EX-99.1 2 exhibit991-2q2014pressrele.htm EXHIBIT 99.1 Exhibit 99.1 - 2Q 2014 Press Release


Exhibit 99.1


FOR IMMEDIATE RELEASE 
Investor Contact:
  
Chris Ogle
  
Media Contact:
  
Amber Rensen
 
  
Levi Strauss & Co.
  
 
  
Levi Strauss & Co.
 
  
(800) 438-0349
  
 
  
(415) 501-4960
 
  
Investor-relations@levi.com
  
 
  
ARensen@levi.com
LEVI STRAUSS & CO. ANNOUNCES SECOND-QUARTER 2014 FINANCIAL RESULTS

SAN FRANCISCO (July 8, 2014) – Levi Strauss & Co. (LS&Co.) announced financial results today for the second quarter ended May 25, 2014.
Highlights include:

  
 
Three Months Ended
 
% Increase (Decrease)
($ millions)
 
May 25, 2014
 
May 26, 2013
 
As Reported
Net revenues
 
$
1,082

 
$
1,099

 
(2
)%
Net income
 
$
11

 
$
48

 
(76
)%
Adjusted EBIT
 
$
93

 
$
99

 
(6
)%

Net revenues declined two percent on a reported basis and one percent on a constant-currency basis, reflecting lower sales at wholesale in the Americas, partially offset by improved performance in Europe and Asia. Second quarter net income declined to $11 million, primarily reflecting $28 million in restructuring and other charges related to the company's global productivity initiative, and a debt extinguishment charge of $11 million associated with the partial redemption of its 7.75% Euro Senior Notes due 2018. Excluding the global productivity initiative charges, adjusted EBIT declined six percent to $93 million due to a lower gross margin and the net revenues decline.

“While we are encouraged by business improvements in Europe and Asia, ongoing traffic declines and an increasingly promotional environment continue to pressure our Americas region,” said Chip Bergh, president and chief executive officer. “We will continue to focus on what’s within our control - from cost structure, to conversion in our stores, to engaging consumers with great product and innovation - in order to drive long-term profitable growth. We have a strong second half plan in place, including the launch of the new Levi’s® advertising campaign that brings to life the consumer insight that ‘you wear jeans, you “Live in Levi’s®”’.”
 

-more-





LS&Co. Q2 2014 Results/Add One
July 8, 2014


Second-Quarter 2014 Highlights

Gross profit in the second quarter declined to $530 million compared with $549 million for the same quarter of 2013. Gross margin for the second quarter declined to 49.0 percent of revenues compared with 49.9 percent of revenues in the same quarter of 2013. The gross margin decline reflected an unfavorable sales mix and product investment costs.

Selling, general and administrative expenses (SG&A) for the second quarter decreased to $446 million from $449 million in the same quarter of 2013. SG&A declined slightly, as savings associated with the company's global productivity initiative were partially offset by $9 million in related charges, primarily consulting fees for centrally-led cost-savings and procurement projects.

Restructuring charges of $19 million were recorded in the second quarter of 2014 associated with the company's global productivity initiative, primarily reflecting severance benefit costs and pension plan curtailment losses associated with staffing reductions. Aggregate first- and second-quarter restructuring and related charges of $93 million associated with the company’s global productivity initiative are anticipated to drive annualized savings of $100-125 million.

Operating income of $65 million in the second quarter was down from $100 million in the same quarter of 2013 due to the restructuring charges, lower gross margin and net revenues decline.

Reported regional net revenues and operating income for the quarter were as follows:
 
 
Net Revenues
 
Operating Income *
 
 
Three Months Ended
 
% Increase (Decrease)
 
Three Months Ended
 
% Increase (Decrease)
($ millions)
 
May 25, 2014
 
May 26, 2013
 
 
May 25, 2014
 
May 26, 2013
 
Americas
 
$645
 
$666
 
(3)%
 
$109
 
$119
 
(8)%
Europe
 
$261
 
$253
 
3%
 
$38
 
$37
 
4%
Asia
 
$176
 
$180
 
(2)%
 
$24
 
$33
 
(26)%

* Note: regional operating income is equal to regional adjusted EBIT.

Net revenues in the Americas declined primarily due to lower sales of women’s products at wholesale. Operating income declined due to the region’s lower gross margin and net revenues.

In Europe, net revenues growth from performance and expansion of the company-operated retail network was partially offset by lower net revenues in the wholesale channel. Higher operating income reflected lower SG&A.

