligation to release publicly any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

 

* * *

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Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: December 6, 2018

 

  THE CHILDREN’S PLACE, INC.
     
     
  By: /s/ Jane Elfers
  Name:  Jane Elfers
  Title: President and Chief Executive Officer

 

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Exhibit 99.1

 

 

 

THE CHILDREN’S PLACE REPORTS THIRD QUARTER 2018 RESULTS

 

Delivers Q3 Comparable Retail Sales Increase of 9.5%

 

Digital Sales Increased 38% to 29% of Net Sales

 

Reports Q3 GAAP Earnings per Diluted Share of $3.03 vs $2.44 in Q3 2017, a 24% increase

 

Q3 Adjusted Earnings per Diluted Share of $3.07 vs $2.58 in Q3 2017, a 19% increase

 

Updates FY 2018 Adjusted EPS Guidance to $7.69 to $7.79

 

Secaucus, New Jersey – December 6, 2018 – The Children’s Place, Inc. (Nasdaq: PLCE), the largest pure-play children’s specialty apparel retailer in North America, today announced financial results for the thirteen weeks ended November 3, 2018.

 

Jane Elfers, President and Chief Executive Officer announced, “For Q3, we delivered adjusted EPS of $3.07, the high-end of our guidance range. Led by surging demand in our digital channels, we delivered an industry-leading 9.5% comp on top of a positive 5.1% comp last year. Our digital channels delivered a 38% increase, representing 29% of our net sales for the quarter. Our strategy to take market share continues to produce meaningful results; we delivered positive traffic in our brick-and-mortar stores and generated positive comps every month in the quarter. Importantly, our customer file increased five percent in Q3, which provides us with increased visibility into future sales.”

 

Ms. Elfers continued, “Moving on to Q4, due to stronger than anticipated digital demand in the back-half of 2018, we were forced to accelerate online access to our brick-and-mortar inventory and our ship from store fulfillment capabilities, resulting in an anticipated incremental fulfillment cost of $5 million, or $0.24 in EPS in Q4. These capabilities allow our digital customers to access our brick-and-mortar inventory, which helped fuel high teens growth in our digital channels over the extended Thanksgiving holiday weekend. We ended the month of November with comparable retail sales up low-single digits. Additionally, given recent competitor news, our updated outlook also assumes the sales and margin impact of potentially significant liquidation events.”

 

Ms. Elfers concluded, “We are uniquely positioned from a competitive standpoint to gain additional market share by leveraging our accelerated digital transformation investment. We are focused on driving customer acquisition, improving customer retention and increasing customer engagement through our digital transformation investments and the results are tangible. We have significant runway ahead of us through the continued successful execution of our multi-year strategic growth initiatives.”

 

Financial Results

The Company’s results are reported in this press release on a GAAP and as adjusted, non-GAAP basis. A reconciliation of non-GAAP to GAAP financial information is provided at the end of this press release.

 

Third Quarter 2018 Results

 

Net sales increased by $32.5 million, or 6.6%, to $522.5 million during the third quarter 2018 from $490.0 million during the third quarter 2017. This increase was primarily driven by a positive comparable retail sales increase of 9.5% and approximately $5.0 million due to the new revenue recognition rules, partially offset by an approximately a $14.0 million adverse impact from the calendar shift related to the 53rd week in fiscal 2017.

 

 

 

 

Net income was $49.9 million, or $3.03 per diluted share, in the third quarter of 2018, compared to net income of $44.1 million, or $2.44 per diluted share, the previous year.  Adjusted net income was $50.7 million, or $3.07 per diluted share, compared to adjusted net income of $46.7 million, or $2.58 per diluted share, in the third quarter last year.  Return on invested capital improved approximately 320 basis points to 22.8% in the quarter.

 

Gross profit was $204.4 million in the third quarter, compared to $202.4 million in the third quarter of 2017. Adjusted gross profit was $204.4 million in the third quarter, compared to $202.4 million last year. Adjusted gross margin deleveraged 220 basis points to 39.1% of sales, as a result of stronger sales in e-commerce and our decision to compete aggressively for market share, partially offset by fixed cost leverage on stronger comparable retail sales and the reclassification of certain items due to the new revenue recognition rules.

 

Selling, general, and administrative expenses were $123.2 million compared to $118.3 million in the third quarter of 2017. Adjusted selling, general, and administrative expense was $122.0 million compared to $117.3 million in the third quarter last year and leveraged 60 basis points as a percentage of net sales. The SG&A leverage was primarily driven by fixed cost leverage on stronger comparable retail sales and lower incentive compensation expenses, partially offset by an increase in expenditures in our transformation initiatives and the reclassification of certain items due to the new revenue recognition rules.

