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): August 18, 2005

Foot Locker, Inc.

(Exact Name of Registrant as Specified in its Charter)

 

  New York
(State or other Jurisdiction
of Incorporation)
1-10299
(Commission File Number)

13-3513936
(I.R.S. Employer
Identification No.)
 
         
  112 West 34th Street, New York, New York
(Address of Principal Executive Offices)
  10120
(Zip Code)
 

Registrant’s telephone number, including area code: 212-720-3700

Former Name/Address

(Former name or former address, if changed from 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))

 

 



Item 2.02.

Results of Operation and Financial Condition

On August 18, 2005, Foot Locker, Inc. issued a press release announcing its operating results for the second quarter of 2005. A copy of the press release is furnished as Exhibit 99.1, which, in its entirety, is incorporated herein by reference.

Item 9.01.

Financial Statements and Exhibits.

(c)

Exhibits

 

99.1

Press Release of Foot Locker, Inc. dated August 18, 2005 reporting operating results for the second quarter of 2005.

 

 



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.

 

 

 

FOOT LOCKER, INC.
(Registrant)


Date: August 18, 2005

 

By: 


/s/ Bruce L. Hartman

 

 

 

Executive Vice President and Chief Financial
Officer

 



 

 

 

EXHIBIT 99.1


N E W S   R E L E A S E

 

Contact:

 

Peter D. Brown
Vice President, Treasurer
and Investor Relations
Foot Locker, Inc.
(212)720-4254

FOOT LOCKER, INC. REPORTS SECOND QUARTER RESULTS

 

Second Quarter EPS from Continuing Operations of $0.28

  Company Updates Guidance for Balance of Year
  First Foot Locker Store Opened in Switzerland

NEW YORK, NY, August 18, 2005 – Foot Locker, Inc. (NYSE: FL), the New York-based specialty athletic retailer, today reported financial results for its second quarter ended July 30, 2005.

Second Quarter Results

Net income decreased to $0.28 per share, or $44 million, from $0.53 per share, or $82 million last year. Second quarter results in 2004 included an income tax benefit of $37 million, or $0.24 per share, related to discontinued operations.

Income from continuing operations decreased 3.4 percent to $0.28 per share, or $44 million, from $0.29 per share, or $45 million last year. Included in last year’s results was a loss of $10 million, or $0.07 per share, related to the integration and operation of the 349-store Footaction chain that the Company acquired in May 2004. Also included in last year’s income from continuing operations were income tax benefits related to resolution of U.S. and foreign income tax examinations, resulting in an effective tax rate that was significantly lower than the second quarter of this year. The Company’s higher effective tax rate this year versus the second quarter of last year resulted in an unfavorable comparison of $0.07 per share.

For the second quarter period, sales increased 2.8 percent to $1,304 million this year compared with sales of $1,268 million in the year-ago period. Second quarter comparable-store sales increased 1.3 percent.

“Our second quarter earnings per share were below our initial expectations due to the disappointing financial results of our European business,” stated Matthew D. Serra, Foot Locker, Inc.’s Chairman and Chief Executive Officer. “The second quarter profit decline at Foot Locker Europe essentially offset the combined profit increase generated by our U.S. and other international divisions. We are particularly pleased with the second quarter financial results of our Champs Sports division and expect that our Footaction business will contribute meaningfully to our Company’s financial results for the balance of this year.”

Year-to-Date Results

Year-to-date net income decreased to $0.65 per share, or $102 million, compared with $0.84 per share, or $130 million last year. Income from continuing operations increased 8.3 percent, to $0.65 per share, or $102 million, versus $0.60 per share, or $92 million last year. Year-to-date sales increased 9.3 percent to $2,681 million compared with sales of $2,454 million last year. Comparable-store sales increased 2.0 percent.

“Given the recent challenges in our European business, we have revised our outlook for the balance of the year. We currently expect that our earnings per share from continuing operations to increase 2 to 12 percent during our third and fourth quarters of 2005 as compared with the corresponding periods of the prior year. We believe it is prudent to maintain this outlook for the balance of this year until we see signs of a consistent improvement in our business trends in Europe.”

-    MORE -

Foot Locker, Inc. 112 West 34th Street, New York, NY 10120

 

 



Capital Expenditure Update

The Company opened 27 new stores, remodeled/relocated 124 stores and closed 29 stores during the second quarter. At July 30, 2005, the Company operated 3,926 stores in 19 countries in North America, Europe and Australia. The Company also entered its 15th European nation during the second quarter with a new store in Switzerland.

For the full year, the Company increased its targeted store openings program from 100 to 110 new stores, including a total of 23 to be operated under the Footaction brand. The increased openings are expected to be funded under the Company’s existing $170 million capital expenditure program.

During the second quarter, the Company began to execute its $50 million share purchase program, by purchasing 120,000 shares in the open market at a cost of $3 million. Additional shares may be purchased based upon market prices and other factors.

