Abercrombie & Fitch Co
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SECURITIES AND EXCHANGE COMMISSION FORM 8-K Current report filing Filing Date: 2021-05-27 | Period of Report: 2021-05-26 SEC Accession No. 0001018840-21-000036 (HTML Version on secdatabase.com) FILER ABERCROMBIE & FITCH CO /DE/ Mailing Address Business Address 6301 FITCH PATH 6301 FITCH PATH CIK:1018840| IRS No.: 311469076 | State of Incorp.:DE | Fiscal Year End: 0201 NEW ALBANY OH 43054 NEW ALBANY OH 43054 Type: 8-K | Act: 34 | File No.: 001-12107 | Film No.: 21972831 6142836500 SIC: 5651 Family clothing stores Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document 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 26, 2021 Abercrombie & Fitch Co. (Exact name of registrant as specified in its charter) Delaware 1-12107 31-1469076 (State or other jurisdiction of incorporation or organization) (Commission File Number) (I.R.S. Employer Identification No.) 6301 Fitch Path New Albany Ohio 43054 (Address of principal executive offices) (Zip Code) Registrant’s telephone number, including area code: (614) 283-6500 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: Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Title of each class Trading symbol(s) Name of each exchange on which registered Class A Common Stock, $0.01 Par Value ANF 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. ☐ Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Item 2.02. Results of Operations and Financial Condition. On May 26, 2021, Abercrombie & Fitch Co. (the “Company”) issued a news release (the “Release”) reporting the Company's unaudited financial results for the first quarter ended May 1, 2021. A copy of the Release is included as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference. In conjunction with the Release, the Company also made available additional unaudited quarterly financial information for the first quarter ended May 1, 2021, and for each of the quarters in the fiscal year ended January 30, 2021. The Company also made available additional unaudited financial information for the fiscal years ended January 30, 2021, February 1, 2020, February 2, 2019 and February 3, 2018. The additional financial information is included as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference. In conjunction with the Release, the Company also made available an investor presentation of results for the first quarter ended May 1, 2021. The presentation, which is available under the “Investors” section of the Company's website, located at corporate.abercrombie.com, is included as Exhibit 99.3 to this Current Report on Form 8-K and is incorporated herein by reference. The Company's management conducted a conference call on May 26, 2021 to review the Company's financial results for the first quarter ended May 1, 2021. A copy of the transcript of the conference call is included as Exhibit 99.4 to this Current Report on Form 8-K and is incorporated herein by reference. Item 9.01. Financial Statements and Exhibits. (a) through (c) Not applicable (d) Exhibits: The following exhibits are included with this Current Report on Form 8-K: Exhibit No. Description 99.1 News release issued by Abercrombie & Fitch Co. on May 26, 2021 99.2 Additional unaudited financial information made available by Abercrombie & Fitch Co. on May 26, 2021 99.3 Investor presentation of results for the first quarter ended May 1, 2021 made available by Abercrombie & Fitch Co. on May 26, 2021 99.4 Transcript of conference call held by management of Abercrombie & Fitch Co. on May 26, 2021 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document SIGNATURE 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. Abercrombie & Fitch Co. Dated: May 27, 2021 By: /s/ Scott Lipesky Scott Lipesky Executive Vice President and Chief Financial Officer Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document ABERCROMBIE & FITCH CO. REPORTS FIRST QUARTER RESULTS Achieves best first quarter operating income since 2008; Net income per diluted share of $0.64 reflects ongoing digital sales strength, gross profit rate expansion and tight expense controls New Albany, Ohio, May 26, 2021: Abercrombie & Fitch Co. (NYSE: ANF) today announced results for the first quarter ended May 1, 2021. These compare to results for the first quarter ended May 2, 2020. Descriptions of the use of non-GAAP financial measures and reconciliations of GAAP and non-GAAP financial measures accompany this release. Fran Horowitz, Chief Executive Officer, said, “2021 is off to a strong start. We built on the significant progress we made in 2020, registering our best first quarter operating income since 2008. The first quarter is evidence that our shift to a digitally-led global business model is working. Total net sales grew 61% year-over-year, with digital sales up 45% to 52% of total sales. Inventories remained tightly controlled and product resonated with both new and existing customers, fueling improved price realization and benefiting gross margin rate, which expanded by 900 basis points. We remained focused on funding key investments in customer-facing initiatives and delivered significant first quarter operating leverage.” “Results were well-ahead of first quarter 2019 pre-COVID levels, with net sales 6% higher, including up 18% in our largest market, the U.S., gross margin expansion of 290 basis points and operating margin increasing 1,100 basis points. Sales growth was achieved despite the reduction of 1.3 million gross square feet of store space, or 20%, compared to the first quarter of 2019.” “Momentum has continued into the second quarter across brands, and early reaction to our newest member of the A&F Co. family, Social Tourist, has been amazing. Our solid foundation and strong liquidity position enables us to be on the offense. We remain focused on profitable topline growth, our ongoing digital evolution and our growth vehicles, including Gilly Hicks, and are committed to thoughtful expense management and global square footage optimization. Although the global landscape remains uncertain, I am excited about the future and more confident than ever in our ability to drive sustainable, long-term operating margin expansion.” Details related to net income (loss) per diluted share for the first quarter are as follows: 2021 2020 (1) GAAP $ 0.64 $ (3.90) Excluded items, net of tax effect (2) (0.03) (0.62) Adjusted non-GAAP $ 0.67 $ (3.29) Impact from changes in foreign currency exchange rates (3) — (0.01) Adjusted non-GAAP constant currency $ 0.67 $ (3.30) (1) Net loss per diluted share for the first quarter of fiscal 2020 reflects adverse tax impacts of $90.9 million, or $1.45 per diluted share, related to valuation allowances on deferred tax assets and other tax charges. (2) Excluded items consist of pre-tax store asset impairment charges and the tax effect of pre-tax excluded items. (3) The estimated impact from foreign currency is calculated by applying current period exchange rates to prior year results using a 26% tax rate. A summary of results for the first quarter ended May 1, 2021 as compared to the first quarter ended May 2, 2020: • Net sales of $781 million, up 61% as compared to last year and up 6% as compared to pre-COVID 2019 first quarter net sales. • Digital net sales increased 45% to $403 million reflecting robust growth in every month of the quarter. • Gross profit rate improved 900 basis points to 63.4% driven by higher average unit retail on lower promotions. Copyright © 2021 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document • Operating expense, excluding other operating (income) loss, net, was down 7% and up 2% as compared to last year on a reported and adjusted non-GAAP basis, respectively, reflecting a decrease in store occupancy and increases in payroll and customer-facing expenses. Operating expense as a percentage of sales decreased to 56.2% and 55.9% from 97.4% and 88.6% on a reported and adjusted non-GAAP basis, respectively.