 

Operating income was $64.6 million, compared to $64.1 million in the third quarter of 2017. Adjusted operating income in the third quarter of 2018 was $65.5 million, or 12.5% of net sales, compared to adjusted operating income of $68.4 million in the third quarter last year, deleveraging 150 basis points.

 

Adjusted tax rate was 21.7% for the quarter versus 31.6% last year. The effective tax rate was lower during the third quarter primarily as a result of a lower U.S. federal tax rate in 2018 due to the Tax Cuts and Jobs Act and a favorable mix of income generated in foreign jurisdictions subject to lower tax rates.

 

For the third quarter, the Company’s adjusted results exclude net expenses of approximately $0.7 million, compared to excluded net expenses of approximately $2.6 million in the third quarter of 2017, comprising certain items, which the Company believes, are not reflective of the performance of its core business. For the third quarter of 2018, these excluded items primarily related to consulting costs for organizational design efforts, accelerated depreciation, asset impairment charges, costs incurred in connection with the review of the Company’s warehouse and distribution network, an insurance claim deductible, and restructuring costs, partially offset by other income and a state tax audit.  For the third quarter of 2017, these excluded items were primarily related to expenses associated with asset impairment charges and restructuring costs.

 

Fiscal Year to Date Results

Net sales increased 8.2% to $1.408 billion and comparable retail sales increased 6.7% for the first nine months of 2018, inclusive of a positive impact of approximately $17.0 million resulting from the calendar shift related to the 53rd week in fiscal 2017 and approximately $14.0 million due to the new revenue recognition rules.

 

Net income was $88.9 million, or $5.24 per diluted share, in the first nine months of 2018, compared to net income of $94.6 million, or $5.19 per diluted share, the previous year.  Adjusted net income was $95.5 million, or $5.62 per diluted share, compared to adjusted net income of $98.3 million, or $5.39 per diluted share, in the first nine months of last year.

 

Gross profit was $519.4 million compared to $501.4 million in the first nine months of last year. Adjusted gross profit was $520.6 million compared to $502.1 million in the first nine months last year, and deleveraged 160 basis points to 37.0% of sales. The gross margin performance was as a result of stronger sales in e-commerce and our decision to compete aggressively for market share, partially offset by fixed cost leverage on stronger comparable retail sales and the reclassification of certain items due to the new revenue recognition rules.

 

Selling, general and administrative expenses were $365.9 million compared to $338.6 million in the first nine months of last year. Adjusted selling, general, and administrative expense was $363.2 million compared to $331.7 million in the first nine months of last year and deleveraged 30 basis points as a percentage of net sales.   The increase in selling, general, and administrative expenses were driven by an increase in expenditures in our transformation initiatives and the reclassification of certain items due to the new revenue recognition rules, partially offset by fixed cost leverage on stronger comparable retail sales and lower incentive compensation expenses.

 

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Operating income was $97.7 million, compared to operating income of $109.7 million in the first nine months of 2017. Adjusted operating income in the first nine months of 2018 was $106.6 million, or 7.6% of net sales, compared to adjusted operating income of $121.9 million in the first nine months last year, deleveraging 180 basis points compared to last year.

 

Adjusted tax rate was 8.6% for the first nine months of 2018 versus 19.1% last year, as a result of a lower U.S. federal tax rate in 2018 due to the Tax Cuts and Jobs Act.

 

During the first nine months of fiscal 2018, the Company’s adjusted results exclude net expenses of approximately $6.6 million, compared to excluded net expenses of approximately $3.7 million in the first nine months of 2017, comprising certain items, which the Company believes, are not reflective of the performance of its core business. For the first nine months of 2018, these excluded items primarily related to asset impairment charges, restructuring costs, consulting costs for organizational design efforts, accelerated depreciation, costs incurred in connection with the review of the Company’s warehouse and distribution network, system transition costs and a provision for an insurance claim deductible, partially offset by other income, a state sales and use tax audit settlement, and an insurance claim settlement.  For the first nine months of fiscal 2017, these excluded items are primarily related to charges due to a provision for a legal settlement resulting from a pricing litigation, asset impairment charges, restructuring costs, a state sales and use tax audit settlement, a provision for foreign exchange control penalties and an insurance claim deductible, partially offset by income associated with the release of reserves for prior year uncertain tax positions.

