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

Hanesbrands Inc.

(Exact name of registrant as specified in its charter)

Maryland		001-32891		20-3552316
(State or other jurisdiction		(Commission File Number)		(IRS Employer Identification
of incorporation)				No.)
1000 East Hanes Mill Road				27105
Winston-Salem, NC				(Zip Code)
(Address of principal executive
offices)

Registrant’s telephone number, including area code: (336) 519-4400

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))

 

 

TABLE OF CONTENTS

Item 2.02.		Results of Operations and Financial Condition
Item 7.01.		Regulation FD Disclosure
Item 9.01.		Financial Statements and Exhibits

Item 2.02. Results of Operations and Financial Condition

      On July 29, 2008, Hanesbrands Inc. (“Hanesbrands”) issued a press release announcing its financial results for the second quarter ended June 28, 2008. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K. Exhibit 99.1 is being “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), nor shall Exhibit 99.1 be deemed incorporated by reference in any filing under the Securities Act of 1933 (the “Securities Act”) or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

      Exhibit 99.1 contains disclosures about operating profit margin excluding actions, net income excluding actions, earnings per diluted share excluding actions, gross profit excluding actions, selling, general and administrative expenses excluding actions, operating profit excluding actions, net operating profit after taxes excluding actions and EBITDA, all of which are considered non-GAAP performance measures, that Hanesbrands has chosen to provide to investors to enable them to perform additional analyses of past, present and future operating performance and as a supplemental means of evaluating Hanesbrands’ operations. The non-GAAP information should not be considered a substitute for financial information presented in accordance with GAAP, and may be different from non-GAAP or other pro forma measures used by other companies.

Item 7.01. Regulation FD Disclosure

      Exhibit 99.1 to this Current Report on Form 8-K includes forward-looking financial information that is expected to be discussed on the previously announced conference call with investors and analysts to be held by us at 4:30 p.m., Eastern time, today (July 29, 2008). The call may be accessed on the home page of the Hanesbrands corporate Web site, www.hanesbrands.com. Replays of the call will be available in the investors section of the Hanesbrands corporate Web site and via telephone. The telephone playback will be available from approximately 7:00 p.m., Eastern time, on July 29, 2008, until midnight, Eastern time, on August 5, 2008. The replay will be available by calling toll-free (800) 642-1687, or by toll call at (706) 645-9291. The replay pass code is 55214580. Exhibit 99.1 is being “furnished” and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, nor shall it be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01. Financial Statements and Exhibits

(c) Exhibits

       Exhibit 99.1 Press release dated July 29, 2008

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.

Exhibits

99.1 Press release dated July 29, 2008

Exhibit 99.1

Hanesbrands Inc
1000 East Hanes Mill Road
Winston-Salem, NC 27105
(336) 519-4400

FOR IMMEDIATE RELEASE
News Media, contact:		Matt Hall, (336) 519-3386
Analysts and Investors, contact:		Brian Lantz, (336) 519-7130

HANESBRANDS INC. REPORTS SECOND-QUARTER 2008 RESULTS

WINSTON-SALEM, N.C. (July 29, 2008) — Hanesbrands Inc. (NYSE: HBI), a leading marketer of innerwear, outerwear and hosiery apparel, today reported results for the 2008 second quarter.

Earnings increased in the quarter as a result of continued strategic execution, while sales declined, reflective of the challenging retail sales environment for apparel and later timing of back-to-school shipments.

Earnings per diluted share in the quarter more than doubled to $0.60. Excluding actions, non-GAAP earnings per diluted share increased by 20 percent to $0.65, up $0.11 as a result of reduced long-term debt, lower base interest rates, and lower income tax expense as a result of the company’s global supply chain strategy. Total net sales decreased by 4.4 percent to $1.07 billion.

“We are pleased with continued earnings per share growth as a result of executing our improvement strategies, despite operating in a tough economic environment,” Hanesbrands Chief Executive Officer Richard A. Noll said. “Most of our business improvement initiatives are working, but we are continuing to address sales declines, which were primarily centered around intimate apparel product categories.”

Noteworthy Financial Highlights

Selected highlights for the quarter and six months ended June 28, 2008, compared with the year-ago periods ended June 30, 2007, include:

•		Earnings per diluted share in the quarter increased by 131 percent to $0.60, up from $0.26 a year ago. Diluted EPS for the six-month period increased by 149 percent to $0.97. Non-GAAP diluted EPS, which excludes actions, increased by 20 percent for the quarter and 32 percent for the first six months.
		Non-GAAP net income, which excludes actions, increased by $10 million in the quarter, primarily as a result of lower interest expense, lower income tax expense as a result of global supply chain initiatives, and cost reductions that were offset by lower sales.

