Donald T. Grimes
Analyst · Stifel
I apologize for the technical difficulties, I'm going to pick up where I was informed approximately where we lost the connection. So to the extent this is a bit of repeat of a paragraph or 2, please bear with me. Shifting back to the company's full year results including PLG in the stub period, gross margin was 38.6%, a decline of 90 basis points versus the prior year and in line with the guidance we provided in October. For the legacy business, gross margin was 38.0%. As we've previously noted, negative channel mix in the form of higher closeout sales and the negative geographic and brand mix in the form of better sales performance in the U.S. by some of the lower gross margin brands in the portfolio, contributed to the full year gross margin decline. Additionally, higher product cost, particularly in the first half of the year, were only partially offset by selling price increases and foreign exchange contract gains. Full year noncash LIFO expense of $3.6 million was about $500,000 lower than the prior year. Reported gross margin for the company was 38.3% and includes the impact of $3.7 million of nonrecurring transaction related cost of sales tied to the write-up of PLG's inventory to fair market value as of the closing date, and $800,000 of nonrecurring severance expenses incurred in the fourth quarter in our combined Asian sourcing organization. Operating expenses for the legacy business were $394.7 million for the full fiscal year, an increase of 2.1% versus the prior year and $119.9 million for the fourth quarter, an increase of only 0.6%. For the full year, brand building investments and $10.4 million of incremental noncash pension expense, were partially offset by significantly lower incentive comp expense, strong discipline in corporate cost centers and a favorable impact of foreign exchange fluctuations. Legacy Wolverine SG&A for the full year was 27.8% of revenue. Including PLG, operating expenses in fiscal 2012 were $481.1 million or 29.4% of sales. This latter amount includes both SG&A in support of PLG's operations in the stub period and amortization expense related to purchase price accounting of $6.9 million. Total reported operating expenses for the company up $514.4 million, includes $24.9 million of nonrecurring transaction-related expenses and $7.6 million of nonrecurring integration expenses. The transaction related expenses consist primarily of investment banker, legal and accountancy fees, and Wolverines share of other expenses incurred at closing related directly to the transaction itself. Integration expenses consist primarily of software licenses, consulting fees and retention bonus expenses. Full year net interest expense, excluding nonrecurring items that are recorded as interest expense, totaled $14 million. Most of this amount is plain vanilla interest expense on the new acquisition debt, offset by a small amount of interest income, but it also includes $1.5 million of amortization of capitalized financing costs. We also recorded $5.2 million of nonrecurring costs as interest expense, the vast majority of which is the commitment fee for the bridge financing that we needed on the day we signed the agreement to acquire PLG, but thankfully never had to use. The company's reported effective tax rate for the full year was a very low 14.2% and reflects both the $0.19 per share of nonrecurring tax benefits recorded in the last year's first and second quarters and the deductibility of almost all of the nonrecurring transaction and integration expenses and high statutory tax rate jurisdictions. The effective tax rate applicable to the legacy business was approximately 19.1% and reflects the nonrecurring tax benefits from the first half of fiscal 2012. In early 2012, the company repurchased approximately 65,000 shares in the open market at an average price of $37.09 per share. We have approximately $86 million remaining under our 2010 share repurchase authorization. We also shared cash with our shareholders in the form of dividends paid during the year, totaling $23.6 million. Fully diluted weighted average shares outstanding for the full year were 48.5 million. Fully diluted earnings for the full year, after adjusting for $0.66 per share of nonrecurring transaction and integration expenses were $2.29 per share, comprised of $2.34 per share for the legacy business and $0.05 per share of dilution from PLG in the stub period. In the fourth quarter, fully diluted earnings after adjusting for $0.56 per share of nonrecurring expenses, were $0.48 per share comprised of $0.53 per share for the legacy Wolverine business, up 12.8% versus the prior year, and the same $0.05 per share of dilution from PLG. Compared to prior expectations, legacy Wolverine earnings in the quarter benefited from a slightly better gross margin, slightly lower operating expenses and a slightly lower effective tax rate. PLG earnings, compared to prior guidance, benefited, from a modestly higher gross margin and significantly lower operating expenses. The lower than forecasted operating expenses were driven by lower discretionary spending, reversals of balance sheet reserves and lower than anticipated costs for transition services provided by PLG's former parent company. Full year depreciation and amortization, including new amortization related to purchase price accounting was $27.7 million, and full year adjusted EBITDA as defined by our senior secured credit agreement was $220.8 million. Turning to the balance sheet. Year-end inventory excluding inventory for