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): October 3, 2012
Hanesbrands Inc.
(Exact name of registrant as specified in its charter)
| Maryland | 001-32891 | 20-3552316 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
| 1000 East Hanes Mill Road Winston-Salem, NC |
27105 | |||
| (Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: (336) 519-8080
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:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01. Regulation FD Disclosure
On October 3, 2012, Hanesbrands Inc. (the “Company”) issued a press release reaffirming its 2012 earnings, sales and financial guidance for continuing operations. A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.
The Company is scheduled to present at the Telsey Advisory Group’s 3rd Annual Fall Consumer Conference in Las Vegas from 1:55 to 2:40 p.m. EDT (10:55 to 11:40 a.m. PDT) on Wednesday, October 3, 2012. The presentation will be broadcast live via webcast accessible through the HanesBrands corporate website, www.hanesbrands.com. A copy of the presentation materials to be used in connection with the presentation is attached hereto as Exhibit 99.2 to this Current Report on Form 8-K.
Exhibits 99.1 and 99.2 are 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 Exhibits 99.1 or 99.2 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 99.2 contains disclosures about free cash flow and debt-to-EBITDA leverage ratio, which are considered non-GAAP financial measures. The Company has chosen to provide these measures to investors to enable additional analyses of past, present and future operating performance and as a supplemental means of evaluating the Company’s operations. This 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.
Statements in this Current Report on Form 8-K and accompanying exhibits that are not statements of historical fact, including those regarding the Company’s future financial results, are forward-looking statements within the meaning of Section 27A of the Securities Act and Section 21E of the Exchange Act. These forward-looking statements are made only as of the date of this report and are based on the Company’s 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 risks identified from time to time in the Company’s most recent Securities and Exchange Commission reports, including the 2011 Annual Report on Form 10-K, 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, other than as required by law.
Item 9.01. Financial Statements and Exhibits
| (d) | Exhibits | |||
| Exhibit 99.1 | Press release dated October 3, 2012 | |||
| Exhibit 99.2 | Presentation of Hanesbrands Inc. dated October 3, 2012 |
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.
| October 3, 2012 |
HANESBRANDS INC. | |||||
| By: | /s/ Richard D. Moss | |||||
| Richard D. Moss | ||||||
| Chief Financial Officer | ||||||
Exhibits
| Exhibit 99.1 | Press release dated October 3, 2012 | |
| Exhibit 99.2 | Presentation of Hanesbrands Inc. dated October 3, 2012 |
Exhibit 99.1
HanesBrands
1000 East Hanes Mill Road
Winston-Salem, NC 27105
(336) 519-8080
|
news release |
FOR IMMEDIATE RELEASE
| News Media, contact: | Matt Hall, (336) 519-3386 | |
| Analysts and Investors, contact: | Charlie Stack, (336) 519-4710 |
HANESBRANDS REAFFIRMS 2012 GUIDANCE IN CONJUNCTION WITH PRESENTATION AT TELSEY ADVISORY GROUP CONSUMER CONFERENCE
WINSTON-SALEM, N.C. (Oct. 3, 2012) – HanesBrands (NYSE:HBI) announced today that it is reaffirming its 2012 earnings, sales and financial guidance in conjunction with investor meetings and a management presentation today at the Telsey Advisory Group’s 3rd Annual Fall Consumer Conference in Las Vegas.
Hanes has reaffirmed its full-year guidance based on consumer and retail market trends through mid- to late September, including the primary back-to-school selling period. The company expects 2012 earnings per diluted share for continuing operations of $2.50 to $2.60, net sales of $4.52 billion to $4.57 billion, and free cash flow of $400 million to $500 million.
Hanes’ current 2012 investor slide presentation, which summarizes historical financial performance and strategies for brand building, product innovation, supply chain and cash flow, is available for review or download in the investors section of the Hanes corporate website, www.HanesBrands.com.
Hanes Chairman and Chief Executive Officer Richard A. Noll will meet with investors today at the Telsey conference and will make a presentation from 1:55 to 2:40 p.m. EDT (10:55 to 11:40 a.m. PDT). The live webcast of the presentation, including accompanying slides, may be accessed via the Hanes corporate website. Access to archived audio and slide files will be available via links in the investors section of the Hanes corporate website for 90 days after the presentation.
