UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

GENESCO INC.

 

(Exact Name of Registrant as Specified in Charter)

Tennessee		1-3083		62-0211340
(State or Other		(Commission		(I.R.S. Employer
Jurisdiction of		File Number)		Identification No.)
Incorporation)

1415 Murfreesboro Road
Nashville, Tennessee		37217-2895
(Address of Principal Executive Offices)		(Zip Code)

(615) 367-7000

(Registrant’s Telephone Number, Including Area Code)

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):

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 OPERATIONS AND FINANCIAL CONDITION.

On August 27, 2009, Genesco Inc. issued a press release announcing its second quarter earnings and other results of operations. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits

     The following exhibit is furnished herewith:

Exhibit Number		Description
99.1		Press Release, dated August 27, 2009, issued by Genesco Inc.

SIGNATURES

     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.

EXHIBIT INDEX

No.		Exhibit
99.1		Press Release dated August 27, 2009

Exhibit 99.1

Financial Contact: James S. Gulmi (615) 367-8325
Media Contact:      Claire S. McCall (615) 367-8283

GENESCO REPORTS SECOND QUARTER
FISCAL 2010 RESULTS

NASHVILLE, Tenn., Aug. 27, 2009 — Genesco Inc. (NYSE:GCO) today reported a loss from continuing operations for the second quarter ended August 1, 2009, of $2.7 million, or $0.12 per diluted share, compared to a loss from continuing operations of $5.4 million, or $0.29 per diluted share, for the second quarter ended August 2, 2008. Fiscal 2010 second quarter earnings reflected pretax charges of $3.3 million, or $0.09 per diluted share, primarily related to fixed asset impairments. In addition, the second quarter of Fiscal 2010 reflected additional interest costs due to the adoption of FSP APB 14-1 in the first quarter of Fiscal 2010, a new accounting standard applicable to the Company’s convertible debt. Fiscal 2009 second quarter earnings included charges associated with merger related expenses, asset impairment and lease terminations, other legal matters, and a higher effective tax rate. Fiscal 2009 earnings also included a restatement of interest expense required by the adoption of APB 14-1, which required retroactive application resulting in additional interest costs.

     Adjusted for the listed items in both periods, the loss from continuing operations was $0.4 million, or $0.02 per diluted share, for the second quarter of Fiscal 2010, compared to earnings from continuing operations of $3.6 million, or $0.18 per diluted share, for the second quarter of Fiscal 2009. For consistency with Fiscal 2010’s previously announced earnings expectations, which did not reflect the listed items, the Company believes that disclosure of earnings from continuing operations adjusted for those items will be useful to investors. A reconciliation of the adjusted financial measures to their corresponding measures as reported pursuant to U.S. Generally Accepted Accounting Principles is included in Schedule B to this press release.

     Net sales for the second quarter of Fiscal 2010 were $335 million compared to $353 million in the second quarter of Fiscal 2009. Comparable store sales in the second quarter of Fiscal 2010 decreased by 8%. Comparable store sales in the Journeys Group decreased by 9%, the Hat World Group decreased by 2%, Underground Station decreased by 19%, and Johnston & Murphy Retail decreased by 16%.

     Robert J. Dennis, president and chief executive officer of Genesco, said, “We were pleased with our bottom-line performance for the quarter, even though sales remained choppy. August is off to a better start, with comparable sales through August 24 down by only 4%, despite a slightly delayed back to school in key regions related to a later than usual Labor Day.

     “Looking ahead, while visibility with regard to the economic climate is still quite limited, we remain cautiously optimistic about the second half of Fiscal 2010. Sales comparisons continue to moderate throughout the period, and we expect positive comps in the fourth quarter. We are buying accordingly.

     “Based on our sales expectations, we believe that we should be able to achieve our previously announced baseline scenario of earnings per share in the $1.70 to $1.80 range for the year.”