the 4 recently acquired brands, was down 4.3%, reflecting excellent management of our most significant component of working capital. We believe that our consolidated inventory across the entire portfolio, including the PLG brand, is in excellent shape as we enter fiscal 2013. Full year capital expenditures were $14.9 million, lower than the prior year's $19.4 million, as certain retail openings and other capital projects were delayed while the organization's attention was directed towards integrating PLG into Wolverine. As expected, we generated a significant amount of cash in the fourth quarter and we're able to prepay $25 million of principal on our term loans in November. Even after the voluntary debt payment in the fourth quarter, we finished the year with cash and cash equivalents of more than $171 million, resulting in net debt of $1.08 billion at year end, and we are well within the financial covenants associated with our senior secured credit agreement. Additionally, we made about $8 million of mandatory principal payments in January of this year, and yet another $25 million voluntary principal payment just a few weeks ago, underscoring our stated intent to deleverage as quickly as practical. Our priorities for cash are to invest in our brands, to fuel organic growth, maintain the stable cash dividend to our shareholders and aggressively pay down debt. Turning to 2013, we believe that Europe will be on a status quo position and as trading conditions will remain challenging through most of the fiscal year, which will negatively impact the growth of our brands that have the most significant exposure to that region: Merrell, Hush Puppies, CAT and Sebago. Additionally, we expect the U.S. outdoor channels to experience sluggish growth in 2013, driven partly by 2 consecutive fall and early winter weather seasons that were much tamer than normal, resulting in retailers being even more cautious about orders for the Fall 2013 season. Given these challenges, we expect the Merrell brand, even with the successful launch of its new M-Connect collection to grow its global revenue in a low-single-digit range in 2013. Offsets to these macroeconomic challenges include the expectation of continued outstanding performance from our Sperry Top-Sider brand, which by establishing itself as the go-to choice in casual footwear, has grown its revenue by over 30% in each of the last 3 fiscal years. Additionally, based on the current backlogs and retailer feedback, we expect strong global revenue growth from Stride Rite, Keds and Saucony, as well as excellent performance from Hush Puppies in the United States. Based on the above inputs, we're forecasting record full year 2013 revenue in the range of $2.7 billion to $2.8 billion, representing growth in the range of 6% to 9.9% versus 2012 pro forma revenue of $2.548 billion. Further, based on quarter-to-date results and expectations for the balance of the quarter, we expect record first quarter revenue in the range of $620 million to $640 million, representing growth in the range of 3.9% to 7.3% versus 2012 pro forma first quarter revenue of $596.7 million. Foreign exchange is expected to negatively impact Q1 reported revenue in the range of $3 million to $5 million. We're forecasting moderate full year consolidated gross margin expansion, based on a more stable product cost environment, the benefit of selling price increases, significantly lower closeout sales, expected efficiencies in our sourcing operations and importantly, the benefit from a shift in mix towards higher-margin consumer direct business driven by the full year inclusion of the PLG brands, in particular Stride Rite. These contributors to gross margin expansion will be only partially offset by the anticipated negative impact of foreign exchange forward contracts that mature in the fiscal year. Turning to SG&A, the company's 2013 operating expenses will be impacted by the following items: First, noncash pension expense will be approximately $10 million higher in 2013, driven primarily by the low 4.3% discount rate used to calculate the year-end pension liability. This compares to last year's discount rate of 5.4%. I think it's worth noting that the same trend in the market interest rate that has driven pension expense higher the last few years, is now providing a benefit by helping reduce overall interest expense. It's also worth noting that we did take the important step late last year to close the legacy Wolverine pension plans to new participants effective January 1, 2013. Although this action doesn't benefit pension expense in 2013, it will have a modest but growing positive impact on pension expense in 2014 and beyond. The legacy Wolverine pension plan will require no cash funding in 2013, and the frozen legacy PLG pension plan will require cash funding of only about $2 million. Next, after a low level of incentive comp expense in 2012, we expect to return to more normalized levels in fiscal 2013 with a year-over-year increase in the range of $9 million to $11 million. Third, purchase price accounting requires the appropriate allocation of the acquisition purchase price to both tangible and intangible assets. Some intangible assets are deemed to have indefinite lives and therefore, are not amortized. Those that have determinable lives are amortized over the various time frames. We currently expect full year noncash amortization expense related to purchase price accounting of approximately $23 million in fiscal 2013 versus approximately $7 million in fiscal 2012 stub period. Next, as