EX-10.1 PRESS RELEASE DATED MAY 17, 2006

Contract Categories: Business Finance - Release Agreements
EX-10.1 2 b60981ttexv10w1.htm EX-10.1 PRESS RELEASE DATED MAY 17, 2006 exv10w1
 

Exhibit 10.1
     
CONTACT:
  Julie Lorigan
Vice President, Investor Relations
(781)  ###-###-####
 
   
 
  Margery B. Myers
Vice President, Corporate Communications and Public Relations
(781)  ###-###-####
 
   
 
  Stacy Berns/Melissa Jaffin — Investor/Media Relations
Berns Communications Group
(212)  ###-###-####
TALBOTS REPORTS FIRST QUARTER RESULTS IN LINE WITH
COMPANY EXPECTATIONS
Provides Second Quarter Outlook
     Hingham, MA, May 17, 2006— The Talbots, Inc. (NYSE:TLB) today announced results for the thirteen-week period ended April 29, 2006 compared to the thirteen-week period ended April 30, 2005. Net sales for the quarter increased 1% to $453.0 million from $446.5 million reported for the thirteen weeks ended April 30, 2005. Retail store sales increased 2% to $384.9 million this year compared to $378.1 million last year. Included in retail sales was a 0.9% increase in comparable store sales. Direct marketing sales of $68.1 million were approximately even with the $68.4 million reported in the prior year period. The Company’s first quarter results do not include the acquisition of the J. Jill Group, which was completed on May 3, 2006.
     Talbots net income for the first quarter was $27.4 million, compared to $34.5 million for the first quarter last year. Earnings per diluted share, including $0.03 in stock option expense, were $0.51. Excluding stock option expense, earnings per share were $0.54, compared to last year’s record first quarter earnings per diluted share of $0.63.
     Arnold B. Zetcher, Chairman, President and Chief Executive Officer, commented “We reported first quarter earnings per share in line with our recently updated outlook and the First Call consensus estimate. Total Company comparable store sales increased modestly in the period and our direct marketing business, including catalog and Internet, was approximately even with last year. Sales trends in our Talbots Woman large size

 


 

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concept continued to be very strong throughout the entire quarter, with comparable store sales rising 10%. In addition, our Talbots Kids performance was healthy, with a combined March/April comp store gain of 9%.”
     “Regarding our store expansion plan, during the quarter, we opened three new Talbots Misses stores and ended the period with a total of 1,086 stores. Our plan is to open approximately 50 new Talbots brand stores in 2006, which would bring us to approximately 1,128 Talbots stores at the end of the year. For the J. Jill brand, we currently plan to open approximately 42 new stores in fiscal 2006, ending the year with approximately 241 J. Jill stores. In total, The Talbots, Inc. will end the fiscal year 2006 with approximately 1,369 stores in operation.”
     “As announced earlier this month, we have completed the J. Jill merger and are excited about the opportunity to serve a larger share of the 35+ women’s market with a broader range of merchandise. We have a strong leadership team in place that combines the talents and market expertise of Talbots and J. Jill management, and are focused on maximizing the synergies of the two brands while capturing the growth potential of this advantageous market position,” continued Mr. Zetcher.
Second Quarter Outlook
     Commenting on the outlook for the second quarter of fiscal 2006, Mr. Zetcher noted, “We are still in the early stages of our integration, and have entered into a period of significant change. Given this, it is very difficult to predict our second quarter earnings due to a number of unusual factors, including costs associated with the acquisition of J. Jill, purchase-related accounting adjustments, as well as the learning curve for both organizations. Nevertheless, we are currently targeting a second quarter loss per diluted share on a GAAP basis to be in the range of ($0.15) to ($0.05). This estimate includes acquisition-related costs and adjustments of approximately $0.20 per share. Excluding the estimate for costs and adjustments as outlined above, earnings per diluted share would be in the range of $0.05 to $0.15. Further, earnings per diluted share excluding approximately $0.03 in stock option expense for the period would be in the range of $0.08 to $0.18 per share, compared to the $0.35 reported last year.”