Cautionary Note Concerning Forward-Looking Statements

     This release contains forward-looking statements, including those regarding the performance outlook for the Company and its individual businesses, and all other statements not addressing solely historical facts or present conditions. Actual results could vary materially from the expectations reflected in these statements. A number of factors could cause differences. These include adjustments to estimates reflected in forward-looking statements, continuing weakness in the consumer economy, inability of customers to obtain credit, fashion trends that affect the sales or product margins of the Company’s retail product offerings, changes in buying patterns by significant wholesale customers, bankruptcies or deterioration in financial condition of significant wholesale customers, disruptions in product supply or distribution, unfavorable trends in fuel costs, foreign exchange rates, foreign labor and materials costs, and other factors affecting the cost of products, competition in the Company’s markets and changes in the timing of holidays or in the onset of seasonal weather affecting period-to-period sales comparisons. Additional factors that could affect the Company’s prospects and cause differences from expectations include the ability to build, open, staff and support additional retail stores and to renew leases in existing stores and to conduct required remodeling or refurbishment on schedule and at expected expense levels, deterioration in the performance of individual businesses or of the Company’s market value relative to its book value, resulting in impairments of fixed assets or intangible assets or other adverse financial consequences, unexpected changes to the market for our shares, variations from expected pension-related charges caused by conditions in the financial markets, and the outcome of litigation, investigations and environmental matters involving the Company. Additional factors are cited in the “Risk Factors,” “Legal Proceedings” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of, and elsewhere, in our SEC filings, copies of which may be obtained from the SEC website, www.sec.gov, or by contacting the investor relations department of Genesco via our website, www.genesco.com. Many of the factors that will determine the outcome of the subject matter of this release are beyond Genesco’s ability to control or predict. Genesco undertakes no obligation to release publicly the results of any revisions to these forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. Forward-looking statements reflect the expectations of the Company at the time they are made. The Company disclaims any obligation to update such statements.

Conference Call

     The Company’s live conference call on August 27, 2009, at 7:30 a.m. (Central time) may be accessed through the Company’s internet website, www.genesco.com. To listen live, please go to the website at least 15 minutes early to register, download and install any necessary software.

About Genesco Inc.

     Genesco Inc., a Nashville-based specialty retailer, sells footwear, headwear and accessories in more than 2,240 retail stores in the United States and Canada, principally under the names Journeys, Journeys Kidz, Shi by Journeys, Johnston & Murphy, Underground Station, Hatworld, Lids, Hat Shack, Hat Zone, Head Quarters and Cap Connection, and on internet websites www.journeys.com, www.journeyskidz.com, www.shibyjourneys.com, www.undergroundstation.com, www.johnstonmurphy.com, www.dockersshoes.com, and www.lids.com. The Company also sells footwear at wholesale under its Johnston & Murphy brand and under the licensed Dockers brand. Additional information on Genesco and its operating divisions may be accessed at its website www.genesco.com.

GENESCO INC.

Consolidated Earnings Summary

		Three Months Ended								Six Months Ended
						Restated *								Restated *
		August 1,				August 2,				August 1,				August 2,
In Thousands		2009				2008				2009				2008
Net sales		$	334,658			$	353,138			$	705,024			$	710,073
Cost of sales			164,713				171,814				345,857				347,354
Selling and administrative expenses			168,598				173,420				349,967				353,466
Restructuring and other, net			3,320				3,261				8,293				(198,577	)
(Loss) earnings from operations			(1,973	)			4,643				907				207,830
Loss on early retirement of debt			—				—				5,119				—
Interest expense, net			1,862				2,873				4,945				5,818
(Loss) earnings before income taxes from continuing operations			(3,835	)			1,770				(9,157	)			202,012
Income tax (benefit) expense			(1,172	)			7,161				(891	)			77,963
(Loss) earnings from continuing operations			(2,663	)			(5,391	)			(8,266	)			124,049
Provision for discontinued operations			(59	)			(5,361	)			(218	)			(5,454	)
Net (Loss) Earnings		$	(2,722	)		$	(10,752	)		$	(8,484	)		$	118,595

