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) March 7, 2001 LANDS' END, INC. (exact name of registrant as specified in its charter) DELAWARE 1-9769 36-2512786 (State or other (Commission (I.R.S. Employer jurisdiction File Number Identification of incorporation) Number) Lands' End Lane, Dodgeville, Wisconsin 53595 (Address of principal executive offices) (Zip Code) Registrant's telephone number 608-935-9341 including area code INFORMATION INCLUDED IN THIS REPORT Item 5. Other Events. Attached as Exhibit 99 to this report is a news release issued by Lands' End, Inc., announcing its fourth quarter performance and fiscal 2001 results. Also, the company adopted Emerging Issues Task Force (EITFOO-10) "Accounting For Shipping and Handling Fees and Costs" during the fourth quarter of fiscal 2001. Financial statements for fiscal years 2001, 2000, and 1999 are included to reflect the restatements of shipping and handling revenue and costs. SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, its duly authorized officer and chief financial officer. LANDS' END, INC. March 27, 2001 By: /s/ DONALD R. HUGHES Donald R. Hughes Senior Vice President & Chief Financial Officer EXHIBIT 99 FOR IMMEDIATE RELEASE LANDS' END REPORTS STRONG FOURTH QUARTER PERFORMANCE AND FISCAL 2001 RESULTS DODGEVILLE, WIS. ... March 7, 2001 ... Lands' End, Inc. (LE), the direct merchant of classic casualwear, today reported results for its fourth quarter and fiscal year ended January 26, 2001. The results incorporate the newly adopted FASB requirements for accounting for shipping and handling fees and expenses. Total revenue for the fourth quarter of fiscal 2001 was $538.6 million, up 11.5 percent from $483.1 million in the prior year. Net income for the quarter just ended was $31.8 million, up 12.3 percent from $28.3 million a year ago, and diluted earnings per share for the quarter just ended were $1.07, compared with $0.92 in the prior year. The month of January performed well, with sales up 6 percent, in spite of shifting about $10 million in sales out of the fourth quarter of fiscal 2001 and into the first quarter of fiscal 2002, as we changed the timing of our end-of-season clearance catalog. Total revenue for the 52-week year just ended was $1.462 billion, up 3.2 percent from $1.417 billion in the prior year. Net income for the year just ended was $34.7 million, down 27.8 percent from the $48.0 million earned in fiscal 2000, and diluted earnings per share for the year just ended were $1.14, compared with $1.56 for the prior year. The prior year includes a non-recurring after-tax increase to net income of $1.1 million, or $0.04 per share. In commenting on the results, company president and chief executive officer David F. Dyer said, "We are extremely pleased that our strategic initiatives of the last two years have resulted in a double digit increase in both sales and earnings for the fourth quarter. Our merchandising, creative and marketing decisions really paid off. During the latter part of the year, we generated great sales momentum and ended fiscal 2001 with the strongest growth in our 12-month buyer file that we've had in years. This was especially gratifying in the face of a difficult economy." SEGMENT SALES DATA FOR FOURTH QUARTER & FULL YEAR (in millions) Percent 4Q01 4Q00 change Core business segment $317 $278 +14.0 Specialty segment 135 122 +10.6 International segment 46 50 - 8.5 Internet 86 59 +46.0 FY01 FY00 Core business segment $814 $780 + 4.3 Specialty segment 408 397 + 2.9 International segment 133 143 - 7.0 Internet 218 138 +58.7 Sales data excludes shipping & handling revenue. Internet sales are included in the respective business segments The strong growth seen in the core business segment was led by the coed division, which