 


 

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     “This range of earnings per share reflects the impact of J. Jill’s weak second quarter sales, which will result in a significant loss in the period and represents a continuation of their first quarter trends. In addition, we expect incremental Talbots brand markdowns in the second quarter, resulting from softer than anticipated first quarter sales and the shift of a promotional event from the second quarter into the first.”
     “As we have previously stated, this J. Jill acquisition will be dilutive to earnings in fiscal 2006. However, in fiscal 2007 we currently anticipate that the transaction will be accretive to earnings, with synergies and after acquisition-related costs and adjustments. We are confident in our ability to achieve the $25 million in synergies that we initially identified and are making solid progress in that regard.”
     “Turning to the second half of this year, for the Talbots brand, we believe we are well-positioned to benefit particularly from the new merchandising initiatives we established late last year. On the J. Jill side, we anticipate improvement in its business performance in fiscal 2007, when any initiatives by our new leadership team begin to take effect.”
     “In closing, we are delighted to now be moving ahead with this J. Jill merger. We have confidence in the brand’s potential for the future and its ability to enhance The Talbots, Inc. position in the marketplace. Given our strong company fundamentals and significant opportunities for growth, we are optimistic about our ability to enhance shareholder value for the long term,” concluded Mr. Zetcher.
     As previously announced, Talbots will host a conference call today, May 17, 2006 at 10:00 am local time to discuss first quarter results. To listen to the live web cast please log on to http://www.talbots.com/about/investor.asp. The call will be archived on its web site www.talbots.com for a period of twelve months. In addition, an audio replay of the call will be available shortly after its conclusion and archived until May 19, 2006. This call may be accessed by dialing (877)  ###-###-####, passcode ###-###-####.
     The Talbots, Inc. is a leading international specialty retailer and cataloger of women’s, children’s and men’s apparel, shoes and accessories. The Company currently operates a total of 1,291 stores in 47 states, the District of Columbia, Canada and the U.K., with 1,086 stores under the Talbots brand name and 205 stores under the J. Jill brand name. Both brands target the age 35+ female population. Talbots brand on-line shopping site is located at www.talbots.com and the J. Jill brand on-line shopping site is located at www.jjill.com.

 


 

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     The foregoing contains forward-looking information within the meaning of The Private Securities Litigation Reform Act of 1995. These statements may be identified by such forward-looking terminology as “expect,” “look,” “believe,” “anticipate,” “outlook,” “will,” “would,” “would yield,” or similar statements or variations of such terms. All of the “outlook” information (including future revenues, future comparable sales, future earnings, future EPS, and other future financial performance or operating measures) constitutes forward-looking information.
     Our outlook and other forward-looking statements are based on a series of expectations, assumptions, estimates and projections about our Company which involve risks and uncertainty, including assumptions and projections concerning integration costs, purchase-related accounting adjustments, acquisition synergies, store traffic, levels of store sales including regular-price selling and markdown selling, and customer preferences. All of our outlook information and other forward-looking statements are as of the date of this release only. The Company can give no assurance that such outlook or expectations will prove to be correct and does not undertake to update or revise any “outlook” information or any other forward-looking statements to reflect actual results, changes in assumptions, estimates or projections, or other circumstances occurring after the date of this release, even if such results, changes or circumstances make it clear that any projected results will not be realized.
     Our forward-looking statements involve substantial known and unknown risks and uncertainties as to future events which may or may not occur, including the risk that the J. Jill business will not be successfully integrated, the risk that the cost savings and other synergies from the transaction may not be fully realized or may take longer to realize than expected, the risk that the acquisition will disrupt Talbots or J. Jill’s core business, transaction and integration costs, the reaction of Talbots and J. Jill customers and suppliers to the transaction, diversion of management time on merger-related issues, effectiveness of the Company’s brand awareness and marketing programs, any different or any increased negative trends in its regular-price or markdown selling, effectiveness of its Internet site, acceptance of the Company’s fashions including the Company’s 2006 spring and summer fashions, the Company’s ability to anticipate and successfully respond to changing customer tastes and preferences and to produce the appropriate balance of merchandise offerings, the Company’s ability to sell its merchandise at regular prices as well as its ability to successfully execute its major sale events including the timing and levels of markdowns and appropriate balance of available markdown inventory, any difference between estimated and actual stock option expense and retail economic conditions including consumer spending, In each case, actual results may differ materially from such forward-looking information.
     Certain other factors that may cause actual results to differ from such forward-looking statements are included in the Company’s Form 10-K (under “Risk Factors”) and in other periodic reports filed with the Securities and Exchange Commission and available on the Talbots website under “Investor Relations” and you are urged to carefully consider all such factors.
     
