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): November 17, 2005

 

Foot Locker, Inc.

(Exact Name of Registrant as Specified in its Charter)

 

New York

1-10299

13-3513936

(State or other Jurisdiction
of Incorporation)

(Commission File Number)

(I.R.S. Employer
Identification No.)

 

112 West 34th Street, New York, New York

10120

(Address of Principal Executive Offices)

(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:

 

o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o

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 November 17, 2005, Foot Locker, Inc. issued a press release announcing its operating results for the third 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 November 17, 2005 reporting operating results for the third 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: November 17, 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 THIRD QUARTER RESULTS AND

PROVIDES OUTLOOK FOR THE FISCAL FOURTH QUARTER

 

 

Third Quarter Net Income is $0.42 Per Share

 

Third Quarter Income from Continuing Operations of $0.41 Per Share, Including $0.02 Per
Share in Hurricane and Other Charges, Net

 

Cash Position, Net of Debt, Improves by $160 million from Last Year

 

Company Increases Quarterly Dividend by 20 Percent

 

Fourth Quarter EPS from Continuing Operations Estimated at $0.53-$0.61

 

NEW YORK, NY, November 17, 2005 – Foot Locker, Inc. (NYSE: FL), the New York-based specialty athletic retailer, today reported financial results for its third quarter ended October 29, 2005.

Third Quarter Results

Net income for the quarter was $0.42 per share, or $66 million, compared with $0.47 per share, or $74 million in the third quarter of last year. Income from continuing operations for the 2005 third quarter was $0.41 per share, or $65 million compared to $0.47 per share, or $74 million last year. Results from discontinued operations reflected revisions in estimates to discontinued reserves and a favorable income tax settlement totaling $0.01 per share, or $1 million, in the third quarter of 2005. Also included in this year’s results were charges, net of credits, totaling $0.02 per share related to hurricanes, potential insolvency of one of the Company’s insurance administrators and the settlement of litigation proceedings.

 

For the third quarter period, sales increased 3.1 percent to $1,408 million this year compared with sales of $1,366 million in the year-ago period. Third quarter comparable-store sales increased 2.7 percent.

 

“Our business in North America was very solid during the third quarter, with strongest sales and profit increases posted by our Footaction, Champs Sports and Foot Locker Canada divisions,” stated Matthew D. Serra, Foot Locker, Inc.’s Chairman and Chief Executive Officer. “Third quarter results were negatively impacted, however, by our increased promotional activity in Europe that resulted in a reduction in our inventory growth and allowed us to compete better in certain local markets.”

Year-to-Date Results

Year-to-date net income was $1.07 per share, or $168 million, compared with $1.31 per share, or $204 million last year. Income from continuing operations in the year-to-date period was $1.06 per share, or $167 million, versus $1.07 per share, or $166 million last year. Results from discontinued operations reflected the $0.01 per share, or $1 million income, outlined above in the third quarter of 2005 versus an income tax benefit of $0.24 per share, or $38 million, included in last year’s results.

 

Year-to-date sales increased 7.0 percent to $4,089 million compared with sales of $3,820 million last year. Comparable-store sales increased 2.2 percent.

 

- MORE -

 

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

 

 



 

 

Mr. Serra continued, “We expect that our fourth quarter comparable-store sales will continue to increase in the low-to-mid single digit range. Additionally, we do not expect to be as promotional in our European stores as we were during the third quarter, given that our inventories are now at more appropriate levels. Based upon this, we currently expect our income from continuing operations per share in the fourth quarter to be in the range of $0.53 to $0.61, versus the $0.57 that we reported in the comparable prior year period. Last year’s fourth quarter results included an income tax rate of 31.5 percent which provided a $0.05 per share favorable comparison to this year’s 37 percent estimated rate.”

Operating Highlights

The Company opened 18 new stores, remodeled/relocated 57 stores and closed 58 stores during the third quarter. At October 29, 2005, the Company operated 3,886 stores in 20 countries in North America, Europe and Australia. The Company also entered its 16th European country during the third quarter with a new store in Greece.

 

Financial Position/Dividend Increase

The Company’s financial position continues to strengthen, with its cash and short-term investment position at the end of the third quarter of $390 million and its cash and short-term investment position, net of debt, $160 million greater than at the same time last year. During the third quarter, the Company repurchased 790,200 shares of its common stock for $17 million. To date, the Company has spent $20 million of a $50 million board-authorized share repurchase program that expires in February 2006. The Company expects its Board of Directors to consider the authorization of a new share repurchase program early in 2006.

 

As previously announced, on November 16, 2005, the Company’s Board of Directors increased Foot Locker, Inc.’s quarterly common stock dividend 20 percent from its previous amount to $0.09 per share, which is equivalent to an annualized rate of $0.36 per share. The increased dividend will be payable January 27, 2006 to shareholders of record on January 13, 2006.

