Hanesbrands Inc.
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): September 23, 2008
Hanesbrands Inc.
(Exact name of registrant as specified in its charter)
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Maryland
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001-32891
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20-3552316 |
(State or other jurisdiction
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(Commission File Number)
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(IRS Employer |
of incorporation)
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Identification No.) |
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1000 East Hanes Mill Road
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27105 |
Winston-Salem, NC
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(Zip Code) |
(Address of principal |
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executive offices) |
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Registrants 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 2.05. Costs Associated with Exit or Disposal Activities
Item 7.01. Regulation FD Disclosure
Item 9.01. Financial Statements and Exhibits
Item 2.05. Costs Associated with Exit or Disposal Activities
On September 23, 2008,
Hanesbrands Inc. (the Company) approved several actions in
furtherance of its efforts to execute its consolidation and
globalization cost-reduction strategy. Including the closing of a sewing facility in
Costa Rica that the Company previously approved, the Company has
approved the closing of nine facilities, including a sewing
facility in El Salvador, two yarn facilities in the United States,
two knit-fabric textile
facilities in the United States, a warehouse facility in the United States, a sewing facility in
Honduras and a sewing facility in Mexico. The closures will result in the termination of
approximately 1,250 employees at the facility in Costa Rica, approximately 2,600 employees at the
facility in El Salvador, an aggregate of approximately 1,350 employees at the facilities in the
United States, approximately 1,250 employees at the facility in Honduras and approximately 1,650
employees at the facility in Mexico. Operations at the facility in Costa Rica have already ceased.
Operations at the remaining facilities are expected to cease by the end of 2008, with the exception
of one of the knit-fabric textile facilities in the United States, the sewing facility in Mexico
and a portion of the operations at the sewing facility in El Salvador, at which operations are
expected to cease by the end of the third quarter of 2009.
As a result of the actions described above, the Company expects to recognize gross restructuring
and related charges totaling approximately $76 million before income taxes. These charges include
cash charges totaling approximately $41 million, primarily related to severance and contract
termination costs. These charges also include non-cash charges totaling approximately $35 million,
related to inventory write-offs and accelerated depreciation on buildings, machinery and equipment.
Of the approximately $76 million in charges, approximately
two-thirds are expected to be recognized
in the quarter ending September 27, 2008, and the remainder is expected to be recognized by the end
of the third quarter of 2009.
Item 7.01. Regulation FD Disclosure
On September 24, 2008, the Company issued a press release relating to the matters described in this
Current Report on Form 8-K. A copy of the press release is attached as Exhibit 99.1 to this Current
Report on Form 8-K and is incorporated herein by this reference. The information contained in the
press release filed as Exhibit 99.1 hereto is being furnished and shall not be deemed filed for
purposes of Section 18 of the Securities Exchange Act of 1934, and it shall not be deemed
incorporated by reference into any filing made under the Securities Act of 1933, except as
expressly set forth by specific reference in such filing.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits
Exhibit 99.1 Press release dated September 24, 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.
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September
24, 2008
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HANESBRANDS INC. |
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By: |
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/s/ E. Lee Wyatt Jr. |
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E. Lee Wyatt Jr.
Executive Vice President, Chief
Financial Officer |
Exhibits
99.1 Press release dated September 24, 2008
Exhibit 99.1
Exhibit 99.1
Hanesbrands Inc.
1000 E. Hanes Mill Road
Winston-Salem, NC 27105
(336) 519-4400
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news release |
FOR
IMMEDIATE RELEASE
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News Media, contact:
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Matt Hall, (336) 519-3386 |
Analysts and Investors, contact:
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Brian Lantz, (336) 519-7130 |
HANESBRANDS INC. ANNOUNCES LATEST PROGRESS IN SUPPLY CHAIN STRATEGY TO
BALANCE GLOBAL PRODUCTION AND FURTHER IMPROVE COST COMPETITIVENESS
Additional Streamlining Consolidates Production into Fewer and Bigger Facilities,
Increases Alignment of Sewing Production in Asia
Winston-Salem, N.C. (Sept. 24, 2008) Hanesbrands Inc. (NYSE: HBI) announced today continued
progress in executing its consolidation and globalization cost-reduction strategy, which
includes increasing production in Asia.
The latest supply chain streamlining, expected to be completed by the end of summer 2009, will
consolidate production through nine plant closures in five countries in the Western Hemisphere,
affecting approximately 8,100 employees. It also will complete the migration of the companys large
knit-fabric textile production from the United States.
We are making significant progress in expanding our supply chain production capability in Asia
and consolidating into fewer, larger facilities located in lower-cost countries around the world,
Hanesbrands Chief Executive Officer Richard A. Noll said. Globalizing our supply chain, and
eventually balancing production between Asia and the Western Hemisphere, is a critical plank in
our strategic efforts to reduce costs, improve product flow and increase our competitiveness.
