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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): May 24, 2023

 

 

AMERICAN EAGLE OUTFITTERS INC

(Exact name of Registrant as Specified in Its Charter)

 

 

Delaware

1-33338

13-2721761

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(IRS Employer
Identification No.)

 

 

 

 

 

77 Hot Metal Street

 

Pittsburgh, Pennsylvania

 

15203-2329

(Address of Principal Executive Offices)

 

(Zip Code)

 

Registrant’s Telephone Number, Including Area Code: (412) 432-3300

 

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:

☐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))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class

 

Trading
Symbol(s)

 


Name of each exchange on which registered

Common Stock, $0.01 par value

 

AEO

 

New York Stock Exchange

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 (§ 240.12b-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 provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 


Item 2.02 Results of Operations and Financial Condition.

 

On May 24, 2023, American Eagle Outfitters, Inc. (the “Company”) issued a press release announcing, among other things, the Company’s financial results for the first quarter ended April 29, 2023. A copy of this press release is attached hereto as Exhibit 99.1.

The information in this Item 2.02, including the accompanying Exhibits, shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

This Current Report on Form 8-K (including the Exhibits hereto) contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on the current beliefs and expectations of the Company’s management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. Factors that could cause actual results to differ materially from those described in the forward-looking statements can be found in our Annual Report on Form 10-K for the year ended January 28, 2023, and in any subsequently-filed quarterly reports on Form 10-Q, which have been filed with the Securities and Exchange Commission and are available on our website and on the Securities and Exchange Commission’s website (www.sec.gov). The Company does not undertake to update the forward-looking statements to reflect the impact of circumstances or events that may arise after the date of the forward-looking statements.

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit Number

 

 

Description

99.1

 

Press release dated May 24, 2023

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 


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 thereunto duly authorized.

 

 

 

AMERICAN EAGLE OUTFITTERS, INC.

 

 

 

(Registrant)

Date:

May 24, 2023

By:

/s/ Michael A. Mathias

 

 

 

Michael A. Mathias
Executive Vice President, Chief Financial Officer

 


EX-99.1 2 aeo-ex99_1.htm EX-99.1 EX-99.1

 

 

Exhibit 99.1

img256790458_0.jpg 

 

AEO Inc. Reports First Quarter Results In Line with Plan

Delivered record first quarter revenue of $1.1 billion, reflecting 2% growth to last year
 
Adjusted operating profit of $44 million, up to last year
 
Aerie posted all-time high first quarter revenue and profitability, with positive comp growth
 
American Eagle continued to see a sequential improvement in revenue trends with year-over-year growth in operating income

 

May 24, 2023

PITTSBURGH -- (BUSINESS WIRE) – American Eagle Outfitters, Inc. (NYSE: AEO) today announced financial results for the first quarter ended April 29, 2023.
 

 

“We entered 2023 with a cautious plan, balancing continued optimism for our brands with the flexibility to navigate uncertainty in the macro environment. I am pleased to note that this strategy delivered for us, as we successfully managed through the first quarter and achieved results in-line with plan. Both Aerie and American Eagle saw solid improvement during the quarter and maintained strength in their categories,” commented Jay Schottenstein, AEO’s Executive Chairman of the Board and Chief Executive Officer.

 

“With ongoing macro challenges, we are maintaining a clear focus on inventory discipline, cost savings and efficiencies across the business. Looking forward, our priority is to rebuild operating margins, while also seeking opportunities for profitable growth and to deliver more consistent shareholder returns.”

 

First Quarter 2023 Results:

Total net revenue of $1.1 billion was up 2% to the first quarter of 2022. Store revenue was up 5%. Digital revenue declined 4%.
Aerie revenue of $359 million rose 12% versus first quarter 2022. Comp sales increased 2%. American Eagle revenue of $671 million declined 2% versus first quarter 2022. Comp sales declined 4%.

 


 

Gross profit of $413 million increased approximately 6% compared to $388 million in the first quarter of 2022 and reflected a gross margin rate of 38.2% compared to 36.8% last year. Merchandise margin expansion was driven by lower transportation costs with a partial offset from higher markdowns. Lower compensation and delivery costs also had a positive impact on margins offset by higher rent linked to new store openings.
Selling, general and administrative expense of $312 million was up 5% to last year. Higher corporate compensation and advertising were partially offset by lower store
compensation and professional service expenses. SG&A increased 60 basis points as a rate to sales versus first quarter 2022.
 
