============================================================================== 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): DECEMBER 6, 2007 MOVADO GROUP, INC. - ------------------------------------------------------------------------------ (Exact name of registrant as specified in its charter) NEW YORK 1-16497 13-2595932 - ----------------------------- ------------------------ ------------------ (State or other jurisdiction (Commission File Number) (IRS Employer of incorporation) Identification No.) 650 FROM ROAD PARAMUS, NJ 07652 ---------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (201) 267-8000 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)) ==============================================================================ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION. - ---------------------------------------------------------- On December 6, 2007, Movado Group, Inc. issued a press release announcing its results for the third quarter ended October 31, 2007. The press release is attached hereto as Exhibit 99.1 and is incorporated by reference into this item. The information in this Current Report is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that Section. The information in this Current Report shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, except as shall be expressly set forth by specific reference in any such filing. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS. - ---------------------------------------------- (d) Exhibits. Exhibit No. Description ----------- ----------- 99.1 Press Release Announcing Third Quarter Results, dated December 6, 2007
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report on Form 8-K to be signed on its behalf by the undersigned, hereunto duly authorized. Dated: December 6, 2007 MOVADO GROUP, INC. By:/s/ Timothy F. Michno ------------------------------------ Name: Timothy F. Michno Title: General Counsel
EXHIBIT 99.1 ------------ MOVADO GROUP INC. CONTACT: Investor Relations Suzanne Rosenberg Vice President, Corporate Communications 201-267-8000 Financial Dynamics Leigh Parrish/Stephanie Rich 212-850-5600 FOR IMMEDIATE RELEASE =============================================================================== MOVADO GROUP, INC. REPORTS THIRD QUARTER RESULTS ~ Q3 OPERATING PROFIT GROWS 20.9% FROM YEAR-AGO ADJUSTED OPERATING PROFIT ~ PARAMUS, NJ - DECEMBER 6, 2007 -- MOVADO GROUP, INC. (NYSE: MOV), today announced third quarter and nine-month results for the period ended October 31, 2007. THIRD QUARTER FISCAL 2008 - ------------------------- o Net sales increased $13.9 million, or 8.3%, to $180.2 million from $166.3 million last year. Net sales for the current quarter and year-ago period included $11.3 million and $12.1 million of excess discontinued product, respectively. o Comparable store sales increased 8.8% at the Company's Movado boutiques versus a 0.5% gain achieved last year. o Gross profit was $109.9 million, or 61.0% of sales, compared to $97.9 million, or 58.9% of sales last year. Excluding excess discontinued product sales from the current quarter and year-ago period, adjusted gross profit was $109.2 million, or 64.7% of sales and $97.9 million, or 63.5% of sales, respectively. o Operating profit was $28.5 million versus $19.8 million last year. Year-ago operating profit included two unusual items, which resulted in a combined $3.8 million non-cash charge, or $0.07 per fully diluted share. Excluding these items, year-ago adjusted operating profit was $23.6 million. (SEE ATTACHED TABLE FOR RECONCILIATION OF GAAP TO NON-GAAP MEASURES.) o Income tax expense of $1.9 million reflects a 6.7% tax rate in the third quarter compared to an income tax benefit of $2.0 million recorded last year. Both periods reflect the continued utilization of a Swiss net operating loss carryforward (NOL) acquired with the Ebel brand in