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LS&Co. Q2 2014 Results/Add Two
July 8, 2014


In Asia, net revenues grew 2% on a constant-currency basis, reflecting growth in the company-operated retail network driven by price-promotional activity. Operating income declined due to the region's lower gross margin, reflecting the highly-promotional environment.


Cash Flow and Balance Sheet

At May 25, 2014, cash and cash equivalents of $386 million were complemented by $625 million available under the company's revolving credit facility, resulting in a total liquidity position of $1.0 billion. Free cash flow for the first half of 2014 was $14 million.

During the quarter, the company amended and restated its asset-based, senior secured revolving credit facility, extending the term, improving availability and obtaining more favorable interest rates and terms. Subsequent to the amendment and restatement, the company redeemed €150.0 million in aggregate principal amount of its 7.75% Euro Senior Notes due 2018, funding the redemption through cash on hand and borrowings of $100.0 million from the amended and restated credit facility. Net debt at the end of the second quarter remained less than $1.1 billion.


Investor Conference Call

The company’s second-quarter 2014 investor conference call will be available through a live audio webcast at http://levistrauss.com/investors/#earnings-webcast today, July 8, 2014, at 1 p.m. Pacific / 4 p.m. Eastern. A replay is available on the website the same day and will be archived for one month. A telephone replay also is available through July 14, 2014, at 800-642-1687.


Forward Looking Statement

This news release contains, in addition to historical information, forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including the statement related to anticipated annualized savings of $100-125 million associated with the company’s global productivity initiative. We have based these forward-looking statements on our current assumptions, expectations and projections about future events. We use words like “believe,” “will,” “so we can,” “when,” “anticipate,” “intend,” “estimate,” “expect,” “project” and similar expressions to identify forward-looking statements, although not all forward-looking statements contain these words. These forward-looking statements are necessarily estimates reflecting the best judgment of our senior management and involve a number of risks and uncertainties that could cause actual results to differ materially from those suggested by the forward-looking statements. Investors should consider the information contained in our filings with the U.S. Securities and Exchange Commission (the “SEC”), including our Annual Report on Form 10-K for the fiscal year 2013 and our Quarterly Reports on Form 10-Q for the quarters ended February 23, 2014, and May 25, 2014, especially in the “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Risk Factors” sections. Other unknown or unpredictable factors also could have material adverse effects on our future results, performance or achievements. In light of these risks, uncertainties, assumptions and factors, the forward-looking events discussed in this news release may not occur. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date stated, or if no date is stated, as of the date of this news release. We are not under any obligation and do not intend to make publicly available any update or other revisions to any of the forward-looking statements contained in this news release to reflect circumstances existing after the date of this news release or to reflect the occurrence of future events even if experience or future events make it clear that any expected results expressed or implied by those forward-looking statements will not be realized.


-more-





LS&Co. Q2 2014 Results/Add Three
July 8, 2014


Non-GAAP Financial Measures

The company reports its financial results in conformity with generally accepted accounting principles in the United States (“GAAP”) and the rules of the SEC. However, management believes that certain non-GAAP financial measures, such as Free Cash Flow, Net Debt and Adjusted EBIT, provide users of the company’s financial information with additional useful information. The tables found below include Free Cash Flow, Net Debt and Adjusted EBIT and corresponding reconciliations to the most comparable GAAP financial measures. These non-GAAP financial measures should be viewed as supplementing, and not as an alternative or substitute for, the company’s financial results prepared in accordance with GAAP. Certain of these items that may be excluded or included in non-GAAP financial measures may be significant items that could impact the company’s financial position, results of operations and cash flows and should therefore be considered in assessing the company’s actual financial condition and performance. Non-GAAP financial measures are subject to inherent limitation as they reflect the exercise of judgment by management in determining how they are formulated. Some specific limitations, include but are not limited to, the fact that such non-GAAP financial measures: (a) do not reflect cash outlays for capital expenditures, contractual commitments or liabilities including pension obligations, post-retirement health benefit obligations and income tax liabilities, (b) do not reflect changes in, or cash requirements for, working capital requirements; and (c) they do not reflect the interest expense, or the cash requirements necessary to service interest or principal payments, on indebtedness. Additionally, the methods used by the company to calculate its non-GAAP financial measures may differ significantly from methods used by other companies to compute similar measures. As a result, any non-GAAP financial measures presented herein may not be comparable to similar measures provided by other companies, limiting the usefulness of these measures. The company urges investors to review the reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures included in this press release, and not to rely on any single financial measure to evaluate its business.

