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): June 26, 2007
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))
Item 2.05. Costs Associated with Exit or Disposal Activities
On June 27, 2007, Hanesbrands Inc. (the Company) announced several actions in furtherance of its
efforts to execute its consolidation and globalization cost-reduction strategy. The Company
announced the closing of nine facilities, including a fabric cutting facility located in Canada
(the Canada Facility), two sewing facilities located in the Dominican Republic (the Dominican
Republic Facilities), three sewing facilities and one fabric cutting facility located in Mexico
(the Mexico Facilities), a fabric cutting facility located in Puerto Rico (the Puerto Rico
Facility) and a fabric lamination and sewing facility located elsewhere in the United States (the
United States Facility and, together with the Canadian Facility, the Dominican Republic
Facilities, the Mexico Facilities and the Mexico Facilities, the Facilities). The closures
will result in the termination of approximately 50 employees at the Canadian Facility,
approximately 2,500 employees at the Dominican Republic Facilities, approximately 2,200 employees
at the Mexico Facilities, approximately 150 employees at the Puerto Rico Facility and approximately
70 employees at the United States Facility. In addition, the Company announced the termination of
approximately 350 management and administrative employees, the majority of which are located in the
United States. Production at each of the Facilities is expected to cease by the end of 2007,
except for certain production at the United States Facility that is expected to cease by the end of
the first quarter of 2008.
As a result of the actions described above, the Company expects to recognize gross restructuring
and related charges totaling approximately $42 million before taxes. These charges include cash
charges primarily related to severance and lease termination costs
totaling approximately $30
million in aggregate. These charges also include non-cash charges totaling approximately $12
million related to accelerated depreciation including buildings, leasehold improvements, machinery
and equipment. Of the approximately $42 million in charges, approximately $27 million is expected
to be recognized in the quarter ending June 30, 2007, and the majority of the remainder is expected
to be recognized by the end of the 2007 fiscal year.
Item 7.01. Regulation FD Disclosure
On June 27, 2007, 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 June 27, 2007
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 thereunto duly authorized.
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June 27, 2007
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HANESBRANDS INC. |
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By:
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/s/ Dale W. Boyles |
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Dale W. Boyles
Vice President, Chief Accounting
Officer and Controller |
EX-99.1
Exhibit 99.1
Hanesbrands Inc.
1000 E. Hanes Mill Road
Winston-Salem, NC 27105
(336) 519-8080
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. ADVANCES PLANNED CONSOLIDATION AND GLOBALIZATION STRATEGY
TO FURTHER IMPROVE COST COMPETITIVENESS
Company Announces Latest Planned Streamlining Milestone to Improve Organizational Efficiency and
Effectiveness, Consolidate Production into Fewer and Bigger Facilities, and Improve Flexibility and
Alignment of Supply Chain Production Flow
Winston-Salem, N.C. (June 27, 2007) Hanesbrands Inc. (NYSE: HBI) announced today continued
progress in executing its consolidation and globalization cost-reduction strategy.
The latest company streamlining, including consolidation through nine plant closures in four
countries and a worldwide reduction of management and administrative jobs, is part of a
multiyear effort the company began when it was spun off as an independent company in September
2006.
We are making significant progress in consolidating our organization and executing our global
supply chain strategy, Hanesbrands Chief Executive Officer Richard A. Noll said. This
streamlining is part of our larger cost-reduction and process-standardization strategies to
increase competitiveness and become a more effective organization. Taking these actions will
better position us to achieve our long-term growth goals and financial objectives and help us
in our efforts to offset independent company costs and selected
investments we are making in our
business.
Hanesbrands, a leading marketer of innerwear, outerwear and hosiery apparel, has long-term
annual growth goals of 1 percent to 3 percent for sales, 6 percent to 8 percent for operating
profit excluding actions and double-digit gains for earnings per share excluding actions. The
foundation for achieving these long-term growth goals is baseline performance in 2007.