Earnings Per Share Information

		Three Months Ended								Six Months Ended
						Restated								Restated
		August 1,				August 2,				August 1,				August 2,
In Thousands (except per share amounts)		2009				2008				2009				2008
Preferred dividend requirements		$	49			$	50			$	99			$	99
Average common shares — Basic EPS			21,798				18,513				20,326				19,782
Basic earnings (loss) per share:
Before discontinued operations			($0.12	)			($0.29	)			($0.41	)		$	6.27
Net (loss) earnings			($0.13	)			($0.58	)			($0.42	)		$	5.99
Average common and common equivalent shares — Diluted EPS			21,798				18,513				20,326				24,508
Diluted earnings (loss) per share:
Before discontinued operations			($0.12	)			($0.29	)			($0.41	)		$	5.15
Net (loss) earnings			($0.13	)			($0.58	)			($0.42	)		$	4.93

GENESCO INC.

Consolidated Earnings Summary

		Three Months Ended								Six Months Ended
						Restated								Restated
		August 1,				August 2,				August 1,				August 2,
In Thousands		2009				2008				2009				2008
Sales:
Journeys Group		$	148,592			$	160,960			$	325,439			$	329,722
Underground Station Group			18,561				23,597				45,289				52,601
Hat World Group			108,830				102,169				207,634				189,906
Johnston & Murphy Group			39,054				44,014				78,384				90,585
Licensed Brands			19,402				22,145				47,953				46,893
Corporate and Other			219				253				325				366
Net Sales		$	334,658			$	353,138			$	705,024			$	710,073
Operating Income (Loss):
Journeys Group		$	(3,159	)		$	2,388			$	2,354			$	7,686
Underground Station Group			(3,789	)			(3,038	)			(4,239	)			(4,019	)
Hat World Group			10,526				11,454				17,050				15,179
Johnston & Murphy Group			(459	)			2,994				(302	)			6,677
Licensed Brands			1,987				2,091				5,604				5,646
Corporate and Other*			(7,079	)			(11,246	)			(19,560	)			176,661
(Loss) earnings from operations			(1,973	)			4,643				907				207,830
Loss on early retirement of debt			—				—				5,119				—
Interest, net			1,862				2,873				4,945				5,818
(Loss) earnings before income taxes from continuing operations			(3,835	)			1,770				(9,157	)			202,012
Income tax (benefit) expense			(1,172	)			7,161				(891	)			77,963
(Loss) earnings from continuing operations			(2,663	)			(5,391	)			(8,266	)			124,049
Provision for discontinued operations			(59	)			(5,361	)			(218	)			(5,454	)
Net (Loss) Earnings		$	(2,722	)		$	(10,752	)		$	(8,484	)		$	118,595

GENESCO INC.

Consolidated Balance Sheet

						Restated
		August 1,				August 2,
In Thousands		2009				2008
Assets
Cash and cash equivalents		$	21,457			$	24,283
Accounts receivable			28,251				23,015
Inventories			332,917				327,986
Other current assets			59,986				41,199
Total current assets			442,611				416,483
Property and equipment			228,712				249,067
Other non-current assets			182,678				170,056
Total Assets		$	854,001			$	835,606
Liabilities and Shareholders’ Equity
Accounts payable		$	119,891			$	133,806
Other current liabilities			60,156				85,995
Total current liabilities			180,047				219,801
Long-term debt			53,042				99,820
Other long-term liabilities			111,981				86,977
Shareholders’ equity			508,931				429,008
Total Liabilities and Shareholders’ Equity		$	854,001			$	835,606

GENESCO INC.