fiscal 2005, which contributed $0.19 to third quarter diluted earnings per share this year and $0.25 per fully diluted share in the year-ago period. The Company now anticipates a fiscal 2008 tax rate of approximately 15.9%. o On a reported basis, net income and earnings per share were $26.5 million and $0.97, respectively, versus net income of $21.9 million and earnings per diluted share of $0.82 in the year-ago period. o Adjusting for unusual items recorded in fiscal 2008 and fiscal 2007, third quarter net income increased 23.7% to $21.3 million from $17.2 million last year, and earnings per diluted share increased 21.9% to $0.78 in the third quarter from $0.64 in the year-ago period. (SEE ATTACHED TABLE FOR RECONCILIATION OF GAAP TO NON-GAAP MEASURES.)NINE-MONTH RESULTS - ------------------ o Net sales increased 7.8% to $421.0 million from $390.6 million last year. Net sales for the current nine-month period and year-ago period included $22.3 million and $12.1 million of excess discontinued product, respectively. o Comparable store sales increased 1.1% at the Company's Movado boutiques versus a 5.0% gain achieved last year. o Gross profit was $254.9 million, or 60.5% of sales, compared to $236.0 million, or 60.4% of sales last year. Excluding excess discontinued product sales from the current nine-month period and year-ago period, adjusted gross profit was $254.6 million, or 63.9% of sales and $236.0 million, or 62.4% of sales, respectively. o Operating profit was $47.6 million versus $37.3 million last year. Year-ago operating profit included the previously mentioned unusual items recorded in the third quarter. Excluding these items, year-ago adjusted operating profit was $41.1 million. (SEE ATTACHED TABLE FOR RECONCILIATION OF GAAP TO NON-GAAP MEASURES.) o Income tax expense of $6.7 million reflects a 13.9% tax rate in the year-to-date period compared to income tax expense of $1.0 million, or a 2.8% tax rate recorded last year, and reflects the further utilization of the Swiss NOL acquired with the Ebel brand in fiscal 2005. o On a reported basis, net income and earnings per diluted share were $41.2 million and $1.51, respectively, versus net income of $36.1 million and earnings per diluted share of $1.35 in the year-ago period. o Adjusting for unusual items recorded in fiscal 2008 and fiscal 2007, net income for the nine-month period increased 18.9% to $35.8 million from $30.1 million last year, and earnings per diluted share increased 15.9% to $1.31 in the nine-month period from $1.13 in the year-ago period. (SEE ATTACHED TABLE FOR RECONCILIATION OF GAAP TO NON-GAAP MEASURES.) Efraim Grinberg, President and Chief Executive Officer, commented, "Third quarter results were strong as we positioned each of our brands in the marketplace with bold new products, aspirational advertising campaigns, including Movado's milestone celebration of 60 years of modern design, and fully integrated marketing programs. We have made great strides in building our international business, which grew 33% from last year and represented over 40% of wholesale revenue during the third quarter." Rick Cote, Executive Vice President and Chief Operating Officer, stated, "Year-to-date results demonstrate our commitment to strong operating disciplines which translated into expanded adjusted gross margins and operating profit growth. During the quarter, we continued to convert discontinued product into cash, thereby improving our inventory mix and driving cash flow. Going forward, we remain focused on growing our operating margin through a combination of gross margin improvement and the leveraging of our existing infrastructure." The Company recognizes there is a growing sense of uncertainty surrounding the outlook of the U.S. economy. Results for the full year will depend on the strength of the holiday season and retailer replenishment in January.