The Company is hosting a live conference call at 10:00 am (EDT) on Friday, August 19, 2005. This conference call may be accessed live from the Investor Relations section of the Foot Locker, Inc. website at http://www.footlocker-inc.com. The conference call will be available for webcast replay until 5:00 pm on Monday, August 29, 2005.

Disclosure Regarding Forward-Looking Statements

This press release contains forward-looking statements, which reflect management’s current views of future events and financial performance. These forward-looking statements are based on many assumptions and factors detailed in the Company’s filings with the Securities and Exchange Commission, including the effects of currency fluctuations, customer demand, fashion trends, competitive market forces, uncertainties related to the effect of competitive products and pricing, customer acceptance of the Company’s merchandise mix and retail locations, the Company’s reliance on a few key vendors for a majority of its merchandise purchases (including a significant portion from one key vendor), unseasonable weather, risks associated with foreign global sourcing, including political instability, changes in import regulations, disruptions to transportation services and distribution, economic conditions worldwide, any changes in business, political and economic conditions due to the threat of future terrorist activities in the United States or in other parts of the world and related U.S. military action overseas and the ability of the Company to execute its business plans effectively with regard to each of its business units. Any changes in such assumptions or factors could produce significantly different results. The Company undertakes no obligation to update forward-looking statements, whether as a result of new information, future events, or otherwise.

 

 

- MORE -

 

 



FOOT LOCKER, INC.

Condensed Consolidated Statements of Operations

(unaudited)

Periods ended July 30, 2005 and July 31, 2004

(In millions, except per share amounts)

 

 

 

Second Quarter
2005

 

Second Quarter
2004

Sales

 

 

$

1,304

 

 

 

$

1,268

 

 

 

 

 

 

 

 

 

 

 

 

Cost of sales (1)

 

 

 

927

 

 

 

 

899

 

Selling, general and administrative expenses

 

 

 

265

 

 

 

 

268

 

Depreciation and amortization (1)

 

 

 

41

 

 

 

 

38

 

Restructuring charge

 

 

 

 

 

 

 

2

 

Interest expense, net

 

 

 

3

 

 

 

 

4

 

Other income

 

 

 

(3

)

 

 

 

 

 

 

 

 

1,233

 

 

 

 

1,211

 

Income from continuing operations before income taxes

 

 

 

71

 

 

 

 

57

 

Income tax expense

 

 

 

27

 

 

 

 

12

 

Income from continuing operations

 

 

 

44

 

 

 

 

45

 

 

 

 

 

 

 

 

 

 

 

 

Income from disposal of discontinued operations, net of tax

 

 

 

 

 

 

 

37

 

Net income

 

 

$

44

 

 

 

$

82

 

 

 

 

 

 

 

 

 

 

 

 

Diluted EPS:

 

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

 

$

0.28

 

 

 

$

0.29

 

Income from disposal of discontinued operations, net of tax

 

 

 

 

 

 

 

0.24

 

Net income

 

 

$

0.28

 

 

 

$

0.53

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average diluted shares outstanding

 

 

 

158.3

 

 

 

 

157.1

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year-To-Date
2005

 

Year-To-Date
2004

Sales

 

 

$

2,681

 

 

 

$

2,454

 

 

 

 

 

 

 

 

 

 

 

 

Cost of sales (1)

 

 

 

1,886

 

 

 

 

1,724

 

Selling, general and administrative expenses

 

 

 

548

 

 

 

 

516

 

Depreciation and amortization (1)

 

 

 

82

 

 

 

 

73

 

Restructuring charge

 

 

 

 

 

 

 

2

 

Interest expense, net

 

 

 

6

 

 

 

 

8

 

Other income

 

 

 

(3

)

 

 

 

 

 

 

 

 

2,519

 

 

 

 

2,323

 

Income from continuing operations before income taxes

 

 

 

162

 

 

 

 

131

 

Income tax expense

 

 

 

60

 

 

 

 

39

 

Income from continuing operations

 

 

 

102

 

 

 

 

92

 

 

 

 

 

 

 

 

 

 

 

 

Income from disposal of discontinued operations, net of tax

 

 

 

 

 

 

 

38

 

Net income

 

 

$

102

 

 

 

$

130

 

 

 

 

 

 

 

 

 

 

 

 

Diluted EPS:

 

 

 

 

 

 

 

 

 

 

Income from continuing operations

 

 

$

0.65

 

 

 

$

0.60

 

Income from disposal of discontinued operations, net of tax

 

 

 

 

 

 

 

0.24

 

Net income

 

 

$

0.65

 

 

 

$

0.84

 

 

 

 

 

 

 

 

 

 

 

 

Weighted-average diluted shares outstanding

 

 

 

158.2

 

 

 

 

156.6

 

 

 

 

 

 

 

 

 

 

 

 


(1)

Certain amounts in the prior fiscal year have been reclassified to conform to the presentation in the current fiscal year related to the accounting for construction allowances received from landlords.