we have previously noted, we had been incurring, and will continue to incur, incremental costs related to operating the acquired businesses and managing a new capital structure. Examples of these expenses include, the cost of transition service agreements with PLG's former parent company, the cost of creating store development and loss prevention teams and the cost of adding resources to our treasury staff. Due to the expected timing of completing some significant integration activities, including the formation of systems conversion, the synergies that will eventually offset these incremental costs won't occur to any great extent until the latter half of fiscal 2013. Therefore, in fiscal 2013, the incremental ongoing costs we're incurring are expected to modestly exceed the partial year of synergy benefits. In fiscal 2014, the benefit from retiring nearly all the transition service agreements, a full year of synergies and additional cost reduction opportunities, will significantly accelerate earnings accretion. We still expect the run rate of net synergies to be north of $10 million per year once all integration activities are completed. Finally, and perhaps most importantly, we're investing behind our brands to fuel future growth. We expect year-over-year increases in marketing, product development and sales force infrastructure in support of key growth strategies for Sperry Top-Sider, Keds and Merrell, in particular. Taken all these factors into consideration, we expect fiscal 2013 SG&A as a percentage of sales to be modestly above the 29.4% reported in fiscal 2012. We're forecasting net interest expense in the range of $55 million to $60 million in fiscal 2013. This forecast assumes relatively stable market interest rate, and includes the noncash amortization of capitalized financing cost of $6.7 million. Excluding the impact on the tax rate of nonrecurring charges, we're projecting a full year effective tax rate in a range of 24% to 26%. This estimate reflects the benefit from last year's favorable court ruling and the deductibility of acquisition-related expenses, such as interest expense and purchase price amortization, offset by the current profit skew of the acquired brands to the U.S. and its higher statutory tax rate. On a reported basis, including the tax benefit of nonrecurring charges, we expect the tax rate in the range of 21% to 23%. We're projecting weighted average shares outstanding for the full year of approximately 50 million. Also, please don't forget, that because the company has restricted shares that have rights to dividends, we have to adjust reported net income in order to calculate fully diluted earnings per share. That adjustment, which bridges from net income attributable to Wolverine Worldwide to net earnings used to calculate diluted earnings per share, was $1.6 million in 2012 and we're projecting the adjustment to be approximately $2 million in 2013. Excluding nonrecurring transaction and integration expenses, we expect fiscal 2013 full year diluted earnings per share in the range of $2.50 to $2.65, which represents growth in a range of 9.2% to 15.7% versus 2012 adjusted earnings per share of $2.29. Year-over-year earnings growth, although helped by the full year inclusion of the former PLG brands, is suppressed by the $0.19 per share of nonrecurring tax benefits recorded in last year's first half. Adjusting prior year earnings for the nonrecurring tax benefit, means our fiscal 2013 earnings guidance represents growth in the range of 19% to 26.2%. Based on quarter-to-date performance and expectations for the balance of the quarter, we expect first quarter diluted earnings in the range of $0.53 to $0.56 per share, representing growth in the range of 1.9% to 7.7% versus the prior year earnings adjusted for the $0.12 per share nonrecurring tax benefit. Foreign exchange, particularly the negative impact of foreign exchange forward contract is expected to reduce earnings by approximately $0.04 per share in the quarter. We're forecasting full year depreciation and amortization, including approximately $23 million of purchase price amortization in the range of $45 million to $50 million and adjusted EBITDA between $330 million and $345 million, representing growth of approximately 49% to 56%. Capital expenditures are expected in the range of $40 million to $50 million, and included in the capital plan is approximately $10 million for projects specifically related to the integration of the 2 businesses, primarily information systems investments. Additional investments are expected for e-commerce infrastructure, maintenance capital within our own manufacturing operations and new retail store openings. Included in the fiscal 2013 guidance is GAAP accretion from the PLG acquisition in the range of $0.40 to $0.50 per share, compared to our prior guidance of $0.35 to $0.50 per share. Given the seasonality of the PLG brands, we expect modest accretion in the first fiscal quarter, slight dilution in the second fiscal quarter, strong accretion in the third fiscal quarter and modest accretion in the fourth fiscal quarter. Adjusted for the noncash purchase price amortization expense, fiscal 2013 accretion is in the range of $0.70 to $0.80 per share. For fiscal 2014, we now expect GAAP accretion in the range of $0.70 to $0.90 per share, compared to prior guidance of $0.60 to $0.80 per share and adjusted accretion in the range of $1 to $1.20 per share. Thanks for your time and attention this morning. And I'll now turn the call back over to Blake for some final comments.