grew by 23 percent in the fourth quarter and by 16 percent for the year. The strongest performer in the specialty business segment was Corporate Sales, which has had double-digit increases throughout the year and had sales of $170 million in fiscal 2001. During the fourth quarter, the Kids division had a low double digit sales increase, and Coming Home a mid single digit sales growth, although both those business had a slow start in the beginning of the year. Sales in Germany and the U.K improved in the fourth quarter, though overall performance in the international business segment was weak, mainly due to soft sales in Japan and currency issues. Gross profit for the quarter just ended was $235 million, or 43.7 percent of total revenue, compared with $207 million, or 42.8 percent of total revenue in the prior year. Improved sourcing and a lower level of liquidations resulted in higher initial margins that contributed 130 basis points to gross profit margin. This improvement was partially offset by increased shipping and handling expenses. Inventory was $188 million as of January 26, 2001, up 16 percent from $162 million at the end of the prior year. Year-end inventory is in line with planned levels, and the age and currency of inventory has improved. In the quarter just ended, liquidations of excess inventory were about 7 percent of net merchandise sales, compared with 9 percent in the prior year. Selling, general and administrative expenses in the fourth quarter of fiscal 2001 increased 12.8 percent to $182 million, compared with $161 million in the prior year. As a percentage of total revenue, SG&A was 33.8 percent, compared with 33.4 percent in the prior year. Higher catalog costs, partially offset by relatively lower national advertising, were the primary factors responsible for the change in SG&A ratio for the quarter just ended. BUSINESS OUTLOOK For the first five weeks of the current first quarter, total revenue is up about 19 percent. However, more than half of this increase is due to the shift in the timing of our end-of-season clearance catalog. We are taking a conservative approach to our business in light of the uncertainty in the U.S. economy, particularly in the retail environment. For fiscal 2002, a 53-week year that will end on February 1, 2002, the company expects that sales will increase in the single digit range, and we expect gross profit margin to show continued improvement. As a result, we expect an increase in diluted earnings per share of at least 20 percent for the year as a whole. As described later in our statement regarding forward-looking information, our business's profit level is sensitive to many factors, including changes in sales volume, which are difficult for us, like most retailers, to accurately predict. FASB REQUIREMENTS During the fourth quarter, the company was required to adopt the Financial Accounting Standards Board (FASB) Emerging Issues Task Force "Accounting for Shipping and Handling Fees and Costs" (EITF 00-10). Accordingly, shipping and handling revenue and expense, which had been netted within selling, general and administration expenses, are now reclassified into revenue and cost of goods sold. This reclassification has no effect on income, but it does require a restatement of total revenue, cost of goods sold, gross profit, and selling, general and administrative expenses. A schedule providing the restatement of all comparative prior period financial statements will be issued following this earnings release. Lands' End is a direct merchant of traditionally styled, classic casualwear offered to customers around the world through regular mailings of its monthly and specialty catalogs and via the Internet at www.landsend.com. ********************************************************************* SUPPLEMENTAL