 

 

- MORE -

 



FOOT LOCKER, INC.

Condensed Consolidated Balance Sheets

(unaudited)

(In millions)

 

 

 

July 30,
2005

 

July 31,
2004

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CURRENT ASSETS

 

 

 

 

 

 

 

 

Cash, cash equivalents and short-term investments

 

$

360

 

 

$

399

 

Merchandise inventories

 

 

1,379

 

 

 

1,166

 

Other current assets

 

 

187

 

 

 

158

 

 

 

 

1,926

 

 

 

1,723

 

 

 

 

 

 

 

 

 

 

Property and equipment, net (1)

 

 

695

 

 

 

718

 

Deferred tax assets

 

 

191

 

 

 

208

 

Other assets

 

 

484

 

 

 

481

 

 

$

3,296

 

 

$

3,130

 

 

 

 

 

 

 

 

 

 

Liabilities and Shareholders’ Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

CURRENT LIABILITIES

 

 

 

 

 

 

 

 

Accounts payable

 

$

454

 

 

$

475

 

Accrued liabilities

 

 

303

 

 

 

304

 

Current portion of long-term debt and obligations under capital leases

 

 

18

 

 

 

18

 

 

 

775

 

 

 

797

 

 

 

 

 

 

 

 

 

 

Long-term debt and obligations under capital leases (2)

 

 

330

 

 

 

339

 

Other liabilities (1) (2)

 

 

296

 

 

 

342

 

SHAREHOLDERS’ EQUITY

 

 

1,895

 

 

 

1,652

 

 

$

3,296

 

 

$

3,130

 

 

 

 

 

 

 

 

 

 


(1)

Certain amounts in the prior fiscal year have been reclassified to conform to the presentation in the current fiscal year related to the accounting for construction allowances received from landlords.

(2)

Long-term debt and obligations under capital leases increased by $3 million in 2005 and were reduced by $5 million in 2004 representing the fair value of interest rate swaps related to the Company’s 8½% debentures due in 2022.

 

 

- MORE -

 

 



FOOT LOCKER, INC.

Store and Estimated Square Footage – Continuing Operations

(unaudited)

(Square footage in thousands)

 

 

 

July 30,
2005

July 31,
2004

January 29,
2005

Foot Locker U.S.

 

 

 

 

 

 

 

 

 

 

Number of stores

 

 

1,400

 

 

1,435

 

 

1,428

 

Gross square footage

 

 

5,690

 

 

5,847

 

 

5,809

 

Selling square footage

 

 

3,337

 

 

3,406

 

 

3,390

 

 

 

 

 

 

 

 

 

 

 

 

Footaction

 

 

 

 

 

 

 

 

 

 

Number of stores

 

 

358

 

 

349

 

 

349

 

Gross square footage

 

 

1,705

 

 

1,689

 

 

1,683

 

Selling square footage

 

 

1,060

 

 

1,050

 

 

1,049

 

 

 

 

 

 

 

 

 

 

 

 

Lady Foot Locker

 

 

 

 

 

 

 

 

 

 

Number of stores

 

 

554

 

 

568

 

 

567

 

Gross square footage

 

 

1,239

 

 

1,266

 

 

1,265

 

Selling square footage

 

 

693

 

 

705

 

 

705

 

 

 

 

 

 

 

 

 

 

 

 

Kids Foot Locker

 

 

 

 

 

 

 

 

 

 

Number of stores

 

 

333

 

 

348

 

 

346

 

Gross square footage

 

 

804

 

 

842

 

 

837

 

Selling square footage

 

 

479

 

 

501

 

 

497

 

 

 

 

 

 

 

 

 

 

 

 

Champs Sports

 

 

 

 

 

 

 

 

 

 

Number of stores

 

 

563

 

 

578

 

 

570

 

Gross square footage

 

 

3,105

 

 

3,212

 

 

3,173

 

Selling square footage

 

 

2,137

 

 

2,206

 

 

2,178

 

 

 

 

 

 

 

 

 

 

 

 

Foot Locker International

 

 

 

 

 

 

 

 

 

 

Number of stores

 

 

718

 

 

680

 

 

707

 

Gross square footage

 

 

2,057

 

 

1,950

 

 

2,013

 

Selling square footage

 

 

1,091

 

 

1,043

 

 

1,069

 

 

 

 

 

 

 

 

 

 

 

 

Total Athletic Group

 

 

 

 

 

 

 

 

 

 

Number of stores

 

 

3,926

 

 

3,958

 

 

3,967

 

Gross square footage

 

 

14,600

 

 

14,806

 

 

14,780

 

Selling square footage

 

 

8,797

 

 

8,911

 

 

8,888

 



 

-XXX-