 

Store Openings and Closures

Consistent with the Company’s store fleet optimization initiative, the Company closed four stores and did not open any stores during the third quarter of 2018. The Company ended the third quarter with 988 stores and square footage of 4.6 million, a decrease of 4% compared to the prior year. Since our fleet optimization initiative announced in 2013, the Company has closed 195 stores.

 

The Company’s international franchise partners opened 21 net new points of distribution in the first nine months of 2018 and ended the quarter with 211 international points of distribution open and operated by its eight franchise partners in 20 countries.

 

Capital Return Program

During the third quarter of 2018, the Company repurchased approximately 192.2 thousand shares for approximately $26 million, inclusive of shares surrendered to cover tax withholdings associated with the vesting of equity awards held by management. The Company also paid a quarterly dividend of approximately $8 million, or $0.50 per share, in the quarter.

 

For the first nine months of 2018, the Company repurchased approximately 1.7 million shares for approximately $213 million, inclusive of shares repurchased under an accelerated share repurchase program and shares surrendered to cover tax withholdings associated with the vesting of equity awards held by management. The Company also paid quarterly dividends totaling approximately $25 million in the first nine months of 2018.

 

Since 2009, the Company has repurchased approximately $1.1 billion of its common stock and, since 2014, paid approximately $92 million in dividends. At the end of the third quarter of 2018, approximately $281 million remained available for future share repurchases under the Company’s existing share repurchase programs.

 

The Company’s Board of Directors authorized a dividend of $0.50 per share, payable on December 28, 2018 to shareholders of record at the close of business on December 17, 2018.

 

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Outlook

The Company is updating its outlook for fiscal 2018 and now expects adjusted net income per diluted share to be in the range of $7.69 to $7.79 compared to previous guidance in the range of $8.09 to $8.29. This compares to adjusted net income per diluted share of $7.91 in fiscal 2017. The Company now expects total net sales for the year to be in the range of $1.955 to $1.960 billion. This guidance assumes a positive mid-single digit comparable retail sales increase.  The Company now expects adjusted operating margin to be in the range of 7.7% to 7.8%. The updated margin outlook reflects $5 million, or $0.24 in EPS, of added fulfillment costs in the fourth quarter to support the exposure of our brick-and-mortar inventory on-line and our ship from store capabilities. Additionally, the outlook considers the potential margin impact of increased competitiveness as the industry attempts to win market share abandoned by distressed competitors.

 

The Company expects adjusted net income per diluted share in the fourth quarter of 2018 to be in the range of $2.07 to $2.17. This compares to adjusted net income per diluted share of $2.52 in fiscal 2017. The Company now expects total net sales in the fourth quarter of 2018 to be in the range of $547 million to $552 million. This guidance assumes a positive low-single digit comparable retail sales increase.

 

Additional details underlying the Company’s outlook for the third quarter and full year 2018 will be provided on the conference call and will be available in the conference call transcript, which will be posted on our website. An audio archive will also be available on the Company’s website.

 

Conference Call Information

The Children’s Place will host a conference call today at 8:00 a.m. Eastern Time to discuss its third quarter 2018 results and the Company’s outlook. The call will be broadcast live at http://investor.childrensplace.com. An audio archive will be available on the Company’s website approximately one hour after the conclusion of the call. A conference call transcript will also be posted on our website.

 

Financial Results

The Company’s results are reported in this press release on a GAAP and as adjusted, non-GAAP basis. Adjusted net income, adjusted net income per diluted share, adjusted gross profit, adjusted selling, general, and administrative expense, and adjusted operating income are non-GAAP measures, and are not intended to replace GAAP financial information and may be different from non-GAAP measures reported by other companies. The Company believes the income and expense items excluded as non-GAAP adjustments are not reflective of the performance of its core business and that providing this supplemental disclosure to investors will facilitate comparisons of the past and present performance of its core business.  The Company uses non-GAAP measures to evaluate and measure operating performance, including, to measure performance for purposes of the Company’s annual bonus and long-term incentive compensation plans. A reconciliation of non-GAAP to GAAP financial information is provided at the end of this press release.

 

About The Children’s Place, Inc.

The Children’s Place is the largest pure-play children’s specialty apparel retailer in North America.  The Company designs, contracts to manufacture, sells at retail and wholesale, and licenses to sell fashionable, high-quality merchandise at value prices, primarily under the proprietary “The Children’s Place,” “Place” and “Baby Place” brand names.  As of November 3, 2018, the Company operated 988 stores in the United States, Canada and Puerto Rico, an online store at www.childrensplace.com, and had 211 international points of distribution open and operated by its eight franchise partners in 20 countries.