Hanesbrands Inc. Advances Planned Consolidation and Globalization Strategy to Further Improve Cost Competitiveness Page 2
Most of the cost-saving actions announced today are expected to be completed by the end of the
year. Approximately 5,300 employees will be affected, while the company has added or will add
approximately 3,000 positions at other company manufacturing plants to absorb shifted
production.
The company will close plants and operations affecting nearly 5,000 employees in Canada, the
Dominican Republic, Mexico, and the United States and Puerto Rico, while moving production to
lower-cost operations in Central America and Asia. In addition, approximately 350 management
and administrative positions will be eliminated, with the majority of these positions based in
the United States.
These efforts are a competitive necessity to strengthen our overall company and its growth
opportunities, but we regret that employees will be affected by losing jobs, Noll said. We
have an outstanding workforce that exhibits continued commitment and professionalism even when
receiving difficult news. We will work diligently to assist in their transition.
Hanesbrands expects to incur restructuring and related charges for these actions, including
severance costs and accelerated depreciation of fixed assets,
totaling approximately $42 million, primarily in the second quarter of fiscal 2007 with the
majority of the remainder in the second half of fiscal 2007. Approximately $12 million of the charges will be noncash.
These charges, plus previously announced restructuring charges of $74 million,
represent nearly half of
the approximately $250 million in restructuring charges the company expects to incur in the
three years following its spinoff.
Hanesbrands will continue to execute its global supply chain strategy of moving production and
operations to lower-cost countries, operating fewer and bigger facilities and aligning
production flow for maximum flexibility. In the long-term, the company expects to balance its
supply chain between the Western Hemisphere and Asia.
Todays moves will help the company concentrate bra sewing and manufacturing to lower-cost
operations in Central America and Asia, will further efforts to create a lower-cost sewing
network for knit products in Central America, and will help consolidate the supply chain that
was supporting retail sales in Canada and Mexico with our overall supply chain.
In addition to improving cost competitiveness, these moves will improve the alignment of our
sewing operations with the flow of textiles and will leverage the companys large scale in
high-volume products, said Gerald Evans, Hanesbrands executive vice president and chief global
supply chain officer. This realignment will also better position us for expansion of our
Asian supply chain. In November, we acquired a sewing facility in Thailand, our first
self-owned Asian production facility.
Hanesbrands Inc. Advances Planned Consolidation and Globalization Strategy to Further Improve Cost Competitiveness Page 3
Actions by Country
In Canada, the companys intimate apparel fabric cutting plant in Montreal will cease
production, affecting approximately 50 employees. Production will shift to Asia.
In the Dominican Republic, the company will cease production at sewing plants in Santo Domingo
and Santiago, shifting production to company sewing plants in Central America and Thailand.
The plant closures will affect approximately 2,500 employees.
In Mexico, production will cease at sewing or fabric cutting plants for knit products and
intimate apparel in Cadereyta de Montes, Madero, Merida and Nueva Rosita, affecting 2,200
employees. Production will shift to Central America and elsewhere in Mexico.
In Puerto Rico, the company will close its innerwear fabric cutting plant in Vega Baja,
employing approximately 150. Production will move to company cutting plants in Central America
and Thailand.
In the United States, intimate apparel fabric lamination and sewing in Statesville, N.C., with
70 employees, will cease operations and shift to Central America.
Of the approximately 350 management and administrative positions that will be eliminated
worldwide, approximately 90 percent are in the United States.
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 24 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, 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. These risks and uncertainties include the following: our
Hanesbrands Inc. Advances Planned Consolidation and Globalization Strategy to Further Improve Cost Competitiveness Page 4
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 or labor; our substantial debt and debt-service
requirements that restrict our operating and financial flexibility and impose significant interest
and financing costs; and other risks identified from time to time in
our 2006 Annual Report on Form 10-K, 2006 Transitional Report on
Form 10-KT, 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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