Based on the Company's results for the first nine months of fiscal 2008 and assuming that the U.S. economic environment does not deteriorate, Movado Group now projects fiscal 2008 adjusted diluted earnings per share to range between $1.74 and $1.78 based on an estimated 25% tax rate. The 25% tax rate represents the Company's assumed normalized tax rate and allows for year-over-year financial comparisons. This compares to fiscal 2007 adjusted diluted earnings per share of $1.54. Fiscal 2008 and fiscal 2007 adjusted diluted earnings per share exclude the impact of the tax benefit resulting from the further utilization of the NOL acquired with Ebel in fiscal 2005. Fiscal 2007 adjusted diluted earnings per share also exclude previously disclosed one-time items related to accounts receivable, foreign currency and sale of a non-operating asset. On a GAAP basis, Movado Group projects fiscal 2008 diluted earnings per share to range between $1.95 and $2.00, with a 15.9% tax rate, versus GAAP diluted earnings per share of $1.87 with a 5.4% tax rate recorded in fiscal 2007. Fiscal 2008 net sales are projected to be approximately $560 million. The Company's management will host a conference call today, December 6th at 10:00 a.m. Eastern Time. A live broadcast of the call will be available on the Company's website: www.movadogroup.com. This call will be archived online within one hour of the completion of the conference call. Movado Group, Inc. designs, manufactures, and distributes Movado, Ebel, Concord, ESQ, Coach, Tommy Hilfiger, HUGO BOSS, Juicy Couture and LACOSTE watches worldwide, and operates Movado boutiques and company stores in the United States. IN THIS RELEASE, THE COMPANY PRESENTS CERTAIN ADJUSTED FINANCIAL MEASURES THAT ARE NOT CALCULATED ACCORDING TO GENERALLY ACCEPTED ACCOUNTING PRINCIPLES IN THE UNITED STATES ("GAAP"). THESE NON-GAAP FINANCIAL MEASURES ARE DESIGNED TO COMPLEMENT THE GAAP FINANCIAL INFORMATION PRESENTED IN THIS RELEASE BECAUSE MANAGEMENT BELIEVES THEY PRESENT INFORMATION REGARDING THE COMPANY THAT MANAGEMENT BELIEVES IS USEFUL TO INVESTORS. THE NON-GAAP FINANCIAL MEASURES PRESENTED SHOULD NOT BE CONSIDERED IN ISOLATION FROM OR AS A SUBSTITUTE FOR THE COMPARABLE GAAP FINANCIAL MEASURE. THE COMPANY IS PRESENTING NET SALES EXCLUDING EXCESS DISCONTINUED PRODUCT SALES (AND GROSS PROFIT EXCLUDING SUCH SALES) BECAUSE THE COMPANY BELIEVES THAT IT IS USEFUL TO INVESTORS TO ELIMINATE THE EFFECT OF THESE UNUSUAL SALES IN ORDER TO IMPROVE THE COMPARABILITY OF THE COMPANY'S RESULTS FOR THE PERIODS PRESENTED. THE COMPANY IS PRESENTING ADJUSTED OPERATING PROFIT, WHICH IS OPERATING PROFIT EXCLUDING A NONRECURRING, NON-CASH ACCOUNTS RECEIVABLE ADJUSTMENT EXPENSE AND A ONE-TIME OUT-OF-PERIOD BENEFIT RELATED TO A FOREIGN CURRENCY ADJUSTMENT. THE COMPANY IS ALSO PRESENTING ADJUSTED NET INCOME, WHICH IS NET INCOME EXCLUDING THE ABOVE-DESCRIBED ACCOUNTS RECEIVABLE ADJUSTMENT AND FOREIGN CURRENCY ADJUSTMENT AND ADJUSTING TO EXCLUDE THE EFFECTS OF THE UTILIZATION OF NOLS FROM THE EBEL ACQUISITION AND TO ASSUME A NORMALIZED 25% TAX RATE FOR ALL PERIODS PRESENTED. MANAGEMENT BELIEVES THAT PRESENTING ADJUSTED OPERATING PROFIT AND ADJUSTED NET INCOME IS USEFUL FOR INVESTORS BECAUSE THEY IMPROVE