GAAP operating income was $23 million. Non-GAAP operating income of $44 million, reflected a 4.1% margin. This excluded $21 million of impairment, restructuring and other charges related to Quiet Platforms as the company repositions for improved profitability.
GAAP diluted EPS of $0.09. Non-GAAP diluted EPS of $0.17 excludes $0.08 of impairment and restructuring charges.
Average diluted shares outstanding were 197 million including less than 1 million average shares of unrealized dilution associated with the company’s convertible notes for the period prior to redemption.

Inventory

Total ending inventory declined 8% to $625 million compared to $682 million last year, with units down 9%. Inventory is current, with AE and Aerie inventory across the US and Canada down in the double-digits to last year. The company is maintaining inventory discipline with the second quarter planned below the sales trend.

Capital Expenditures

Capital expenditures totaled $46 million in the first quarter. For 2023, management now expects capital expenditures to approximate $150 to $175 million, compared to prior guidance of $150 to $190 million.

Balance Sheet

The company continues to take steps to strengthen the balance sheet. In the first quarter, the remaining $9 million of outstanding principal related to the senior convertible notes due 2025 was redeemed.

Outlook

For the second quarter, management’s outlook reflects revenue down low-single digits to last year with operating income in the range of $25 to $35 million. This assumes gross margin recovery year-over-year as the company cycles pressure from end of season sell-offs and elevated freight costs. SG&A is expected to increase in the low-to-mid-single digits. Depreciation is expected to be similar to the first quarter.

For the year, management expects revenue in the range of flat to down low-single digits to last year with operating income in the range of $250 to $270 million.

Conference Call and Supplemental Financial Information

 


 

Management will host a conference call and real time webcast today at 4:30 p.m. Eastern Time. To listen to the call, dial 1-877-407-0789 or internationally dial 1-201-689-8562 or go to www.aeo-inc.com to access the webcast and audio replay. Additionally, a financial results presentation is posted on the company’s website.

Non-GAAP Measures

This press release includes information on non-GAAP financial measures (“non-GAAP” or “adjusted”), including consolidated adjusted operating income, net income and net income per diluted share, excluding non-GAAP items. These financial measures are not based on any standardized methodology prescribed by U.S. generally accepted accounting principles (“GAAP”) and are not necessarily comparable to similar measures presented by other companies. Non-GAAP information is provided as a supplement to, not as a substitute for, or as superior to, measures of financial performance prepared in accordance with GAAP. Management believes that this non-GAAP information is useful for an alternate presentation of the company’s performance, when reviewed in conjunction with the company’s GAAP consolidated financial statements and provides a higher degree of transparency.
 

 

These amounts are not determined in accordance with GAAP and therefore, should not be used exclusively in evaluating the company’s business and operations. We encourage investors and others to review our financial information in its entirety, not to rely on any single financial measure and to view these non-GAAP financial measures in conjunction with the related GAAP financial measures.

The tables included in this press release reconcile the GAAP financial measures to the non-GAAP financial measures discussed above.

* * * *

About American Eagle Outfitters, Inc.

American Eagle Outfitters, Inc. (NYSE: AEO) is a leading global specialty retailer offering high quality,
on-trend clothing, accessories and personal care products at affordable prices under its American Eagle® and Aerie® brands. Our purpose is to show the world that there’s REAL power in the optimism of youth. The company operates stores in the United States, Canada, Mexico, Hong Kong and Japan, and ships to approximately 80 countries worldwide through its websites. American Eagle and Aerie merchandise also is available at more than 260 international locations operated by licensees in approximately 30 countries. In 2022, AEO released its first annual Building a Better World report, which outlines two decades of ESG achievements through the company’s Planet, People and Practices initiatives. For more information, please visit www.aeo-inc.com.

 

 

 


 