Cautionary Statement Concerning Forward-Looking Statements
Statements in press releases, made at investor conferences, or contained in certain other written, electronic and oral communications 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 company’s financial results, the company’s long-term goals, and trends associated with the company’s business. These forward-looking statements, if made, are based on current intent, beliefs, plans and expectations, and 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. The company cautions investors not to place undue reliance on any forward-looking statements and encourages investors to review
HanesBrands Reaffirms 2012 Guidance in Conjunction With Presentation at Telsey Advisory Group Consumer Conference – Page 2
risk factors contained in the company’s most recent Securities and Exchange Commission reports, including our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, registration statements, press releases and other communications, as well as in the investors section of our corporate website at http://tiny.cc/HanesBrandsIR. 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
HanesBrands is a socially responsible leading marketer of everyday basic apparel under some of the world’s strongest apparel brands, including Hanes, Champion, Playtex, Bali, JMS/Just My Size, barely there, Wonderbra and Gear for Sports. The company sells T-shirts, bras, panties, men’s underwear, children’s underwear, socks, hosiery, casualwear and activewear produced in the company’s low-cost global supply chain. Ranked No. 512 on the Fortune 1000 list, Hanes has approximately 53,300 employees in more than 25 countries and takes pride in its strong reputation for ethical business practices. Hanes is a U.S. Environmental Protection Agency Energy Star 2012 Sustained Excellence Award winner and 2010 and 2011 Partner of the Year. The company ranks No. 152 on Newsweek magazine’s list of Top 500 greenest U.S. companies. More information about the company and its corporate social responsibility initiatives, including environmental, social compliance and community improvement achievements, may be found on the Hanes corporate website at www.hanesbrands.com.
# # #
 Investor Presentation 2012
Updated October 3, 2012
Exhibit 99.2 |
 2
Forward-looking Statements and Continuing Operations
•
current economic conditions, including consumer spending levels and the price elasticity of
our products; •
the impact of significant fluctuations and volatility in various input costs, such as cotton
and oil-related materials, utilities, freight and wages;
•
the highly competitive and evolving nature of the industry in which we compete;
•
the loss of or material reduction in sales to any of our top customers;
•
our ability to successfully manage social, political, economic, legal and other conditions
affecting our domestic and foreign operations and supply-chain sources;
•
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 our annual report on Form 10-K, quarterly reports on Form
10-Q and current reports on Form 8-K, registration statements, press releases
and other communications. These presentation slides and the related presentation
include 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.
Forward-looking statements include all statements that do not relate solely to
historical or current facts, and can generally be identified by the use of words such as “may,” “believe,” “will,”
“expect,” “project,” “estimate,” “intend,”
“anticipate,” “plan,” “continue” or similar expressions. Forward-looking statements inherently
involve many risks and uncertainties that could cause actual results to differ materially from
those projected in these statements. Where, in any forward-looking statement, we
express an expectation or belief as to future results or events, such expectation or belief
is based on the current plans and expectations of our management and expressed in good faith
and believed to have a reasonable basis, but there can be no assurance that the
expectation or belief will result or be achieved or accomplished. The following include
some but not all of the factors that could cause actual results or events to differ materially
from those anticipated: Except as required
by law, we undertake 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.
In the second quarter of 2012, the company announced exiting certain international and
domestic imagewear businesses that are all now classified as discontinued operations.
Unless otherwise noted, all financial results in this presentation are GAAP measures for
continuing operations. Information on discontinued operations and financial results for
prior-period continuing operations is available in the investors section of the
company’s corporate website, http://tiny.cc/HanesBrandsIR, and is also available in the company’s
second quarter 2012 Form 10-Q filing.
|
 3
HanesBrands’
financial performance has improved since the recession with both net sales and
diluted EPS increasing and leverage decreasing. While a
mid-cap consumer company, we have two brands with more than a billion
dollars in sales at retail with global potential to drive future growth.