Retail Units Operated — Six Months Ended August 1, 2009

		Balance												Balance												Balance
		02/02/08				Open				Close				01/31/09				Open				Close				08/01/09
Journeys Group			967				50				5				1,012				14				5				1,021
Journeys			805				16				5				816				7				5				818
Journeys Kidz			115				26				0				141				7				0				148
Shi by Journeys			47				8				0				55				0				0				55
Underground Station Group			192				0				12				180				0				4				176
Hat World Group			862				43				20				885				13				15				883
Johnston & Murphy Group			154				9				6				157				4				0				161
Shops			113				6				5				114				3				0				117
Factory Outlets			41				3				1				43				1				0				44
Total Retail Units			2,175				102				43				2,234				31				24				2,241

Retail Units Operated — Three Months Ended August 1, 2009

		Balance												Balance
		05/02/09				Open				Close				08/01/09
Journeys Group			1,018				6				3				1,021
Journeys			818				3				3				818
Journeys Kidz			145				3				0				148
Shi by Journeys			55				0				0				55
Underground Station Group			177				0				1				176
Hat World Group			880				8				5				883
Johnston & Murphy Group			161				0				0				161
Shops			117				0				0				117
Factory Outlets			44				0				0				44
Total Retail Units			2,236				14				9				2,241

Constant Store Sales

		Three Months Ended								Six Months Ended
		August 1,				August 2,				August 1,				August 2,
		2009				2008				2009				2008
Journeys Group			-9	%			2	%			-3	%			1	%
Underground Station Group			-19	%			9	%			-11	%			9	%
Hat World Group			-2	%			7	%			3	%			5	%
Johnston & Murphy Group			-16	%			-4	%			-17	%			-3	%
Total Constant Store Sales			-8	%			4	%			-3	%			3	%

Schedule B

Genesco Inc.
Adjustments to Reported (Loss) Earnings from Continuing Operations
Three Months Ended August 1, 2009 and August 2, 2008

		3 mos				Impact				3 mos				Impact
In Thousands (except per share amounts)		Aug 2009				on EPS				Aug 2008				on EPS
(Loss) earnings from continuing operations, as reported		$	(2,663	)		$	(0.12	)		$	(5,391	)		$	(0.29	)
Adjustments: (1)
Merger-related expenses			—				—				202				0.01
Impairment & lease termination charges			2,114				0.09				1,780				0.07
Other legal matters			(32	)			—				190				0.01
Convertible debt interest restatement (APB 14-1)			172				0.01				462				0.02
Higher effective tax rate (2)			7				—				6,366				0.27
Effect of change in share count from going to a profit from a loss			—				—				—				0.09
Adjusted (loss) earnings from continuing operations (3)		$	(402	)		$	(0.02	)		$	3,609			$	0.18

The Company believes that disclosure of earnings and earnings per share from continuing operations on a pro forma basis adjusted for the items not reflected in the previously announced expectations will be meaningful to investors, in light of the impact of changes in effective tax rates and other items not reflected in those expectations.

Schedule B

Genesco Inc.
Adjustments to Forecasted Earnings from Continuing Operations
Fiscal Year Ending January 30, 2010

Baseline Scenario

		High Guidance								Low Guidance
In Thousands (except per share amounts)		Fiscal 2010								Fiscal 2010
Forecasted earnings from continuing operations		$	25,426			$	1.17			$	23,067			$	1.07
Adjustments: (1)
Convertible debt interest restatement (APB 14-1)			1,014				—				1,014				—
Impairment, other legal matters and lease termination charges			9,063				0.39				9,063				0.39
Loss on early retirement of debt			3,117				0.13				3,117				0.13
Higher effective tax rate			2,540				0.11				2,540				0.11
Adjusted forecasted earnings from continuing operations (2)		$	41,160			$	1.80			$	38,801			$	1.70

This reconciliation reflects estimates and current expectations of future results. Actual results may vary materially from these expectations and estimates, for reasons including those included in the discussion of forward-looking statements elsewhere in this release. The Company disclaims any obligation to update such expectations and estimates.