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995

This release and related statements by management contain forward-looking statements (as such term is defined in the Private Securities Litigation Reform Act of 1995), which represent our expectations or beliefs concerning future events, including second quarter and annual fiscal 2023 results. All forward-looking statements made by the company involve material risks and uncertainties and are subject to change based on many important factors, some of which may be beyond the company’s control. Words such as "estimate," "project," "plan," "believe," "expect," "anticipate," "intend," “potential,” and similar expressions may identify forward-looking statements. Except as may be required by applicable law, we undertake no obligation to publicly update or revise any forward-looking statements whether as a result of new information, future events or otherwise and even if experience or future changes make it clear that any projected results expressed or implied therein will not be realized. The following factors, in addition to the risks disclosed in Item 1A., Risk Factors, of our Annual Report on Form 10-K for the fiscal year ended January 28, 2023 and in any other filings that we may make with the Securities and Exchange Commission in some cases have affected, and in the future could affect, the company's financial performance and could cause actual results for fiscal 2023 and beyond to differ materially from those expressed or implied in any of the forward-looking statements included in this release or otherwise made by management: the negative impacts of the COVID-19 pandemic and related operational disruptions; the risk that the company’s operating, financial and capital plans may not be achieved; our inability to anticipate customer demand and changing fashion trends and to manage our inventory commensurately; seasonality of our business; our inability to achieve planned store financial performance; our inability to react to raw material cost, labor and energy cost increases; our inability to gain market share in the face of declining shopping center traffic; our inability to respond to changes in e-commerce and leverage omni-channel demands; our inability to expand internationally; difficulty with our international merchandise sourcing strategies; challenges with information technology systems, including safeguarding against security breaches; and global economic, public health, social, political and financial conditions, and the resulting impact on consumer confidence and consumer spending, as well as other changes in consumer discretionary spending habits, which could have a material adverse effect on our business, results of operations and liquidity.

CONTACT:

Olivia Molitaris

412-432-3300

LineMedia@ae.com

 

 

 


 

AMERICAN EAGLE OUTFITTERS, INC.

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands)

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

April 29, 2023

 

 

April 30, 2022

 

 

Assets

 

 

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

$

 

117,841

 

$

 

228,775

 

 

Merchandise inventory

 

 

 

 

624,851

 

 

 

682,100

 

 

Accounts receivable, net

 

 

 

 

259,074

 

 

 

230,469

 

 

Prepaid expenses and other

 

 

 

 

127,735

 

 

 

139,195

 

 

Total current assets

 

 

 

 

1,129,501

 

 

 

1,280,539

 

 

Operating lease right-of-use assets

 

 

 

 

1,053,938

 

 

 

1,210,169

 

 

Property and equipment, at cost, net of accumulated depreciation

 

 

 

 

762,433

 

 

 

745,165

 

 

Goodwill

 

 

 

 

264,896

 

 

 

271,398

 

 

Intangible assets, net

 

 

 

 

92,399

 

 

 

100,679

 

 

Non-current deferred income taxes

 

 

 

 

13,034

 

 

 

42,977

 

 

Other assets

 

 

 

 

57,693

 

 

 

50,591

 

 

Total assets

 

 

$

 

3,373,894

 

$

 

3,701,518

 

 

Liabilities and Stockholders' Equity

 

 

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

 

 

Accounts payable

 

 

$

 

212,318

 

$

 

236,376

 

 

Current portion of operating lease liabilities

 

 

 

 

321,430

 

 

 

317,844

 

 

Unredeemed gift cards and gift certificates

 

 

 

 

57,014

 

 

 

59,256

 

 

Accrued compensation and payroll taxes

 

 

 

 

43,550

 

 

 

34,469

 

 

Accrued income taxes and other

 

 

 

 

13,812

 

 

 

15,550

 

 

Other current liabilities and accrued expenses

 

 

 

 

68,313

 

 

 

73,984

 

 

Total current liabilities

 

 

 

 

716,437

 

 

 

737,479

 

 

Non-current liabilities:

 

 

 

 

 

 

 

 

 

Non-current operating lease liabilities

 

 

 

 

987,048

 

 

 

1,150,951

 

 

Long-term debt, net

 

 

 

 

30,225

 

 

 

405,807

 

 

Other non-current liabilities

 

 

 

 

21,168

 

 

 

24,275

 

 

Total non-current liabilities

 

 

 

 

1,038,441

 

 

 

1,581,033

 

 

Commitments and contingencies

 

 

 

 

-

 

 

 

-

 

 

Stockholders' equity:

 

 

 

 

 

 

 

 

 

Preferred stock

 

 

 

 

-

 

 

 

-

 

 

Common stock

 

 

 

 

2,496

 

 

 

2,496

 

 

Contributed capital

 

 

 

 

324,396

 

 

 

562,973

 

 

Accumulated other comprehensive loss

 

 

 

 

(26,777

)

 

 

(40,315

)

 

Retained earnings

 

 

 

 

2,130,108

 

 

 

2,224,113

 

 

Treasury stock

 

 

 

 

(811,207

)

 

 

(1,366,261

)

 

Total stockholders' equity

 

 

 

 

1,619,016

 

 

 

1,383,006

 

 

Total Liabilities and Stockholders' Equity

 

 

$

 

3,373,894

 

$

 

3,701,518

 

 

 

 

 

 

 

 

 

 

 

 

Current ratio

 

 

 

 

1.58

 

 

 

1.74

 

 

 

 

 

 


 

AMERICAN EAGLE OUTFITTERS, INC.