The company presents non-GAAP financial measures, such as Free Cash Flow, Net Debt and Adjusted EBIT, because it believes they provide investors, financial analysts and the public with additional information to measure performance and evaluate the company’s ability to service its debt and may be useful for comparing its operating performance with the performance of other companies that have different financing and capital structures and tax rates. The company further believes these measures may be useful for period-over-period comparisons of underlying business trends and its ongoing operations.

See “RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES FOR THE SECOND QUARTER OF 2014” below for reconciliation to the most comparable GAAP financial measures.


About Levi Strauss & Co.

Levi Strauss & Co. is one of the world's largest brand-name apparel companies and a global leader in jeanswear. The company designs and markets jeans, casual wear and related accessories for men, women and children under the Levi's®, Dockers®, Signature by Levi Strauss & Co.™, and Denizen® brands. Its products are sold in more than 110 countries worldwide through a combination of chain retailers, department stores, online sites, and a global footprint of approximately 2,600 retail stores and shop-in-shops. Levi Strauss & Co.'s reported fiscal 2013 net revenues were $4.7 billion. For more information, go to http://levistrauss.com.


# # #







LEVI STRAUSS & CO. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
 
(Unaudited)
 
 
 
May 25,
2014
 
November 24,
2013
 
(Dollars in thousands)
ASSETS
Current Assets:
 
 
 
Cash and cash equivalents
$
386,074

 
$
489,258

Trade receivables, net of allowance for doubtful accounts of $18,228 and $18,264
341,544

 
446,671

Inventories:
 
 
 
Raw materials
3,817

 
3,361

Work-in-process
6,541

 
6,597

Finished goods
676,610

 
593,909

Total inventories
686,968

 
603,867

Deferred tax assets, net
201,771

 
187,836

Other current assets
122,910

 
112,082

Total current assets
1,739,267

 
1,839,714

Property, plant and equipment, net of accumulated depreciation of $805,923 and $775,933
410,204

 
439,861

Goodwill
241,784

 
241,228

Other intangible assets, net
47,684

 
49,149

Non-current deferred tax assets, net
445,226

 
448,839

Other non-current assets
102,103

 
108,627

Total assets
$
2,986,268

 
$
3,127,418

 
 
 
 
LIABILITIES, TEMPORARY EQUITY AND STOCKHOLDERS’ EQUITY
Current Liabilities:
 
 
 
Short-term debt
$
137,927

 
$
41,861

Accounts payable
239,087

 
254,516

Accrued salaries, wages and employee benefits
157,417

 
209,966

Restructuring liabilities
49,749

 

Accrued interest payable
5,054

 
5,346

Accrued income taxes
18,752

 
11,301

Other accrued liabilities
211,201

 
262,488

Total current liabilities
819,187

 
785,478

Long-term debt
1,303,412

 
1,504,016

Long-term capital leases
10,533

 
10,243

Postretirement medical benefits
119,036

 
122,248

Pension liability
330,550

 
326,767

Long-term employee related benefits
72,149

 
73,386

Long-term income tax liabilities
24,985

 
30,683

Other long-term liabilities
59,820

 
61,097

Total liabilities
2,739,672

 
2,913,918

Commitments and contingencies
 
 
 
Temporary equity
44,056

 
38,524

 
 
 
 
Stockholders’ Equity:
 
 
 
Levi Strauss & Co. stockholders’ equity
 
 
 
Common stock — $.01 par value; 270,000,000 shares authorized; 37,401,518 shares and 37,446,087 shares issued and outstanding
374

 
374

Additional paid-in capital
6,777

 
7,361

Retained earnings
503,424

 
475,960

Accumulated other comprehensive loss
(310,505
)
 
(312,029
)
Total Levi Strauss & Co. stockholders’ equity
200,070

 
171,666

Noncontrolling interest
2,470

 
3,310

Total stockholders’ equity
202,540

 
174,976

Total liabilities, temporary equity and stockholders’ equity
$
2,986,268

 
$
3,127,418

The notes accompanying our consolidated financial statements in our Form 10-Q are an integral part of these consolidated financial statements.