Hanesbrands Inc. Reports Second-Quarter 2008 Results — Page 2

•		Operating profit in the quarter increased by 28 percent to $113.1 million and increased by 28 percent to $200.9 million in the six-month period.
		The non-GAAP operating profit margin, which excludes actions, was 11.2 percent in the quarter, the same as last year’s quarter. For the six-month period, the non-GAAP operating profit margin increased to 10.4 percent versus 10.0 percent a year ago.
		The benefits of cost-reduction efforts, including operating fewer, larger facilities in lower-cost countries, distribution center streamlining and organization consolidation, contributed to an improved gross profit margin and flat selling, general and administrative expenses.
•		Total net sales in the quarter decreased by $50 million to $1.07 billion. Sales primarily decreased in the company’s innerwear segment, with particularly soft sales for intimate apparel product categories. Later back-to-school shipments compared with a year ago also contributed to the innerwear decline.
		International segment sales increased by 20 percent in the quarter as a result of favorable foreign currency exchange rates and growth. The increase in international sales more than offset sales declines in the outerwear segment, the hosiery segment and the other segment.
		“We are focused on driving a great execution of back-to-school and year-end holiday sales programs.” Noll said. “We are confident that our brand investment, product development, and customer programs are the best approach to competing in the current retail climate.”

(Diluted EPS excluding actions, net income excluding actions and operating profit margin excluding actions are non-GAAP measures used to better assess underlying business performance because they exclude the effect of unusual actions that are not directly related to operations. The unusual actions in the current or year-ago quarter were restructuring and related charges, amortization of gain on postretirement benefits, nonrecurring spinoff and related charges, and the tax effect on these items. See Table 4 for details and reconciliation with reported operating results consistent with generally accepted accounting principles.)

Other Comments

Since the company’s spin off, Hanesbrands has strategically structured its debt and managed its exposure to interest rates, and the company benefited from these efforts in the first half of 2008. As part of this ongoing strategic effort, the company earlier this month took advantage of an opportunity to fix the interest rate on $500 million of floating-rate bonds for four years at 7.64 percent. Of the company’s approximate $2.3 billion in debt, $1 billion is at fixed rates.

Hanesbrands Inc. Reports Second-Quarter 2008 Results — Page 3

In May, Standard & Poor’s Ratings Services raised its corporate credit rating on Hanesbrands to BB- from B+, reflecting the company’s strategic execution progress and positive operating momentum as a stand-alone company.

The company also launched its Hanes television, print and Internet advertising and marketing campaign featuring Michael Jordan and actor Charlie Sheen for Hanes Lay Flat Collar Undershirts and Hanes No Ride Up Boxer briefs, the brand’s latest innovation in product comfort and fit.

Hanesbrands continues to make significant progress in expanding its supply chain in Asia as part of its global strategy of consolidating manufacturing into fewer, larger facilities in lower-cost countries.

In the second quarter, the company added three company-owned sewing plants in Southeast Asia — two in Vietnam and one in Thailand — giving the company four sewing plants in Asia. In Nanjing, China, construction is under way on the company’s first Asian textile fabric plant, which is scheduled to start production in 2009. By the end of the year, the company expects to have more than 6,000 employees in Asia, triple the number at the beginning of the year.

Hanesbrands has reached planned fabric production levels at its off-shore textile facilities in the Dominican Republic and El Salvador. Further expansion is planned in El Salvador.

In addition, the company continues to streamline and refine its distribution network. In the second quarter, expansion of its Honduras distribution center was completed, doubling its size. That follows the completion in the fourth quarter last year of a mixing center in the Dominican Republic. Both centers ship directly to customers in the United States, utilizing the company’s integrated networks of fabric production and sewing plants located in Central America and the Dominican Republic.

“We are focused on our improvement strategies to sell more, spend less and generate cash,” Noll said. “We are executing our cost-reduction, debt-management and globalization strategies to increase profit while we continue to focus on improving sales performance.”

Hanesbrands Policy on Guidance

Hanesbrands follows a policy of not providing quarterly or annual EPS guidance. The company plans to communicate appropriately to provide investors with an understanding of long-term goals, the trends associated with its business and current financial performance.

Webcast Conference Call

Hanesbrands will host a live Internet webcast of its quarterly investor conference call at 4:30 p.m. EDT today. The live Internet broadcast may be accessed on the home page of the Hanesbrands corporate Web site, www.hanesbrands.com. The call is expected to conclude by 5:30 p.m. EDT.