COMPARABILITY OF RESULTS FOR THE PERIODS PRESENTED BY ELIMINATING ITEMS THAT AFFECT THOSE LINE ITEMS THAT ARE NOT EXPECTED TO RECUR, ALTHOUGH SUCH ITEMS MAY, IN FACT, RECUR IN THE FUTURE. THIS PRESS RELEASE CONTAINS CERTAIN FORWARD-LOOKING STATEMENTS WITHIN THE MEANING OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. THE COMPANY HAS TRIED, WHENEVER POSSIBLE, TO IDENTIFY THESE FORWARD-LOOKING STATEMENTS USING WORDS SUCH AS "EXPECTS," "ANTICIPATES," "BELIEVES," "TARGETS," "GOALS," "PROJECTS," "INTENDS," "PLANS," "SEEKS," "ESTIMATES," "MAY," "WILL," "SHOULD" AND SIMILAR EXPRESSIONS. SIMILARLY, STATEMENTS IN THIS PRESS RELEASE THAT DESCRIBE THE COMPANY'S BUSINESS STRATEGY, OUTLOOK, OBJECTIVES, PLANS, INTENTIONS OR GOALS ARE ALSO FORWARD-LOOKING STATEMENTS. ACCORDINGLY, SUCH FORWARD-LOOKING STATEMENTS INVOLVE KNOWN AND UNKNOWN RISKS, UNCERTAINTIES AND OTHER FACTORS THAT COULD CAUSE THE COMPANY'S ACTUAL RESULTS, PERFORMANCE OR ACHIEVEMENTS AND LEVELS OF FUTURE DIVIDENDS TO DIFFER MATERIALLY FROM THOSE EXPRESSED IN, OR IMPLIED BY, THESE STATEMENTS. THESE RISKS AND UNCERTAINTIES MAY INCLUDE, BUT ARE NOT LIMITED TO: ACTUAL OR PERCEIVED WEAKNESS IN THE U.S. AND GLOBAL ECONOMY AND FLUCTUATIONS IN CONSUMER SPENDING AND DISPOSABLE INCOME, THE COMPANY'S ABILITY TO SUCCESSFULLY INTRODUCE AND SELL NEW PRODUCTS, THE COMPANY'S ABILITY TO SUCCESSFULLY INTEGRATE THE OPERATIONS OF NEWLY ACQUIRED AND/OR LICENSED BRANDS WITHOUT DISRUPTION TO ITS OTHER BUSINESS ACTIVITIES, CHANGES IN CONSUMER DEMAND FOR THE COMPANY'S PRODUCTS, RISKS RELATING TO THE FASHION AND RETAIL INDUSTRY, IMPORT RESTRICTIONS, COMPETITION, SEASONALITY, COMMODITY PRICE AND EXCHANGE RATE FLUCTUATIONS, CHANGES IN LOCAL OR GLOBAL ECONOMIC CONDITIONS, AND THE OTHER FACTORS DISCUSSED IN THE COMPANY'S ANNUAL REPORT ON FORM 10-K AND OTHER FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION. THESE STATEMENTS REFLECT THE COMPANY'S CURRENT BELIEFS AND ARE BASED UPON INFORMATION CURRENTLY AVAILABLE TO IT. BE ADVISED THAT DEVELOPMENTS SUBSEQUENT TO THIS PRESS RELEASE ARE LIKELY TO CAUSE THESE STATEMENTS TO BECOME OUTDATED WITH THE PASSAGE OF TIME. (Tables to follow)
MOVADO GROUP, INC. CONSOLIDATED STATEMENTS OF OPERATIONS (IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED) THREE MONTHS NINE MONTHS ENDED OCTOBER 31, ENDED OCTOBER 31, ---------------------- ---------------------- 2007 2006 2007 2006 --------- --------- --------- --------- Net sales $ 180,153 $ 166,272 $ 420,983 $ 390,604 Cost of sales 70,266 68,370 166,098 154,600 --------- --------- --------- --------- Gross profit 109,887 97,902 254,885 236,004 Selling, general and administrative expenses 81,398 78,123 207,287 198,717 --------- --------- --------- --------- Operating profit 28,489 19,779 47,598 37,287 Other income, net - 374 - 374 Interest expense (920) (987) (2,671) (2,849) Interest income 1,064 753 3,373 2,260 --------- --------- --------- --------- Income before income taxes and minority interest 28,633 19,919 48,300 37,072 Income tax 1,927 (1,964) 6,691 1,049 Minority interest 178 (2) 417 (66) --------- --------- --------- --------- Net income $ 26,528 $ 21,885 $ 41,192 $ 36,089 ========= ========= ========= ========= Net income per diluted share $ 0.97 $ 0.82 $ 1.51 $ 1.35 Number of shares outstanding 27,236 26,799 27,299 26,659