 

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Forward Looking Statement

 

This press release contains or may contain forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, including but not limited to statements relating to the Company’s strategic initiatives and adjusted net income per diluted share.  Forward-looking statements typically are identified by use of terms such as “may,” “will,” “should,” “plan,” “project,” “expect,” “anticipate,” “estimate” and similar words, although some forward-looking statements are expressed differently.  These forward-looking statements are based upon the Company’s current expectations and assumptions and are subject to various risks and uncertainties that could cause actual results and performance to differ materially. Some of these risks and uncertainties are described in the Company’s filings with the Securities and Exchange Commission, including in the “Risk Factors” section of its annual report on Form 10-K for the fiscal year ended February 3, 2018. Included among the risks and uncertainties that could cause actual results and performance to differ materially are the risk that the Company will be unsuccessful in gauging fashion trends and changing consumer preferences, the risks resulting from the highly competitive nature of the Company’s business and its dependence on consumer spending patterns, which may be affected by changes in economic conditions, the risk that the Company’s strategic initiatives to increase sales and margin are delayed or do not result in anticipated improvements, the risk of delays, interruptions and disruptions in the Company’s global supply chain, including resulting from foreign sources of supply in less developed countries or more politically unstable countries, the risk that the cost of raw materials or energy prices will increase beyond current expectations or that the Company is unable to offset cost increases through value engineering or price increases, various types of litigation, including class action litigations brought under consumer protection, employment, and privacy and information security laws and regulations, the imposition of regulations affecting the importation of foreign-produced merchandise, including duties and tariffs, and the uncertainty of weather patterns. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they were made. The Company undertakes no obligation to release publicly any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

 

Contact: Anthony Attardo, CFA, Director, Investor Relations, (201) 453-6693

(Tables Follow)

 

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    THE CHILDREN’S PLACE, INC.

    CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

    (In thousands, except per share amounts)

    (Unaudited)

                 

   Third Quarter Ended   Year-To-Date Ended 
   November 3,   October 28,   November 3,   October 28, 
   2018   2017   2018   2017 
Net sales  $522,495   $490,026   $1,407,526   $1,300,303 
Cost of sales   318,129    287,593    888,125    798,874 
Gross profit   204,366    202,433    519,401    501,429 
Selling, general and administrative expenses   123,207    118,288    365,933    338,642 
Asset impairment charges   396    3,203    5,632    4,661 
Other costs (income)   (1,246)   4    (1,255)   14 
Depreciation and amortization   17,404    16,789    51,405    48,460 
Operating income   64,605    64,149    97,686    109,652 
Interest expense   (831)   (100)   (2,074)   (429)
Income before taxes   63,774    64,049    95,612    109,223 
Provision for income taxes   13,861    19,972    6,675    14,627 
Net income  $49,913   $44,077   $88,937   $94,596 
                     
Earnings per common share                    
Basic  $3.04   $2.50   $5.33   $5.36 
Diluted  $3.03   $2.44   $5.24   $5.19 
                     
Weighted average common shares outstanding                    
Basic   16,394    17,617    16,677    17,645 
Diluted   16,496    18,090    16,982    18,223 

 

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THE CHILDREN’S PLACE, INC.

RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION TO GAAP

(In thousands, except per share amounts)

(Unaudited)

                 

   Third Quarter Ended   Year-To-Date Ended 
   November 3,   October 28,   November 3,   October 28, 
   2018   2017   2018   2017 
                 
Net income  $49,913   $44,077   $88,937   $94,596 
                     
Non-GAAP adjustments:                    
Asset impairment charges   396    3,203    5,632    4,661 
Organizational design costs   934    -    1,649    - 
Restructuring costs   241    1,016    2,498    1,578 
System transition costs   -    -    250    - 
Distribution network review costs   228    -    378    - 
Provision for legal settlement   -    -    -    5,000 
Sales tax audit   (518)   -    (518)   418 
Foreign exchange penalties   -    -    -    300 
Insurance claim deductible   200    -    200    250 
Accelerated depreciation   546    -    546    - 
Other income   (1,097)   -    (1,097)   - 
Insurance claim settlement   -    -    (606)   - 
Aggregate impact of Non-GAAP adjustments   930    4,219    8,932    12,207 
Income tax effect(1)   (192)   (1,611)   (2,241)   (4,503)
Prior year uncertain tax positions(2)   -    -    (112)   (4,048)
Net impact of Non-GAAP adjustments   738    2,608    6,579    3,656 
                     
Adjusted net income  $50,651   $46,685   $95,516   $98,252 
                     
GAAP net income per common share  $3.03   $2.44   $5.24   $5.19 
                     
Adjusted net income per common share  $3.07   $2.58   $5.62   $5.39 

 

(1)The tax effects of the non-GAAP items are calculated based on the statutory rate of the jurisdiction in which the discrete item resides.