INFORMATION FY2001 FY2000 (in millions, excluding Willis & Geiger) Twelve-month buyers 6.7 6.2 Three-year buyers 11.2 10.3 Catalogs mailed 269 236 Capital expenditures $50.7 $28.0 Depreciation & amortization $23.4 $20.7 STATEMENT REGARDING FORWARD-LOOKING INFORMATION Statements in this release that are not historical, including, without limitation, statements regarding our plans, expectations, assumptions, and estimations for fiscal 2002, gross profit margin, and earnings, as well as anticipated sales trends and future development of our business strategy, are considered forward-looking and speak only as of today's date. As such, these statements are subject to a number of risks and uncertainties. Future results may be materially different from those expressed or implied by these statements due to a number of factors. Currently, we believe that the principal factors that create uncertainty about our future results are the following: customer response to our merchandise offerings, circulation changes and other initiatives; the mix of our sales between full price and liquidation merchandise; overall consumer confidence and general economic conditions, both domestic and foreign; effects of shifting patterns of e-commerce versus catalog purchases; costs associated with printing and mailing catalogs and fulfilling orders; dependence on consumer seasonal buying patterns; fluctuations in foreign currency exchange rates; and changes that may have different effects on the various sectors in which we operate (e.g., rather than individual consumers, the Corporate Sales Division, included in the specialty segment, sells to numerous corporations, and certain of these sales are for their corporate promotional activities). Our future results could, of course, be affected by other factors as well. More information about these risks and uncertainties may be found in the company's 10-K filings with the S.E.C. The company does not undertake to publicly update or revise its forward- looking statements even if experience or future changes make it clear that any projected results expressed or implied therein will not be realized. Contact Charlotte LaComb: 608-935-4835 CONSOLIDATED STATEMENTS OF OPERATIONS Lands' End, Inc. & Subsidiaries (Amounts in thousands, except per share data) 13 weeks ended 52 weeks ended Jan. 26, Jan. 28, Jan. 26, Jan. 28, 2001 2000 2001 2000 Net merchandise sales $496,993 $449,628 $1,354,974 $1,319,823 Shipping and handling revenue 41,564 33,501 107,309 97,063 Total revenue 538,557 483,129 1,462,283 1,416,886 Cost of merchandise sales 259,963 241,559 728,446 727,291 Shipping & handling costs 43,160 34,774 112,158 99,791 Total cost of sales 303,123 276,333 840,604 827,082 Gross profit 235,434 206,796 621,679 589,804 Selling, general and administrative expenses 181,863 161,198 560,019 512,647 Reversal of non-recurring charge - - - (1,774) Income from operations 53,571 45,598 61,660 78,931 Other income (expense): Interest expense (364) (365) (1,512) (1,890) Interest income 790 827 2,244 882 Other (3,516) (1,106) (7,381) (1,679) Total other income (expense), net (3,090) (644) (6,649) (2,687) Income before income taxes 50,481 44,954 55,011 76,244 Income tax provision 18,678 16,633 20,354 28,210 Net income $ 31,803 $ 28,321 $ 34,657 $ 48,034 Basic earnings per share $ 1.08 $ 0.94 $ 1.15 $ 1.60 Diluted earnings per share $ 1.07 $ 0.92 $ 1.14 $ 1.56 Basic weighted average shares outstanding 29,412 30,149 30,047 30,085 Diluted weighted average shares outstanding 29,623 30,923 30,422 30,854 CONSOLIDATED BALANCE SHEETS Lands' End, Inc. & Subsidiaries (Amounts in thousands) Jan. 26, Jan. 28, 2001 2000 Assets Current assets: Cash and cash equivalents $ 75,351 $ 76,413 Receivables, net 