By the end of 2008, Hanesbrands is expected to substantially close seven plants a sewing
plant in El Salvador, affecting 2,600 employees; a sewing plant in Honduras, affecting 1,250
employees; a sewing plant in Costa Rica, affecting 1,250 employees; and two yarn plants, a
knit-fabric textile plant and an inventory storage warehouse in the United States, affecting
745 employees.
By the end of summer 2009, the company expects to also close a sewing plant in Mexico,
affecting 1,650 employees, and close its last large knit-fabric textile plant in the United
States, affecting 600 employees.
Hanesbrands Inc. Announces Latest Progress in Supply Chain Strategy to Balance
Global Production and Further Improve Cost Competitiveness Page 2
Hanesbrands expects to incur restructuring and related charges for these nine plant actions,
including severance and contract termination costs, accelerated depreciation of fixed assets
and inventory write-offs, totaling approximately $76 million, of which approximately two-thirds
are expected to be incurred in the third quarter of 2008. With these charges, Hanesbrands will
have taken approximately $204 million out of the $250 million in restructuring charges the
company has said it expects to incur in the three years following the spinoff.
In addition to improving cost competitiveness, these moves will lay the foundation for
completing our Asia build out and improve the alignment of our sewing operations with our
end-state flow of textiles, said Gerald Evans, Hanesbrands president, chief global supply
chain officer. We regret that employees will be affected by this production streamlining, but
our supply chain globalization is necessary to strengthen our overall company and keep us
competitive around the world.
The textile production from the latest closings will be absorbed into existing textile plants in
Central America. Hanesbrands has expanded its fabric production capability offshore in the Western
Hemisphere. The company has reached planned fabric production levels at its textile facilities in
the Dominican Republic and El Salvador, with further expansion planned in Central America.
Most of the sewing production from the Central American plants that will close will be moved to
the companys new Asian facilities. Hanesbrands has opened or acquired four sewing plants in
the past two years two in Thailand and two in Vietnam. Hanesbrands expects to increase its
workforce in Asia from 4,000 today to 6,000 by the end of 2008.
Our startup of supply chain operations in Asia is progressing very well, Evans said. Since
acquiring our first sewing operation in Chonburi, Thailand, in 2006, we have doubled production
at that plant with the same number of operators, as we bring to bear our production and plant
operations expertise. Operations in Vietnam are starting very fast with excellent quality from
a very capable workforce.
The company is also constructing a textile fabric plant in Nanjing, China, which is expected to
begin the ramp up of production in 2009 to supply fabric to the companys expanding Asian
sewing network.
2008 Actions by Country
In El Salvador, the company is ceasing most production this week at its Pedregal sewing plant
near San Salvador, affecting approximately 1,900 employees. All production is expected to end
by the end of the first quarter in 2009, affecting another 700 employees.
In Costa Rica, the company has ceased production at its Industria Textileras sewing plant in
Cartago, near San Jose, affecting approximately 1,250 employees.
Hanesbrands Inc. Announces Latest Progress in Supply Chain Strategy to Balance
Global Production and Further Improve Cost Competitiveness Page 3
In Honduras, the company will cease production by the end of the year at its intimate apparel
sewing plant in Choloma, near San Pedro Sula, affecting approximately 1,250 employees.
In the United States, production will cease this week at the companys knit-fabric textile
plant in Forest City, N.C., which has 470 employees, and at its yarn plant in Gastonia, N.C.,
which has 140 employees. Operations at the companys sheer hosiery inventory warehouse in
Rockingham, N.C., which has 15 employees, are expected to end by the end of November.
Production is expected to end by the end of the year at the companys yarn plant in Eden, N.C.,
affecting 120 employees.
The company will provide severance benefits and career transition assistance to employees. We
will work diligently to assist our employees in their transition, Evans said. These moves
are a result of our strategy to compete in the global marketplace and are unrelated to the
quality of work of our employees at these facilities. We have an outstanding workforce around the
globe, and the employees at these facilities are very talented.
2009 Actions by Country
The following plants are expected to close by the end of summer 2009.
In Mexico, the company expects to close its San Pedro, Coahuila, sewing plant, affecting 1,650
employees.
In the United States, the company expects to close its knit-fabric textile plant in Eden, N.C.,
affecting approximately 600 employees.
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, mens
underwear, childrens underwear, socks, hosiery, casual wear and active wear. Hanesbrands has
approximately 50,000 employees in more than 25 countries. More information about Hanesbrands
Inc. may be found on the internet at http://www.hanesbrands.com.
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 the benefits expected from facility
closures, 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.
Hanesbrands Inc. Announces Latest Progress in Supply Chain Strategy to Balance
Global Production and Further Improve Cost Competitiveness Page 4
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 or general economic conditions
affecting 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.
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