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(tables to follow)

 


 

THE TALBOTS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED)
FOR THE THIRTEEN WEEKS ENDED APRIL 29, 2006 AND APRIL 30, 2005
Amounts in thousands except per share data
                 
    Thirteen Weeks Ended  
    April 29,     April 30,  
    2006     2005  
 
               
NET SALES
  $ 453,012     $ 446,531  
 
               
COSTS AND EXPENSES
               
Cost of sales, buying and occupancy (includes non-cash compensation
expense of $394 relating to stock options in 2006)
    272,200       264,279  
Selling, general and administrative (includes non-cash compensation
expense of $2,549 relating to stock options in 2006)
    135,599       126,218  
 
           
OPERATING INCOME
    45,213       56,034  
 
               
INTEREST
               
Interest expense
    6,752       980  
Interest income
    5,308       177  
 
           
 
               
INTEREST EXPENSE — net
    1,444       803  
 
           
 
               
INCOME BEFORE TAXES
    43,769       55,231  
 
               
INCOME TAXES
    16,413       20,712  
 
           
 
               
NET INCOME
  $ 27,356     $ 34,519  
 
           
 
               
NET INCOME PER SHARE:
               
BASIC
  $ 0.52     $ 0.64  
 
           
DILUTED
  $ 0.51     $ 0.63  
 
           
 
               
WEIGHTED AVERAGE NUMBER OF SHARES OF
COMMON STOCK OUTSTANDING:
               
BASIC
    52,620       53,647  
 
           
DILUTED
    53,669       54,881  
 
           
Cash Dividends Paid Per Share
  $ 0.12     $ 0.11  
 
           

 


 

THE TALBOTS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
APRIL 29, 2006, JANUARY 28, 2006, AND APRIL 30, 2005

Amounts in thousands except share data
                         
    April 29,     January 28,     April 30,  
    2006     2006     2005  
 
                       
Cash and cash equivalents
  $ 139,116     $ 103,020     $ 49,307  
Restricted cash
    400,000              
Customer accounts receivable — net
    221,380       209,749       211,180  
Merchandise inventories
    271,693       246,707       253,241  
Other current assets
    57,946       61,185       59,809  
 
                 
Total current assets
    1,090,135       620,661       573,537  
 
                       
Property and equipment — net
    378,516       387,536       396,212  
Deferred income taxes
    8,124       6,407        
Intangibles — net
    111,397       111,397       111,397  
Other assets
    27,956       20,143       18,569  
 
                 
 
                       
TOTAL ASSETS
  $ 1,616,128     $ 1,146,144     $ 1,099,715  
 
                 
 
                       
Notes payable to banks
  $ 45,000     $     $  
Bridge loan relating to acquisition
    400,000              
Accounts payable
    65,516       85,343       51,215  
Income taxes payable
    43,094       37,909       42,296  
Accrued liabilities
    121,240       121,205       114,970  
 
                 
Total current liabilities
    674,850       244,457       208,481  
 
                       
Long-term debt
    100,000       100,000       100,000  
Deferred rent under lease commitments
    110,184       110,864       109,375  
Deferred income taxes
                1,308  
Other liabilities
    76,642       63,855       59,734  
Stockholders’ equity
    654,452       626,968       620,817  
 
                 
 
                       
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
  $ 1,616,128     $ 1,146,144     $ 1,099,715  
 
                 

 


 

THE TALBOTS INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
FOR THE THIRTEEN WEEKS ENDED APRIL 29, 2006 AND APRIL 30, 2005
Amounts in thousands
                 
    Thirteen Weeks Ended  
    April 29,     April 30,  
    2006     2005  
 
               
CASH FLOWS FROM OPERATING ACTIVITIES:
               
Net income
  $ 27,356     $ 34,519  
Depreciation and amortization
    22,605       22,559  
Deferred and other items
    7,553       1,938  
Changes in:
               
Customer accounts receivable
    (11,606 )     (11,940 )
Merchandise inventories
    (24,864 )     (14,771 )
Accounts payable
    (19,073 )     (13,850 )
Income taxes payable
    5,206       15,050  
All other working capital
    3,532       2,534  
 
           
 
    10,709       36,039  
 
           
 
               
CASH FLOWS FROM INVESTING ACTIVITIES:
               
Additions to property and equipment
    (14,435 )     (13,808 )
Increase in restricted cash
    (400,000 )      
 
           
 
    (414,435 )     (13,808 )
 
           
 
               
CASH FLOWS FROM FINANCING ACTIVITIES:
               
Borrowings under notes payable from banks
    45,000        
Borrowings under bridge loan relating to acquisition
    400,000        
Proceeds from options exercised
    2,293       1,293  
Excess tax benefit from options exercised
    94        
Debt issuance costs
    (115 )      
Cash dividends
    (6,452 )     (5,999 )
Purchase of treasury stock
    (1,090 )      
 
           
 
    439,730       (4,706 )
 
           
 
               
EFFECT OF EXCHANGE RATE CHANGES ON CASH
    92       (29 )
 
               
NET INCREASE IN CASH AND CASH EQUIVALENTS
    36,096       17,496  
 
               
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD
    103,020       31,811  
 
           
 
               
CASH AND CASH EQUIVALENTS, END OF PERIOD
  $ 139,116     $ 49,307