 

CONSOLIDATED STATEMENTS OF OPERATIONS

 

(Dollars and shares in thousands, except per share amounts)

 

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GAAP Basis

 

 

 

13 Weeks Ended

 

 

 

April 29, 2023

 

 

% of Revenue

 

 

April 30, 2022

 

 

% of Revenue

 

Total net revenue

$

 

1,080,926

 

 

 

100.0

%

$

 

1,055,037

 

 

 

100.0

%

Cost of sales, including certain buying,
    occupancy and warehousing expenses

 

 

667,747

 

 

 

61.8

%

 

 

667,011

 

 

 

63.2

%

Gross profit

 

 

413,179

 

 

 

38.2

%

 

 

388,026

 

 

 

36.8

%

Selling, general and administrative expenses

 

 

312,345

 

 

 

28.9

%

 

 

298,755

 

 

 

28.3

%

Impairment, restructuring and other charges

 

 

21,275

 

 

 

2.0

%

 

 

-

 

 

 

0.0

%

Depreciation and amortization expense

 

 

56,728

 

 

 

5.2

%

 

 

47,369

 

 

 

4.5

%

Operating income

 

 

22,831

 

 

 

2.1

%

 

 

41,902

 

 

 

4.0

%

Interest expense, net

 

 

690

 

 

 

0.1

%

 

 

4,588

 

 

 

0.4

%

Other income, net

 

 

(3,311

)

 

 

-0.3

%

 

 

(4,444

)

 

 

-0.4

%

Income before income taxes

 

 

25,452

 

 

 

2.3

%

 

 

41,758

 

 

 

4.0

%

Provision for income taxes

 

 

6,999

 

 

 

0.6

%

 

 

10,018

 

 

 

1.0

%

Net income

$

 

18,453

 

 

 

1.7

%

$

 

31,740

 

 

 

3.0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income per basic share

$

 

0.09

 

 

 

 

$

 

0.19

 

 

 

 

Net income per diluted share

$

 

0.09

 

 

 

 

$

 

0.16

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average common shares outstanding - basic

 

 

194,487

 

 

 

 

 

 

168,460

 

 

 

 

Weighted average common shares outstanding - diluted

 

 

197,160

 

 

 

 

 

 

219,742

 

 

 

 

 

 

 


 

AMERICAN EAGLE OUTFITTERS, INC.

BASIC AND DILUTED EARNINGS PER SHARE RECONCILIATION

(Dollars and shares in thousands)

(unaudited)

 

 

 

 

 

 

 

 

 

13 Weeks Ended

 

 

Numerator:

 

April 29, 2023

 

 

April 30, 2022

 

 

Net income and numerator for basic EPS

 

$

18,453

 

 

$

31,740

 

 

Add: Interest expense, net of tax, related to the 2025 Notes (1)

 

 

58

 

 

 

3,369

 

 

Numerator for diluted EPS

 

$

18,511

 

 

$

35,109

 

 

 

 

 

 

 

 

 

 

Denominator:

 

 

 

 

 

 

 

Denominator for basic EPS - weighted average shares

 

 

194,487

 

 

 

168,460

 

 

Add: Dilutive effect of the 2025 Notes (1)

 

 

834

 

 

 

48,574

 

 

Add: Dilutive effect of stock options and non-vested restricted stock

 

 

1,839

 

 

 

2,708

 

 

Denominator for diluted EPS - weighted average shares

 

 

197,160

 

 

 

219,742

 

 

(1) During the 13 weeks ended April 30, 2022, the Company adopted ASU 2020-06 under the modified retrospective method, which requires the Company to utilize the "if-converted" method of calculating diluted EPS.

 

 

 


 

AMERICAN EAGLE OUTFITTERS, INC.