19,808 17,753 Inventory 188,211 162,193 Prepaid advertising 17,627 16,572 Other prepaid expenses 9,715 5,816 Deferred income tax benefit 10,973 10,661 Total current assets 321,685 289,408 Property, plant and equipment, at cost: Land and buildings 104,815 102,776 Fixtures and equipment 203,845 175,910 Leasehold improvements 4,630 4,453 Construction in progress 4,289 - Total property, plant and equipment 317,579 283,139 Less - accumulated depreciation and amortization 132,286 117,317 Property, plant and equipment, net 185,293 165,822 Intangibles, net 651 966 Total assets $507,629 $456,196 Liabilities and shareholders' investment Current liabilities: Lines of credit $ 16,940 $ 11,724 Accounts payable 96,168 74,510 Reserve for returns 9,061 7,869 Accrued liabilities 41,135 43,754 Accrued profit sharing 2,357 2,760 Income taxes payable 13,213 10,255 Total current liabilities 178,874 150,872 Deferred income taxes 14,567 9,117 Shareholders' investment: Common stock, 40,221 shares issued 402 402 Donated capital 8,400 8,400 Additional paid-in capital 31,908 29,709 Deferred compensation (121) (236) Accumulated other comprehensive income 5,974 2,675 Retained earnings 489,087 454,430 Treasury stock, 10,945 and 10,071 shares at cost, respectively (221,462) (199,173) Total shareholders' investment 314,188 296,207 Total liabilities and shareholders' investment $507,629 $456,196 CONSOLIDATED STATEMENTS OF CASH FLOWS Lands' End, Inc. & Subsidiaries (In thousands) Twelve months ended Jan. 26, Jan. 28, 2001 2000 Cash flows from (used for) operating activities: Net income $ 34,657 $ 48,034 Adjustments to reconcile net income to net cash flows from operating activities- Non-recurring credit - (1,774) Depreciation and amortization 23,432 20,715 Deferred compensation expense 115 158 Deferred income taxes 5,138 8,270 Loss on disposal of fixed assets 437 926 Changes in assets and liabilities: Receivables (2,055) 3,330 Inventory (26,018) 57,493 Prepaid advertising (1,055) 4,785 Other prepaid expenses (3,899) 1,773 Accounts payable 21,658 (13,412) Reserve for returns 1,192 676 Accrued liabilities (1,091) (7,664) Accrued profit sharing (403) 504 Income taxes payable 2,958 (4,323) Tax benefit of stock options 2,199 2,715 Other 3,299 672 Net cash flows from operating activities 60,564 122,878 Cash flows used for investing activities: Cash paid for capital additions (44,553) (28,013) Net cash flows used for investing activities: (44,553) (28,013) Cash flows from (used for)financing activities: Proceeds from (payment of) short-term debt 5,216 (27,218) Purchases of treasury stock (27,988) (4,516) Issuance of treasury stock 5,699 6,641 Net cash flows used for financing activities (17,073) (25,093) Net increase (decrease) in cash and cash equivalents (1,062) 69,772 Beginning cash and cash equivalents 76,413 6,641 Ending cash and cash equivalents $ 75,351 $ 76,413 LANDS' END, INC. & SUBSIDIARIES The following is a reclassification of the Lands' End financial statements for fiscal years 2001, 2000 and 1999. Accounting for shipping and handling fees and costs In July 2000, the Emerging Issues Task Force issued EITF 00-10, "Accounting for shipping and handling fees and costs" ("EITF 00-10"). Under provisions of EITF 00-10, amounts billed to a customer in a sale transaction related to shipping and handling represent revenues earned for the goods provided and should be classified as sales revenue. As required, the company adopted EITF 00-10 in its consolidated financial statements during the fourth quarter of fiscal 2001 and has restated all comparative prior period financial statements. On its financial statements, the company is disclosing its "shipping and handling revenue" separately from its "net merchandise sales", and "shipping and handling costs" are listed