LEVI STRAUSS & CO. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
 
 
Three Months Ended
 
Six Months Ended
 
May 25,
2014
 
May 26,
2013
 
May 25,
2014
 
May 26,
2013
 
(Dollars in thousands)
(Unaudited)
Net revenues
$
1,081,847

 
$
1,098,898

 
$
2,211,837

 
$
2,245,576

Cost of goods sold
551,542

 
550,187

 
1,105,179

 
1,104,987

Gross profit
530,305

 
548,711

 
1,106,658

 
1,140,589

Selling, general and administrative expenses
446,072

 
449,074

 
870,834

 
859,497

Restructuring
19,105

 

 
77,040

 

Operating income
65,128

 
99,637

 
158,784

 
281,092

Interest expense
(31,310
)
 
(32,883
)
 
(63,139
)
 
(65,040
)
Loss on early extinguishment of debt
(11,151
)
 
(575
)
 
(11,151
)
 
(689
)
Other income (expense), net
(6,122
)
 
(830
)
 
(1,939
)
 
5,236

Income before income taxes
16,545

 
65,349

 
82,555

 
220,599

Income tax expense
5,556

 
17,140

 
21,943

 
65,515

Net income
10,989

 
48,209

 
60,612

 
155,084

Net loss (income) attributable to noncontrolling interest
469

 
(60
)
 
817

 
85

Net income attributable to Levi Strauss & Co.
$
11,458

 
$
48,149

 
$
61,429

 
$
155,169


The notes accompanying our consolidated financial statements in our Form 10-Q are an integral part of these consolidated financial statements.





LEVI STRAUSS & CO. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
 
 
Three Months Ended
 
Six Months Ended
 
May 25,
2014
 
May 26,
2013
 
May 25,
2014
 
May 26,
2013
 
(Dollars in thousands)
(Unaudited)
Net income
$
10,989

 
$
48,209

 
$
60,612

 
$
155,084

Other comprehensive income, net of related income taxes:
 
 
 
 
 
 
 
Pension and postretirement benefits
2,216

 
3,199

 
4,518

 
7,108

Net investment hedge gains (losses)
658

 
6,039

 
(3,570
)
 
2,401

Foreign currency translation gains (losses)
4,175

 
(5,076
)
 
61

 
(8,173
)
Unrealized gain (loss) on marketable securities
453

 
592

 
492

 
(370
)
Total other comprehensive income
7,502

 
4,754

 
1,501

 
966

Comprehensive income
18,491

 
52,963

 
62,113

 
156,050

Comprehensive loss attributable to noncontrolling interest
451

 
387

 
840

 
1,193

Comprehensive income attributable to Levi Strauss & Co.
$
18,942

 
$
53,350

 
$
62,953

 
$
157,243


The notes accompanying our consolidated financial statements in our Form 10-Q are an integral part of these consolidated financial statements.





LEVI STRAUSS & CO. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
 
Six Months Ended
 
May 25,
2014
 
May 26,
2013
 
(Dollars in thousands)
(Unaudited)
Cash Flows from Operating Activities:
 
 
 
Net income
$
60,612

 
$
155,084

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization
53,399

 
57,263

Asset impairments
620

 
1,091

Gain on disposal of assets
(47
)
 
(144
)
Unrealized foreign exchange losses (gains)
3,866

 
(11,048
)
Realized (gain) loss on settlement of forward foreign exchange contracts not designated for hedge accounting
(6,769
)
 
6,197

Employee benefit plans’ amortization from accumulated other comprehensive loss
7,438

 
11,717

Employee benefit plans’ curtailment gain, net

 
(510
)
Noncash restructuring charges
5,176

 

Noncash loss on extinguishment of debt
3,170

 
689

Amortization of deferred debt issuance costs
2,092

 
2,143

Stock-based compensation
5,301

 
3,246

Allowance for doubtful accounts
927

 
2,367

Change in operating assets and liabilities:
 
 
 
Trade receivables
103,394

 
156,324

Inventories
(82,387
)
 
(20,949
)
Other current assets
(11,415
)
 
7,767

Other non-current assets
(4,389
)
 
(289
)
Accounts payable and other accrued liabilities
(56,529
)
 
(84,347
)
Restructuring liabilities
50,599

 

Income tax liabilities
(1,732
)
 
30,196

Accrued salaries, wages and employee benefits and long-term employee related benefits
(59,574
)
 
(72,422
)
Other long-term liabilities
(588
)
 
10,004

Other, net
(741
)
 
(180
)
Net cash provided by operating activities
72,423

 
254,199

Cash Flows from Investing Activities:
 
 
 
Purchases of property, plant and equipment
(35,320
)
 
(41,891
)
Proceeds from sale of assets
1,402

 
147

Proceeds (payments) on settlement of forward foreign exchange contracts not designated for hedge accounting
6,769