 

(2)Prior year tax related to uncertain tax positions.

 

   Third Quarter Ended   Year-To-Date Ended 
   November 3,   October 28,   November 3,   October 28, 
   2018   2017   2018   2017 
                 
Operating income  $64,605   $64,149   $97,686   $109,652 
                     
Non-GAAP adjustments:                    
Asset impairment charges   396    3,203    5,632    4,661 
Organizational design costs   934    -    1,649    - 
Restructuring costs   241    1,016    2,498    1,578 
System transition costs   -    -    250    - 
Distribution network review costs   228    -    378    - 
Provision for legal settlement   -    -    -    5,000 
Sales tax audit   (518)   -    (518)   418 
Foreign exchange penalties   -    -    -    300 
Insurance claim deductible   200    -    200    250 
Accelerated depreciation   546    -    546    - 
Other income   (1,097)   -    (1,097)   - 
Insurance claim settlement   -    -    (606)   - 
Aggregate impact of Non-GAAP adjustments   930    4,219    8,932    12,207 
                     
Adjusted operating income  $65,535   $68,368   $106,618   $121,859 

 

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THE CHILDREN’S PLACE, INC.

RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION TO GAAP

(In thousands, except per share amounts)

(Unaudited)

 

   Third Quarter Ended   Year-To-Date Ended 
   November 3,   October 28,   November 3,   October 28, 
   2018   2017   2018   2017 
                 
Gross Profit  $204,366   $202,433   $519,401   $501,429 
                     
Non-GAAP adjustments:                    
Restructuring costs   -    -    1,239    377 
Insurance claim deductible   -    -    -    250 
Aggregate impact of Non-GAAP adjustments   -    -    1,239    627 
                     
Adjusted Gross Profit  $204,366   $202,433   $520,640   $502,056 

  

 

   Third Quarter Ended   Year-To-Date Ended 
   November 3,   October 28,   November 3,   October 28, 
   2018   2017   2018   2017 
                 
Selling, general and administrative expenses  $123,207   $118,288   $365,933   $338,642 
                     
Non-GAAP adjustments:                    
Organizational design costs   (1,185)   -    (1,900)   - 
Restructuring costs   (1,236)   (1,016)   (2,263)   (1,201)
System transition costs   -    -    (250)   - 
Other income   1,097    -    1,097    - 
Distribution network review costs   (228)   -    (378)   - 
Provision for legal settlement   -    -    -    (5,000)
Sales tax audit   518    -    518    (418)
Insurance claim deductible   (200)        (200)   - 
Foreign exchange penalties   -    -    -    (300)
Insurance claim settlement   -    -    606    - 
Aggregate impact of Non-GAAP adjustments   (1,234)   (1,016)   (2,770)   (6,919)
                     
Adjusted Selling, general and administrative expenses  $121,973   $117,272   $363,163   $331,723 

 

8 

 

 

THE CHILDREN’S PLACE, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands)

(Unaudited)

 

   November 3,   February 3,   October 28, 
   2018   2018*   2017 
Assets:               
Cash and cash equivalents  $92,950   $244,519   $257,743 
Short-term investments   -    15,000    15,000 
Accounts receivable   40,111    26,094    32,432 
Inventories   376,858    324,435    363,788 
Other current assets   37,467    46,456    22,690 
Total current assets   547,386    656,504    691,653 
                
Property and equipment, net   262,380    258,537    266,230 
Other assets, net   27,487    25,187    55,541 
Total assets  $837,253   $940,228   $1,013,424 
                
Liabilities and Stockholders' Equity:               
Revolving loan  $65,000   $21,460   $56,400 
Accounts payable   223,607    210,300    249,562 
Accrued expenses and other current liabilities   123,181    128,764    123,216 
Total current liabilities   411,788    360,524    429,178 
                
Other liabilities   82,007    106,005    73,780 
Total liabilities   493,795    466,529    502,958 
                
Stockholders' equity   343,458    473,699    510,466 
                
Total liabilities and stockholders' equity  $837,253   $940,228   $1,013,424 

 

* Derived from the audited consolidated financial statements included in the Company's Annual Report on Form 10-K for the fiscal year ended February 3, 2018.