 

GAAP TO NON-GAAP RECONCILIATION

 

(Dollars in thousands, except per share amounts)

 

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

13 Weeks Ended

 

 

April 29, 2023

 

 

 

 

Operating income

 

 

Net income

 

 

Diluted earnings per common share

 

GAAP Basis

 

 

$

22,831

 

 

$

18,453

 

 

$

0.09

 

% of Revenue

 

 

 

2.1

%

 

 

1.7

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Add: Impairment, restructuring and other charges (1)

 

 

 

21,275

 

 

 

15,424

 

 

 

0.08

 

Non-GAAP Basis

 

 

$

44,106

 

 

$

33,877

 

 

$

0.17

 

% of Revenue

 

 

 

4.1

%

 

 

3.1

%

 

 

 

 

(1) $21.3 million pre-tax impairment, restructuring and other charges related to Quiet Platforms as the Company repositions for improved profitability including:
 

$10.8 million of long-lived asset impairment charges
 
$5.6 million of employee related costs
$4.9 million of other commercial related charges

 

 

 


 

AMERICAN EAGLE OUTFITTERS, INC.

 

RESULTS BY SEGMENT

 

(Dollars in thousands)

 

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

American Eagle

 

 

Aerie

 

 

Corporate and Other (1)

 

 

Total

 

13 weeks ended April 29, 2023

 

 

 

 

 

 

 

 

 

 

 

 

Total net revenue

 

$

671,092

 

 

$

359,082

 

 

$

50,752

 

 

$

1,080,926

 

Operating income (loss)

 

$

107,167

 

 

$

56,604

 

 

$

(140,940

)

 

$

22,831

 

Impairment, restructuring and other charges

 

$

-

 

 

$

-

 

 

$

21,275

 

 

$

21,275

 

Adjusted operating income (loss)

 

$

107,167

 

 

$

56,604

 

 

$

(119,665

)

 

$

44,106

 

% of revenue

 

 

16.0

%

 

 

15.8

%

 

 

 

 

 

4.1

%

Capital expenditures

 

$

14,943

 

 

$

11,188

 

 

$

19,726

 

 

$

45,857

 

 

 

 

 

 

 

 

 

 

 

 

 

 

13 weeks ended April 30, 2022

 

 

 

 

 

 

 

 

 

 

 

 

Total net revenue

 

$

685,579

 

 

$

321,712

 

 

$

47,746

 

 

$

1,055,037

 

Operating income (loss)

 

$

103,905

 

 

$

43,073

 

 

$

(105,076

)

 

$

41,902

 

% of revenue

 

 

15.2

%

 

 

13.4

%

 

 

 

 

 

4.0

%

Capital expenditures

 

$

15,770

 

 

$

31,015

 

 

$

11,609

 

 

$

58,394

 

(1) Corporate and Other includes revenue and operating results of the Todd Snyder brand, Unsubscribed brand, and Quiet Platforms (net of intersegment eliminations), which have been identified as separate operating segments, but are not material to disclose as separate reportable segments. Corporate operating costs represent certain costs that are not directly attributable to another reportable segment.

 

 

 


 


 

AMERICAN EAGLE OUTFITTERS, INC.

 

STORE INFORMATION

 

(unaudited)

 

 

 

 

 

 

 

First Quarter

 

 

 

 

 

2023

 

Consolidated stores at beginning of period

 

 

 

 

1,175

 

Consolidated stores opened during the period

 

 

 

 

 

AE Brand (2)

 

 

 

 

4

 

Aerie (incl. OFFL/NE) (3)

 

 

 

 

2

 

Todd Snyder

 

 

 

 

1

 

Consolidated stores closed during the period

 

 

 

 

 

AE Brand (2)

 

 

 

 

(2

)

Total consolidated stores at end of period

 

 

 

 

1,180

 

 

 

 

 

 

 

AE Brand (2)

 

 

 

 

867

 

Aerie (incl. OFFL/NE) (3)

 

 

 

 

297

 

Todd Snyder

 

 

 

 

11

 

Unsubscribed

 

 

 

 

5

 

 

 

 

 

 

 

Total gross square footage at end of period (in '000)

 

 

 

 

7,273

 

 

 

 

 

 

 

International license locations at end of period (1)

 

 

 

 

280

 

 

(1) International license locations (retail stores and concessions) are not included in the consolidated store data or the total gross square footage calculation.

(2) AE Brand includes AE stand alone locations, AE/Aerie side-by side locations, AE/OFFL/NE side-by-side locations, and AE/Aerie/OFFL/NE side-by-side locations.

(3) Aerie (incl. OFFL/NE) includes Aerie stand alone locations, OFFL/NE stand alone locations, and Aerie/OFFL/NE side-by-side locations.