separately in costs of sales. Previously, the company had netted shipping and handling revenue earned against shipping and handling costs incurred within selling, general and administrative expenses. The enclosed Exhibits 1, 2 and 3 are condensed consolidated statements of operations by quarter for the fiscal years ended January 26, 2001, January 28, 2000 and January 29, 1999. For each of these three years, statements of operations are included that represent the company's new disclosure format, compared to its former reporting format. The company's shipping and handling revenue consist of amounts billed to customers for shipping and handling product. Shipping and handling costs include shipping supplies, labor to pick and pack the product and third-party shipping costs. LANDS' END, INC. CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS WITH RECLASSIFICATIONS OF SHIPPING AND HANDLING REVENUE AND COSTS FISCAL YEAR 2001 (Amounts in thousands, except per share data) 1st Qtr. 2nd Qtr. 3rd Qtr. 4th Qtr. YTD 04/28/00 07/28/00 10/27/00 01/26/01 01/26/01 Net merchandise sales $266,045 $255,545 $336,391 $496,993 $1,354,974 Shipping and handling revenue 19,795 20,080 25,870 41,564 107,309 Total revenue 285,840 275,625 362,261 538,557 1,462,283 Cost of sales 145,146 132,674 190,663 259,963 728,446 Shipping and handling costs 20,926 21,683 26,389 43,160 112,158 Total cost of sales 166,072 154,357 217,052 303,123 840,604 Gross profit 119,768 121,268 145,209 235,434 621,679 Selling, general and administrative expenses 118,448 123,995 135,713 181,863 560,019 Income (loss) from operations 1,320 (2,727) 9,496 53,571 61,660 Total other income (expense) (856) (259) (2,444) (3,090) (6,649) Income (loss) before income taxes 464 (2,986) 7,052 50,481 55,011 Income tax provision (benefit) 172 (1,105) 2,609 18,678 20,354 Net income (loss) $ 292 $ (1,881) $ 4,443 $ 31,803 $ 34,657 LANDS' END, INC. PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS WITHOUT RECLASSIFICATIONS OF SHIPPING AND HANDLING REVENUE AND COSTS FISCAL YEAR 2001 1st Qtr. 2nd Qtr. 3rd Qtr. 4th Qtr YTD 04/28/00 07/28/00 10/27/00 01/26/01 01/26/01 Net sales $266,045 $255,545 $336,391 $496,993 $1,354,974 Cost of sales 145,146 132,674 190,663 259,963 728,446 Gross profit 120,899 122,871 145,728 237,030 626,528 Selling, general and administrative expenses 119,579 125,598 136,232 183,459 564,868 Income (loss) from operations 1,320 (2,727) 9,496 53,571 61,660 Total other income (expense) (856) (259) (2,444) (3,090) (6,649) Income (loss) before income taxes 464 (2,986) 7,052 50,481 55,011 Income tax provision (benefit) 172 (1,105) 2,609 18,678 20,354 Net income (loss) $ 292 $ (1,881) $ 4,443 $ 31,803 % 34,657 Earnings per share data: Basic earnings per share $ 0.01 $ (0.06) $ 0.15 $ 1.08 $ 1.15 Diluted earnings per share 0.01 (0.06) 0.15 1.07 1.14 Basic weighted average shares outstanding 30,199 30,295 30,290 29,412 30,047 Diluted weighted average shares outstanding 30,835 30,722 30,491 29,623 30,422 LANDS' END, INC. CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS WITH RECLASSIFICATIONS OF SHIPPING AND HANDLING REVENUE AND COSTS FISCAL YEAR 2000 (Amounts in thousands, except per share data) 1st Qtr. 2nd Qtr. 3rd Qtr. 4th Qtr. YTD 04/30/99 07/30/99 10/29/99 01/28/00 01/28/00 Net merchandise sales $289,609 $254,616 $325,970 $449,628 $1,319,823 Shipping and handling revenue 21,010 19,459 23,093 33,501 97,063 Total revenue 310,619 274,075 349,063 483,129 1,416,886 Cost of sales 164,175 136,400 185,157 241,559 727,291 Shipping and handling costs 20,954 20,492 23,571 34,774 99,791 Total cost of sales 185,129 156,892 208,728 276,333 827,082 Gross profit 125,490 117,183 140,335 206,796 589,804 Selling, general and administrative expenses 116,342 108,396 126,711 161,198 