9 

 

 

THE CHILDREN’S PLACE, INC.

CONDENSED CONSOLIDATED CASH FLOWS

(In thousands)

(Unaudited)

 

   39 Weeks Ended   39 Weeks Ended 
   November 3,   October 28, 
   2018   2017 
         
Net income  $88,937   $94,596 
Non-cash adjustments   78,118    72,299 
Working Capital   (83,577)   (36,950)
Net cash provided by operating activities   83,478    129,945 
           
Net cash used in investing activities   (41,121)   (4,218)
           
Net cash used in financing activities   (194,471)   (65,510)
           
Effect of exchange rate changes on cash   545    3,817 
           
Net increase (decrease) in cash and cash equivalents   (151,569)   64,034 
           
Cash and cash equivalents, beginning of period   244,519    193,709 
           
Cash and cash equivalents, end of period  $92,950   $257,743 

 

###

 

10 

 

Exhibit 99.2

 

  

THE CHILDREN’S PLACE CONTINUES CAPITAL RETURN PROGRAM, DECLARES QUARTERLY DIVIDEND

  

Secaucus, New Jersey – December 6, 2018 – The Children’s Place, Inc. (Nasdaq: PLCE), the largest pure-play children’s specialty apparel retailer in North America, today announced that its Board of Directors has declared a quarterly dividend.

 

Jane Elfers, President and Chief Executive Officer, commented, “The continuation of our quarterly dividend is a further reflection of our confidence in our ability to execute on our strategic initiatives and our continuing commitment to return excess capital to shareholders. The Children’s Place has a profitable business model, which generates strong cash flow. Since 2009, we have repurchased approximately $1.1 billion of our common stock, and since 2014, paid approximately $92 million in dividends.”

 

The Board declared a quarterly cash dividend of $0.50 per share to be paid December 28, 2018 to shareholders of record at the close of business on December 17, 2018. Future declarations of quarterly dividends and the establishment of future record and payment dates are subject to approval by the Company’s Board of Directors based on a number of factors, including business and market conditions, the Company’s future financial performance and other investment priorities.

 

About The Children’s Place, Inc.

The Children’s Place is the largest pure-play children’s specialty apparel retailer in North America. The Company designs, contracts to manufacture, sells at retail and wholesale, and licenses to sell fashionable, high-quality merchandise at value prices, primarily under the proprietary “The Children’s Place,” “Place” and “Baby Place” brand names. As of November 3, 2018, the Company operated 988 stores in the United States, Canada and Puerto Rico, an online store at www.childrensplace.com, and had 211 international points of distribution open and operated by its eight franchise partners in 20 countries.

 

Forward Looking Statement

 

This press release contains or may contain forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, including but not limited to statements relating to the Company’s strategic initiatives and adjusted net income per diluted share.  Forward-looking statements typically are identified by use of terms such as “may,” “will,” “should,” “plan,” “project,” “expect,” “anticipate,” “estimate” and similar words, although some forward-looking statements are expressed differently.  These forward-looking statements are based upon the Company’s current expectations and assumptions and are subject to various risks and uncertainties that could cause actual results and performance to differ materially. Some of these risks and uncertainties are described in the Company’s filings with the Securities and Exchange Commission, including in the “Risk Factors” section of its annual report on Form 10-K for the fiscal year ended February 3, 2018. Included among the risks and uncertainties that could cause actual results and performance to differ materially are the risk that the Company will be unsuccessful in gauging fashion trends and changing consumer preferences, the risks resulting from the highly competitive nature of the Company’s business and its dependence on consumer spending patterns, which may be affected by changes in economic conditions, the risk that the Company’s strategic initiatives to increase sales and margin are delayed or do not result in anticipated improvements, the risk of delays, interruptions and disruptions in the Company’s global supply chain, including resulting from foreign sources of supply in less developed countries or more politically unstable countries, the risk that the cost of raw materials or energy prices will increase beyond current expectations or that the Company is unable to offset cost increases through value engineering or price increases, various types of litigation, including class action litigations brought under consumer protection, employment, and privacy and information security laws and regulations, the imposition of regulations affecting the importation of foreign-produced merchandise, including duties and tariffs, and the uncertainty of weather patterns. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they were made. The Company undertakes no obligation to release publicly any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

 

Contact: Anthony Attardo, CFA, Director, Investor Relations, (201) 453-6693