 

The Company is hosting a live conference call at 10:00 am (EST) on Friday, November 18, 2005 to discuss these results and provide guidance with regard to its earnings outlook for the balance of 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, November 28, 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 October 29, 2005 and October 30, 2004

(In millions, except per share amounts)

 

 

Third Quarter
2005

 

Third Quarter
2004

Sales

$

1,408

 

$

1,366

 

 

 

 

Cost of sales (1)

978

 

940

Selling, general and administrative expenses

280

 

270

Depreciation and amortization (1)

46

 

39

Interest expense, net

2

 

4

 

1,306

 

1,253

Income from continuing operations before income taxes

102

 

113

Income tax expense

37

 

39

Income from continuing operations

65

 

74

 

 

 

 

Income from disposal of discontinued operations, net of tax

1

 

---

Net income

$

66

 

$

74

 

 

 

 

Diluted EPS:

 

 

 

Income from continuing operations

$

0.41

 

$

0.47

Income from disposal of discontinued operations, net of tax

0.01

 

---

Net income

$

0.42

 

$

0.47

 

 

 

 

Weighted-average diluted shares outstanding

157.4

 

157.4

 

 

 

 

       

 

Year-To-Date
2005

 

Year-To-Date
2004

Sales

$

4,089

 

$

3,820

 

 

 

 

Cost of sales (1)

2,864

 

2,664

Selling, general and administrative expenses

828

 

786

Depreciation and amortization (1)

128

 

112

Restructuring charge

---

 

2

Interest expense, net

8

 

12

Other income

(3)

 

---

 

3,825

 

3,576

Income from continuing operations before income taxes

264

 

244

Income tax expense

97

 

78

Income from continuing operations

167

 

166

 

 

 

 

Income from disposal of discontinued operations, net of tax

1

 

38

Net income

$

168

 

$

204

 

 

 

 

Diluted EPS:

 

 

 

Income from continuing operations

$

1.06

 

$

1.07

Income from disposal of discontinued operations, net of tax

0.01

 

0.24

Net income

$

1.07

 

$

1.31

 

 

 

 

Weighted-average diluted shares outstanding

157.9

 

156.9

 

 

 

 

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

 

 


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FOOT LOCKER, INC.

Condensed Consolidated Balance Sheets

(unaudited)

(In millions)

 

 

October 29,
2005

 

October 30,
2004

Assets

 

 

 

 

 

 

 

CURRENT ASSETS

 

 

 

Cash, cash equivalents and short-term investments

$

390

 

$

249

Merchandise inventories

1,400

 

1,291

Other current assets

191

 

155

 

1,981

 

1,695

 

 

 

 

Property and equipment, net (1)

686

 

724

Deferred tax assets

209

 

204

Other assets

479

 

507

 

$

3,355

 

$

3,130

 

 

 

 

 

 

 

 

Liabilities and Shareholders’ Equity

 

 

 

 

 

 

 

CURRENT LIABILITIES

 

 

 

Accounts payable

$

451

 

$

420

Accrued liabilities and other liabilities

312

 

253

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

18

 

18

 

781

 

691

 

 

 

 

Long-term debt and obligations under capital leases

327

 

346

Other liabilities (1)

307

 

348

SHAREHOLDERS’ EQUITY

1,940

 

1,745

 

$

3,355

 

$

3,130

 

(1) Certain amounts in the prior 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.

Store and Estimated Square Footage – Continuing Operations

(unaudited)

(Square footage in thousands)

 

 

 

October 29,
2005

October 30,
2004

January 29,
2005

Foot Locker U.S.

 

 

 

Number of stores

1,376

1,429

1,428

Gross square footage

5,548

5,821

5,809

Selling square footage

3,255

3,393

3,390

 

 

 

 

Footaction

 

 

 

Number of stores

355

349

349

Gross square footage

1,679

1,689

1,683

Selling square footage

1,042

1,052

1,049

 

 

 

 

Lady Foot Locker

 

 

 

Number of stores

549

567

567

Gross square footage

1,226

1,265

1,265

Selling square footage

686

705

705

 

 

 

 

Kids Foot Locker

 

 

 

Number of stores

327

346

346

Gross square footage

788

837

837

Selling square footage

471

497

497

 

 

 

 

Champs Sports

 

 

 

Number of stores

557

574

570

Gross square footage

3,040

3,192

3,173

Selling square footage

2,093

2,192

2,178

 

 

 

 

Foot Locker International

 

 

 

Number of stores

722

690

707

Gross square footage

2,068

1,975

2,013

Selling square footage

1,097

1,055

1,069

 

 

 

 

Total Athletic Group

 

 

 

Number of stores

3,886

3,955

3,967

Gross square footage

14,349

14,779

14,780

Selling square footage

8,644

8,894

8,888

 

 

 

 

 

 

-XXX-