512,647 Non-recurring charge (credit) (1,323) (275) (176) 0 (1,774) Income (loss) from operations 10,471 9,062 13,800 45,598 78,931 Total other income (expense) (139) (1,994) 90 (644) (2,687) Income (loss) before income taxes 10,332 7,068 13,890 44,954 76,244 Income tax provision 3,823 2,615 5,139 16,633 28,210 Net income (loss) $ 6,509 $ 4,453 $ 8,751 $ 28,321 $ 48,034 LANDS' END, INC. PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS WITHOUT RECLASSIFICATIONS OF SHIPPING AND HANDLING REVENUE AND COSTS FISCAL YEAR 2000 1st Qtr. 2nd Qtr. 3rd Qtr. 4th Qtr YTD 04/30/99 07/30/99 10/29/99 01/28/00 01/28/00 Net sales $289,609 $254,616 $325,970 $449,628 $1,319,823 Cost of sales 164,175 136,400 185,157 241,559 727,291 Gross profit 125,434 118,216 140,813 208,069 592,532 Selling, general and administrative expenses 116,286 109,429 127,189 162,471 515,375 Non-recurring charge (credit) (1,323) (275) (176) 0 (1,774) Income (loss) from operations 10,471 9,062 13,800 45,598 78,931 Total other income (expense) (139) (1,994) 90 (644) (2,687) Income (loss) before income taxes 10,332 7,068 13,890 44,954 76,244 Income tax provision 3,823 2,615 5,139 16,633 28,210 Net income (loss) $ 6,509 $ 4,453 $ 8,751 $ 28,321 $ 48,034 Earnings per share data: Basic earnings per share $ 0.22 $ 0.15 $ 0.29 $ 0.94 $ 1.60 Diluted earnings per share 0.21 0.14 0.28 0.92 1.56 Basic weighted average shares outstanding 30,007 30,057 30,125 30,149 30,085 Diluted weighted average shares outstanding 30,488 30,783 31,071 30,923 30,854 LANDS' END, INC. CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS WITH RECLASSIFICATIONS OF SHIPPING AND HANDLING REVENUE AND COSTS FISCAL YEAR 1999 (Amounts in thousands, except per share data) 1st Qtr. 2nd Qtr. 3rd Qtr. 4th Qtr. YTD 05/01/98 07/31/98 10/30/98 01/29/99 01/29/99 Net merchandise sales $268,587 $239,194 $322,422 $541,172 $1,371,375 Shipping and handling revenue 17,655 16,733 21,673 38,685 94,746 Total revenue 286,242 255,927 344,095 579,857 1,466,121 Cost of sales 143,847 123,716 177,160 309,938 754,661 Shipping and handling costs 19,298 18,213 20,390 37,467 95,368 Total cost of sales 163,145 141,929 197,550 347,405 850,029 Gross profit 123,097 113,998 146,545 232,452 616,092 Selling, general and administrative expenses 114,640 113,314 135,799 180,071 543,824 Non-recurring charge 0 0 1,500 11,100 12,600 Income (loss) from operations 8,457 684 9,246 41,281 59,668 Total other income (expense) (191) (781) (8,695) (501) (10,168) Income (loss) before income taxes 8,266 (97) 551 40,780 49,500 Income tax provision (benefit) 3,058 (36) 204 15,089 18,315 Net income (loss) $ 5,208 $ (61) $ 347 $ 25,691 $ 31,185 LANDS' END, INC. PRO FORMA CONSOLIDATED STATEMENT OF OPERATIONS WITHOUT RECLASSIFICATIONS OF SHIPPING AND HANDLING REVENUE AND COSTS FISCAL YEAR 1999 1st Qtr. 2nd Qtr. 3rd Qtr. 4th Qtr YTD 05/01/98 07/31/98 10/30/98 01/29/99 01/29/99 Net sales $268,587 $239,194 $322,422 $541,172 $1,371,375 Cost of sales 143,847 123,716 177,160 309,938 754,661 Gross profit 124,740 115,478 145,262 231,234 616,714 Selling, general and administrative expenses 116,283 114,794 134,516 178,853 544,446 Non-recurring charge 0 0 1,500 11,100 12,600 Income (loss) from operations 8,457 684 9,246 41,281 59,668 Total other income (expense) (191) (781) (8,695) (501) (10,168) Income (loss) before income taxes 8,266 (97) 551 40,780 49,500 Income tax provision (benefit) 3,058 (36) 204 15,089 18,315 Net income (loss) $ 5,208 $ (61) $ 347 $ 25,691 $ 31,185 Earnings per share data: Basic earnings per share $ 0.17 $ 0.00 $ 0.01 $ 0.85 $ 1.02 Diluted earnings per share 0.17 0.00 0.01 0.84 1.01 Basic weighted average shares outstanding 30,950 30,504 30,239 30,207 30,471 Diluted weighted average shares outstanding 31,346 30,801 30,318 30,452 30,763