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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 18, 2001
GENESCO INC.
| Tennessee | 1-3083 | 0211340 | ||
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| (State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
| 1415 Murfreesboro Road, Nashville, TN | 37217-2895 | |
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| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone number, including area code: (615) 367-7000
Not Applicable
| Item 5. Other Events | ||||||||
| Item 7. Financial Statements, Pro Forma Financial Information and Exhibits | ||||||||
| SIGNATURES | ||||||||
| PRESS RELEASE | ||||||||
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Item 5. Other Events
See attached press release.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
| 99.1 | Press Release dated December 18, 2001. |
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SIGNATURES
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| GENESCO INC. | ||||
| Date: December 18, 2001 | By: | /s/ Roger G. Sisson Name: Roger G. Sisson Title: Secretary and General Counsel |
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EXHIBIT INDEX
| No. | Exhibit | |||||
| 99.1 | Press Release dated December 18, 2001. |
EXHIBIT 99.1 PRESS RELEASE The following is the text of a press release issued by Genesco Inc. on December 18, 2001. GENESCO CORRECTS PREVIOUSLY ANNOUNCED RESULTS AND REAFFIRMS EARNINGS GUIDANCE Nashville, Tenn., December 18, 200l--Genesco Inc. (NYSE:GCO) announced that its Quarterly Report on Form 10-Q filed today reflects the correction of certain erroneous entries relating to the timing of certain shipments by its Johnston & Murphy wholesale operation in the Company's current fiscal year. The Company believes that the cumulative adjustments reflected in the report for the nine month period of the current fiscal year are not material, reducing net revenues by approximately $183,000 and reducing net earnings from continuing operations by approximately $35,000 as compared to the results reported in the earnings release dated November 27, 2001. The reductions do not affect the previously reported earnings per share. While the Company continues to review the impact of similar erroneous entries on the previously announced results for fiscal 2001, the Company believes the erroneous entries involve less than 1% of reported revenues and approximately $0.02 of earnings per diluted share for the fiscal year ended February 3, 2001. The Company does not believe any adjustments will be necessary for any fiscal year prior to fiscal 2001. The attached appendix contains information regarding the impact of these erroneous entries on previously reported periods. The Company became aware of these timing issues after it released its results of operations for the third quarter. The Company began an inquiry into these timing issues upon receiving the response of an employee of its Johnston & Murphy division to the Company's annual requirement that employees certify compliance with written policies regarding ethical business conduct. The employee indicated that a number of wholesale shipments recorded as sales late in a fiscal quarter were actually shipped to customers early in the following quarter. The Company believes that the resulting violations of its corporate and accounting policies were caused by a small number of employees of its Johnston & Murphy division. The Company has implemented further measures designed to detect and prevent future similar violations. Ben T. Harris, Chairman and Chief Executive Officer of Genesco, said, "We are dealing decisively with this situation and are confident that such conduct will not recur." Harris also reaffirmed the Company's most recent earnings guidance for fiscal 2002, stating, "While we are approaching the most important retailing weekend of the year, we have come through the holiday selling season thus far in line with our previously announced earnings expectations." Genesco, based in Nashville, sells footwear and accessories in more than 875 retail stores in the U.S., principally under the names Journeys, Journeys Kidz, Johnston & Murphy, Jarman and Underground Station, and on internet websites www.journeys.com and www.johnstonmurphy.com. The Company also sells footwear at wholesale under its Johnston & Murphy brand and under the licensed Dockers brand. Cautionary Note Regarding Forward-Looking Statements This release and the attached appendix contain forward-looking statements (all statements other than those made solely with respect to historical fact) and other expressions of management's belief or opinion which reflect its current understanding or belief with respect to such matters. Actual results could differ materially and adversely from such statements due to known and unknown factors, including the results of the Company's ongoing internal inquiry, uncertainties associated with potential regulatory or other actions and the application of certain accounting principles, lower than expected consumer demand for the Company's products, which could be caused by further weakening in the overall economy or adverse consumer reaction to developments in the current anti-terrorist campaign or by changes in fashions or tastes that the Company fails to anticipate or respond appropriately to, as well as other factors detailed in the Company's filings with the Securities and Exchange Commission from time to time. Forward-looking statements reflect the expectations of the Company at the time they are made and investors should not place undue reliance on them. The Company undertakes no obligation to update any such forward-looking or other statement.