 
(6,197
)
Acquisitions, net of cash acquired
(75
)
 

Net cash used for investing activities
(27,224
)
 
(47,941
)
Cash Flows from Financing Activities:
 
 
 
Proceeds from issuance of long-term debt

 
140,000

Repayments of long-term debt and capital leases
(207,074
)
 
(325,820
)
Proceeds from senior revolving credit facility
100,000

 

Proceeds from short-term credit facilities
8,386

 
36,760

Repayments of short-term credit facilities
(6,417
)
 
(37,227
)
Other short-term borrowings, net
(8,535
)
 
(4,307
)
Debt issuance costs
(2,684
)
 
(2,412
)
Restricted cash
596

 
(65
)
Repurchase of common stock
(4,676
)
 
(365
)
Excess tax benefits from stock-based compensation
359

 

Dividend to stockholders
(30,003
)
 
(25,076
)
Net cash used for financing activities
(150,048
)
 
(218,512
)
Effect of exchange rate changes on cash and cash equivalents
1,665

 
(4,095
)
Net decrease in cash and cash equivalents
(103,184
)
 
(16,349
)
Beginning cash and cash equivalents
489,258

 
406,134

Ending cash and cash equivalents
$
386,074

 
$
389,785

 
 
 
 
Supplemental disclosure of cash flow information:
 
 
 
Cash paid during the period for:
 
 
 
Interest
$
59,759

 
$
58,520

Income taxes
30,639

 
13,948

The notes accompanying our consolidated financial statements in our Form 10-Q are an integral part of these consolidated financial statements.





RECONCILIATION OF GAAP TO NON-GAAP FINANCIAL MEASURES
FOR THE SECOND QUARTER OF 2014

The following information relates to non-GAAP financial measures, and should be read in conjunction with the investor call held on July 8, 2014, discussing the company’s financial condition and results of operations as of and for the quarter ended May 25, 2014. Free cash flow, Net debt and Adjusted EBIT are not financial measures prepared in accordance with U.S. generally accepted accounting principles, or GAAP. As used in this press release: (1) Free cash flow represents cash from operating activities less purchases of property, plant and equipment, payments (proceeds) on settlement of forward foreign exchange contracts not designated for hedge accounting, and cash dividends to stockholders; (2) Net debt represents total long-term and short-term debt less cash and cash equivalents; and (3) Adjusted EBIT represents net income plus income tax expense, interest expense, loss on early extinguishment of debt, other expense (income), net, restructuring and related charges, severance and asset impairment charges, net, and pension and postretirement benefit plan curtailment and net settlement losses (gains), net.


Free cash flow:

 
Six Months Ended
($ millions)
May 25, 2014
 
May 26, 2013
 
(unaudited)
Most comparable GAAP measure:
 
 
 
Net cash provided by operating activities
$
72.4

 
$
254.2

 
 
 
 
Non-GAAP measure:
 
 
 
Net cash provided by operating activities
$
72.4

 
$
254.2

Purchases of property, plant and equipment
(35.3
)
 
(41.9
)
Proceeds (payments) on settlement of forward foreign exchange contracts not designated for hedge accounting
6.8

 
(6.2
)
Dividend to stockholders
(30.0
)
 
(25.1
)
Free cash flow
$
13.9

 
$
181.0



Net debt:

($ millions)
May 25, 2014
 
November 24, 2013
 
(unaudited)
 
 
Most comparable GAAP measure:
 
 
 
Total long-term and short-term debt
$
1,441

 
$
1,546

 
 
 
 
Non-GAAP measure:
 
 
 
Total long-term and short-term debt
$
1,441

 
$
1,546

Cash and cash equivalents
(386
)
 
(489
)
Net debt
$
1,055

 
$
1,057


 





Adjusted EBIT:

 
Three Months Ended
($ millions)
May 25, 2014
 
May 26, 2013
 
(unaudited)
Most comparable GAAP measure:
 
 
 
Operating income
$
65.1

 
$
99.6

 
 
 
 
Non-GAAP measure:
 
 
 
Net income
$
11.0

 
$
48.2

Income tax expense
5.5

 
17.1

Interest expense
31.3

 
32.9

Loss on early extinguishment of debt
11.2

 
0.6

Other (income) expense, net
6.1

 
0.8

Restructuring and related charges, severance and asset impairment charges, net
23.4

 
(0.7
)
Pension and postretirement benefit plan curtailment and net settlement losses, net
4.1

 
0.1

Adjusted EBIT
$
92.6

 
$
99.0