Hanesbrands Inc. Reports Second-Quarter 2008 Results — Page 4

An archived replay of the conference call webcast will be available in the investors section of the Hanesbrands corporate Web site. A telephone playback will be available from approximately 7 p.m. EDT today until midnight EDT on Aug. 5, 2008. The replay will be available by calling toll-free (800) 642-1687, or via toll-call at (706) 645-9291. The replay pass code is 55214580.

Cautionary Statement Concerning Forward-Looking Statements

Statements in this press release that are not statements of historical fact are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including those regarding our launch as an independent company and the benefits expected from that launch, our long-term goals, and trends associated with our business. These forward-looking statements are made only as of the date of this press release and are based on our current intent, beliefs, plans and expectations. They involve risks and uncertainties that could cause actual future results, performance or developments to differ materially from those described in or implied by such forward-looking statements. These risks and uncertainties include the following: our ability to migrate our production and manufacturing operations to lower-cost countries around the world; our ability to effectively implement other components of our business strategy; costs and adverse publicity from violations of labor or environmental laws by us or our suppliers; our ability to successfully manage adverse changes in social, political, economic, legal and other conditions affecting our foreign operations; retailer consolidation and other changes in the apparel essentials industry; our ability to keep pace with changing consumer preferences; loss of or reduction in sales to, or financial difficulties experienced by, any of our top customers; fluctuations in the price or availability of cotton, oil or labor; inflationary pressure on consumer demand; our debt and debt-service requirements that restrict our operating and financial flexibility and impose interest and financing costs; and other risks identified from time to time in our most recent Securities and Exchange Commission reports, including the 2007 Annual Report on Form 10-K, 2008 quarterly reports on Form 10-Q and current reports on Form 8-K, registration statements, press releases and other communications. The company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time.

Hanesbrands Inc.

Hanesbrands Inc. is a leading marketer of innerwear, outerwear and hosiery apparel under strong consumer brands, including Hanes, Champion, Playtex, Bali, Just My Size, barely there and Wonderbra. The company designs, manufactures, sources and sells T-shirts, bras, panties, men’s underwear, children’s underwear, socks, hosiery, casualwear and activewear. Hanesbrands has approximately 50,000 employees in more than 25 countries. More information may be found on the company’s Web site at www.hanesbrands.com.

# # #

TABLE 1

HANESBRANDS INC.
Condensed Consolidated Statements of Income
(Amounts in thousands, except per-share amounts)
(Unaudited)

		Quarter Ended												Six Months Ended
		June 28, 2008				June 30, 2007				% Change				June 28, 2008				June 30, 2007				% Change
Net sales:
Innerwear		$	636,335			$	691,504							$	1,180,065			$	1,281,951
Outerwear			260,137				263,596								532,342				547,231
Hosiery			49,734				51,402								116,475				125,095
International			130,903				109,001								235,539				199,778
Other			4,174				17,644								15,295				33,042
Total segment net sales			1,081,283				1,133,147								2,079,716				2,187,097
Less: Intersegment			9,112				11,240								19,698				25,296
Total net sales			1,072,171				1,121,907				-4.4	%			2,060,018				2,161,801				-4.7	%
Cost of sales			691,215				741,550								1,334,098				1,441,765
Gross profit			380,956				380,357				0.2	%			725,920				720,036				0.8	%
As a % of net sales			35.5	%			33.9	%							35.2	%			33.3	%
Selling, general and administrative expenses			266,427				266,017								521,039				520,584
As a % of net sales			24.8	%			23.7	%							25.3	%			24.1	%
Restructuring			1,442				26,225								4,000				42,471
Operating profit			113,087				88,115				28.3	%			200,881				156,981				28.0	%
As a % of net sales			10.5	%			7.9	%							9.8	%			7.3	%
Other expenses			—				551								—				551
Interest expense, net			37,635				51,230								78,029				102,947
Income before income tax expense			75,452				36,334								122,852				53,483
Income tax expense			18,108				10,900								29,484				16,045
Net income		$	57,344			$	25,434				125.5	%		$	93,368			$	37,438				149.4	%
Earnings per share:
Basic		$	0.61			$	0.26							$	0.99			$	0.39
Diluted		$	0.60			$	0.26				130.8	%		$	0.97			$	0.39				148.7	%
Weighted average shares outstanding:
Basic			94,355				96,254								94,395				96,343
Diluted			96,059				97,224								95,839				97,136

TABLE 2

HANESBRANDS INC.
Condensed Consolidated Balance Sheets
(Dollars in thousands)
(Unaudited)