GENESCO INC. Quarterly Financial Information (Unaudited) In Thousands, except per share amounts FISCAL 2002 --------------------------------------------------------------------------------------------- As Reported Adjusted As Reported Adjusted As Reported* Adjusted Three Months Three Months Three Months Three Months Three Months Three Months Ended Ended Ended Ended Ended Ended May 5, Adjust- May 5, August 4, Adjust- August 4, November 3, Adjust- November 3, 2001 ments 2001 2001 ments 2001 2001 ments 2001 ---------------------------------------- --------------------------------------------------- Net sales $171,918 $2,558 $174,476 $166,543 $(1,214) $165,329 $185,955 $1,314 $187,269 Gross margin 82,097 832 82,929 78,365 (364) 78,001 86,018 399 86,417 Pretax earnings 13,350 652 14,002 9,878 (340) 9,538 12,924 373 13,297 Earnings before discontinued operations 8,338 415 8,753 6,183 (213) 5,970 8,026 233 8,259 Net earnings 8,338 415 8,753 6,183 (213) 5,970 7,318 233 7,551 Diluted earnings per common share: Before discontinued operations $ 0.34 $ 0.01 $ 0.35 $ 0.26 $ (0.01) $ 0.25 $ 0.33 $ 0.01 $ 0.34 Net earnings $ 0.34 $ 0.01 $ 0.35 $ 0.26 $ (0.01) $ 0.25 $ 0.30 $ 0.01 $ 0.31 As Reported* Adjusted Nine Months Nine Months Ended Ended November 3, Adjust- November 3, 2001 ments 2001 ------------------------------------------- Net sales $524,416 $2,658 $527,074 Gross margin 246,480 867 247,347 Pretax earnings 36,152 685 36,837 Earnings before discontinued operations 22,547 435 22,982 Net earnings 21,839 435 22,274 Diluted earnings per common share: Before discontinued operations $ 0.92 $ 0.02 $ 0.94 Net earnings $ 0.90 $ 0.01 $ 0.91 FISCAL 2001 ----------------------------------------------------------------------------------------------- As Reported Adjusted As Reported Adjusted Three Months Three Months Three Months Three Months Ended Ended Ended Ended April 29, Adjust- April 29, July 29, Adjust- July 29, 2000 ments 2000 2000 ments 2000 ---------------------------------------------- ------------------------------------------------ Net sales $146,644 $(1,293) $145,351 $ 143,243 $(1,461) $141,782 Gross margin 68,306 (327) 67,979 68,966 (664) 68,302 Pretax earnings 10,190 (284) 9,906 9,041 (638) 8,403 Earnings before discontinued operations 6,193 (173) 6,020 5,531 (391) 5,140 Net earnings 5,961 (173) 5,788 2,562 (391) 2,171 Diluted earnings per common share: Before discontinued operations $ 0.26 $ 0.26 $ 0.24 $ (0.02) $ 0.22 Net earnings $ 0.25 $ 0.25 $ 0.13 $ (0.02) $ 0.11 FISCAL 2001 -------------------------------------------- As Reported Adjusted Three Months Three Months Ended Ended October 28, Adjust- October 28, 2000 ments 2000 -------------------------------------------- Net sales $176,086 $2,171 $178,257 Gross margin 82,662 751 83,413 Pretax earnings 14,340 694 15,034 Earnings before discontinued operations 8,785 424 9,209 Net earnings 8,785 424 9,209 Diluted earnings per common share: Before discontinued operations $ 0.36 $ 0.01 $ 0.37 Net earnings $ 0.36 $ 0.01 $ 0.37 As Reported Adjusted As Reported Adjusted Three Months Three Months Twelve Months Twelve Months Ended Ended Ended Ended February 3, Adjust- February 3, February 3, Adjust- February 3, 2001 ments 2001 2001 ments 2001 ----------------------------------------------------------------------------------- Net sales $214,193 $(2,258) $211,935 $680,166 $(2,841) $677,325 Gross margin 102,579 (687) 101,892 322,513 (927) 321,586 Pretax earnings 19,416 (513) 18,903 52,987 (741) 52,246 Earnings before discontinued operations 12,322 (330) 11,992 32,831 (470) 32,361 Net earnings 12,290 (330) 11,960 29,598 (470) 29,128 Diluted earnings per common share: Before discontinued operations $ 0.49 $ (0.01) $ 0.48 $ 1.35 $ (0.02) $ 1.33 Net earnings $ 0.49 $ (0.02) $ 0.47 $ 1.23 $ (0.02) $ 1.21 *As reported in the Company's press release dated November 27, 2001