Net Sales
($ billions)
$4.1
$4.4
$4.52
to
$4.57
2010
2011
2012
Guidance
Net
Debt/
EBITDA
2010
4.7x
3.8x
Net debt defined as short and long-term debt minus cash; For 2012 ~3.0x assumes current
guidance ~3.0x
2011
2012
For
reconciliation
to
GAAP,
please
see
press
releases
dated
January
27,
2011,
February
15,
2012,
July
31,
2012
and
our
other
public
filings,
all
of
which
are
available
under
the
“Investor”
tab
on
our
website
at
www.hanesbrands.com
Diluted EPS
($ per share)
$1.97
$2.44
$2.50
to
$2.60
2010
2011
2012
Guidance
Long-Term Debt Goals
($ billions)
$2.0
$1.5
2010
Actual
2011
Actual
$1.8
low
$3.00
range
2013
Prelim
$1.0
2013
2012
Long-term debt goals reflect year-ending debt levels |
 HanesBrands is growing and gaining share throughout the
Americas and Asia by leveraging its very large brands
Asia
Latin
America
Canada
+15%
Innerwear
Outerwear
DTC
+6%
Men’s Underwear
Bras
Panties
Socks
Sheer Hosiery
2005
2011
2010
2011
2010
2011
#1
#2
#2
#1
#1
#1
#1
#1
#1
#1
$1B
Brand
$100MM -
$1B Brands
Small
Brands
Brands grouped by retail $ sales; Chart shows proportions of Hanesbrands net sales
Source: NPD Group/Consumer Tracking Service, R12 Dec, Unit Share
Percent change reflects international sales dollar change as reported
Percent change reflects domestic sales dollar change
$4B
Brand
Growing in the USA
Growing in the Developing World
Building Very Large Brands
Gaining Share
4 |
 5
Consumers demand brands in our categories. For example, consumers value brands
much more than price in men’s underwear, and the category exhibits
characteristics similar to other highly branded categories such as
toothpaste and razors. Brands are beating private label
Brands are important to consumers
Consumers are loyal to brands
Hanes beats all other brands
#1 -
Brand
#2 -
Comfort
#3 -
Price
80% of consumers
know what brand of underwear
they are wearing
Nearly 40% admit they do not
know how much they paid
for their own underwear
Purchase
Decision Drivers
Source: Company Research
National Brands as a % of Men’s Underwear Sales
77%
77%
83%
85%
2008
2009
2010
2011
Source: NPD Panel Data R12 Dec Dollar Share
Source: NPD Accupanel
62%
10%
27%
Brand Loyalists
Bi-Branders
Brand Switchers
Consumer
Preference: vs Comp “A”
47%
10%
37%
13%
17%
7%
Intimate
Apparel
Men’s
Apparel
Kid’s
Apparel
Women’s
Apparel
4.7x
2.8x
4.2x
2.3x
Source: Retailing Today TOP BRANDS 2010 Report
4%
3% |
 6
4.
Deploy our cash flow
to maximize returns to shareholders
We have four strategies to drive profitable growth
3.
Leverage our global supply chain
and overhead to improve margins
1.
Leverage brands and product
innovation to drive profitable growth
More volume
equals lower cost
Serves 90%+
of Global GDP in a
trade-advantaged
manner
After reducing debt, our flexible capital structure enables
us to make bolt-on acquisitions or return cash to shareholders
2.
Use our brand strength to fill
distribution voids in the US
Source: NPD Group/Consumer Tracking Service, R12 Dec 2011
Walmart
Target
Kohl’s
JCPenney
Kmart
Macys
Outlet
Stores
Our goal is to not only be #1
in every category in which we
compete, but to be #1 in every
sub-category, and at every account
Socks
Male Underwear
Intimate Apparel
#1
Casualwear
Activewear
#1
#1
#1
#1
#1
Hosiery
Total
Stores
2011 -
2013
2014 +
Debt
Reduction
Drive higher-priced,
higher-margin products
Address consumer needs with
continual product innovation
Selective
Acquisitions
Stock Buybacks
Dividends |
 7
Future
Outlook
–
as
of
October
3,
2012
Full-year diluted EPS is expected to be in the low $3.00 range
Expect to prepay the $500 million of 8 percent fixed rate notes leaving long-term bond
debt for year- ending 2013 at $1 billion
Guidance
Assumptions,
GAAP
Reconciliation
and
Discontinued
Operations
Please see press releases dated October 3, 2012, September 5, 2012, July 31, 2012 and April
19, 2012 and our other public
filings,
all
of
which
are
available
under
the
“Investor”
tab
on
our
website
at
www.hanesbrands.com
2013 Preliminary
•
•
2012 Guidance
•
Full-year net sales are expected to be $4.52 billion to $4.57 billion, approximately 2
percent to 3 percent over last year
•
Full-year diluted EPS is expected to be in the range of $2.50 to $2.60 versus last
year’s diluted EPS of $2.44
•
Free cash flow is projected to be in the range of $400 million to $500 million
•
Expected long-term bond debt for year-ending 2012 is $1.5 billion
|
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