		June 28, 2008				December 29, 2007
Assets
Cash and cash equivalents		$	96,918			$	174,236
Trade accounts receivable, net			547,617				575,069
Inventories, net			1,342,184				1,117,052
Other current assets			236,021				227,977
Total current assets			2,222,740				2,094,334
Property, net			547,162				534,286
Intangible assets and goodwill			473,984				461,691
Other noncurrent assets			333,685				349,172
Total assets		$	3,577,571			$	3,439,483
Liabilities
Accounts payable and accrued liabilities		$	670,518			$	669,405
Other current liabilities			58,636				19,577
Total current liabilities			729,154				688,982
Long-term debt			2,315,250				2,315,250
Other noncurrent liabilities			142,420				146,347
Total liabilities			3,186,824				3,150,579
Equity			390,747				288,904
Total liabilities and equity		$	3,577,571			$	3,439,483
TABLE 3
HANESBRANDS INC. Condensed Consolidated Statements of Cash Flows (Dollars in thousands) (Unaudited)
		Six Months Ended
		June 28, 2008				June 30, 2007
Operating Activities:
Net income		$	93,368			$	37,438
Depreciation and amortization			54,960				66,263
Other noncash items			7,526				11,765
Changes in assets and liabilities, net			(205,816	)			(13,908	)
Net cash (used in) provided by operating activities			(49,962	)			101,558
Investing Activities:
Purchases of property and equipment, net and other			(74,020	)			(11,485	)
Financing Activities:
Net borrowings on notes payable, stock repurchases and other			45,533				(70,704	)
Effect of changes in foreign currency exchange rates on cash			1,131				1,051
(Decrease) increase in cash and cash equivalents			(77,318	)			20,420
Cash and cash equivalents at beginning of year			174,236				155,973
Cash and cash equivalents at end of period		$	96,918			$	176,393

TABLE 4

HANESBRANDS INC.
Supplemental Financial Information
(Dollars in thousands, excluding per-share amounts)
(Unaudited)

Reconciliation of Reported Operating
Results with Certain Information
Excluding Actions

		Quarter Ended								Six Months Ended
		June 28, 2008				June 30, 2007				June 28, 2008				June 30, 2007
A. Excluding actions data
Gross profit		$	385,589			$	392,770			$	733,111			$	737,716
SG&A			265,849				266,713				519,818				522,492
Operating profit			119,740				126,057				213,293				215,224
Net operating profit after taxes (NOPAT)			91,002				88,240				162,103				150,657
Net income			62,400				52,379				102,801				78,594
Earnings per diluted share			0.65				0.54				1.07				0.81
As a % of net sales
Gross profit			36.0	%			35.0	%			35.6	%			34.1	%
SG&A			24.8	%			23.8	%			25.2	%			24.2	%
Operating profit			11.2	%			11.2	%			10.4	%			10.0	%
Net income			5.8	%			4.7	%			5.0	%			3.6	%
B. Operating results excluding actions
Gross profit as reported		$	380,956			$	380,357			$	725,920			$	720,036
Accelerated depreciation included in Cost of sales			4,633				12,413				7,191				17,680
Gross profit excluding actions		$	385,589			$	392,770			$	733,111			$	737,716
SG&A as reported		$	266,427			$	266,017			$	521,039			$	520,584
Amortization of gain on postretirement benefits included in SG&A			—				2,012				—				4,025
Spinoff and related charges included in SG&A			—				(368	)			—				(1,169	)
Accelerated depreciation included in SG&A			(578	)			(948	)			(1,221	)			(948	)
SG&A excluding actions		$	265,849			$	266,713			$	519,818			$	522,492
Operating profit as reported		$	113,087			$	88,115			$	200,881			$	156,981
Gross profit actions			4,633				12,413				7,191				17,680
SG&A actions			578				(696	)			1,221				(1,908	)
Restructuring			1,442				26,225				4,000				42,471
Operating profit excluding actions			119,740				126,057				213,293				215,224
Income tax expense at effective rate			(28,738	)			(37,817	)			(51,190	)			(64,567	)
NOPAT		$	91,002			$	88,240			$	162,103			$	150,657
C. Net income excluding actions
Net income as reported		$	57,344			$	25,434			$	93,368			$	37,438
Gross profit actions			4,633				12,413				7,191				17,680
SG&A actions			578				(696	)			1,221				(1,908	)
Restructuring			1,442				26,225				4,000				42,471
Loss on early extinguishment of debt			—				551				—				551
Tax effect on actions			(1,597	)			(11,548	)			(2,979	)			(17,638	)
Net income excluding actions		$	62,400			$	52,379			$	102,801			$	78,594
D. EBITDA
Net income		$	57,344			$	25,434			$	93,368			$	37,438
Interest expense, net			37,635				51,230				78,029				102,947
Income tax expense			18,108				10,900				29,484				16,045
Depreciation and amortization			28,696				38,093				54,960				66,263
Total EBITDA		$	141,783			$	125,657			$	255,841			$	222,693