MOVADO GROUP, INC. RECONCILIATION TABLES (IN THOUSANDS, EXCEPT PER SHARE DATA) (UNAUDITED) THREE MONTHS NINE MONTHS ENDED OCTOBER 31, ENDED OCTOBER 31, -------------------- --------------------- 2007 2006 2007 2006 -------- -------- -------- -------- Operating Profit (GAAP) $ 28,489 $ 19,779 $ 47,598 $ 37,287 A/R Reserve Adjustment (1) - 6,000 - 6,000 Out-of-Period FX Adjustment (2) - (2,211) - (2,211) -------- -------- -------- -------- Adjusted Operating Profit (Non-GAAP) $ 28,489 $ 23,568 $ 47,598 $ 41,076 ======== ======== ========= ======== THREE MONTHS NINE MONTHS ENDED OCTOBER 31, ENDED OCTOBER 31, -------------------- --------------------- 2007 2006 2007 2006 -------- -------- -------- -------- Net Income (GAAP) $ 26,528 $ 21,885 $ 41,192 $ 36,089 A/R Reserve Adjustment (1) - 3,706 - 3,706 Out-of-Period FX Adjustment (2) - (1,729) - (1,729) Tax Adjustments (3) (5,231) (6,647) (5,384) (7,938) Adjusted Net Income -------- -------- -------- -------- (Non-GAAP) $ 21,297 $ 17,215 $ 35,808 $ 30,128 ======== ======== ======== ======== Number of shares outstanding 27,236 26,799 27,299 26,659 Adjusted Net Income per share (Non-GAAP) $ 0.78 $ 0.64 $ 1.31 $ 1.13 (1) Non-cash charge to accounts receivable reserve due to a change in estimate. (2) One-time benefit recorded for an out-of-period adjustment related to foreign currency. (3) To present financials at a consistent 25% effective tax rate for both periods. Actual taxes primarily reflect utilization of the acquired Ebel net operating loss tax carryforward.
MOVADO GROUP, INC. CONSOLIDATED BALANCE SHEETS (IN THOUSANDS) (UNAUDITED) OCTOBER 31, JANUARY 31, OCTOBER 31, 2007 2007 2006 ---------- ---------- ---------- ASSETS - ------ Cash $ 111,060 $ 133,011 $ 79,908 Trade receivables, net 150,996 111,417 159,010 Inventories 210,510 193,342 207,709 Other current assets 37,056 35,109 33,740 ---------- ---------- ---------- Total current assets 509,622 472,879 480,367 ---------- ---------- ---------- Property, plant and equipment, net 63,729 56,823 53,339 Deferred income taxes 31,000 12,091 12,239 Other non-current assets 38,605 35,825 34,819 ---------- ---------- ---------- Total assets $ 642,956 $ 577,618 $ 580,764 ========== ========== ========== LIABILITIES AND SHAREHOLDERS' EQUITY - ------------------------------------ Current portion of long-term debt $ 10,000 $ 5,000 $ 5,000 Accounts payable 26,892 32,901 35,948 Accrued liabilities 54,311 45,610 52,465 Deferred and current taxes payable 11,355 5,946 7,634 ---------- ---------- ---------- Total current liabilities 102,558 89,457 101,047 ---------- ---------- ---------- Long-term debt 50,907 75,196 82,435 Deferred and non-current income taxes 32,980 11,054 11,050 Other liabilities 25,481 23,087 21,714 Minority interest 1,645 443 244 Shareholders' equity 429,385 378,381 364,274 ---------- ---------- ---------- Total liabilities and equity $ 642,956 $ 577,618 $ 580,764 ========== ========== ========== Impact of adoption of FIN 48: As a result of the adoption of FIN 48, the Company recorded a reduction to the February 1, 2007 retained earnings in the amount of $7.7 million representing the cumulative effect of the adoption.