As filed with the Securities and Exchange Commission on April 8, 2002
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 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): April 5 , 2002
POLO RALPH LAUREN CORPORATION
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(Exact name of registrant as specified in its charter)
DELAWARE 001-13057 13-2622036
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(State or other jurisdiction of (Commission File (IRS Employer
incorporation) Number) Indentification No.)
650 MADISON AVENUE, NEW YORK, NEW YORK 10022
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (212) 318-7000
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NOT APPLICABLE
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(Former name or former address, if changed since last report)
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ITEM 9. REGULATION FD DISCLOSURE.
Attached as Exhibit 99.1 is a press release issued by Polo
Ralph Lauren Corporation on April 5, 2002.
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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.
POLO RALPH LAUREN CORPORATION
By: /s/ Edward W. Scheuermann
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Name: Edward W. Scheuermann
Title: Secretary
Dated: April 8, 2002
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INDEX TO EXHIBITS
EXHIBIT
NUMBER DESCRIPTION
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99.1 Press Release of Polo Ralph Lauren Corporation, dated April 5,
2002.
EXHIBIT 99.1
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Investor Contact: Nancy S. Murray 212.813.7862
POLO RALPH LAUREN CONFIRMS FOURTH QUARTER TARGET,
PROVIDES FISCAL 2003 GUIDANCE
o Anticipates Reporting Adjusted Fourth Quarter EPS of $0.43 to $0.45 on
May 22nd
o Expects Fiscal Year 2003 Adjusted EPS of $1.80-$1.90
New York (April 5, 2002) - Polo Ralph Lauren Corporation (NYSE: RL) today
provided the following adjusted diluted earnings per share guidance for the
fourth fiscal quarter ended March 30, 2002 and for the fiscal year 2003 ending
March 29, 2003.
The company anticipates that it will report as adjusted diluted earnings per
share for the fourth quarter of approximately $0.43 to $0.45. It anticipates
reporting actual diluted earnings per share of approximately $0.48 to $0.52 for
the fourth quarter that will now reflect the European operations earnings for
January, February and March 2002, where previously the business had been
reported in the consolidated financial statements on a three-month lag.
The fourth quarter as adjusted results will exclude approximately $25 million of
pre-tax earnings resulting from the change in the reporting periods of the
European operations, and a pre-tax foreign currency gain of approximately $1.5
million. These earnings will be offset by an increase of approximately $10
million pre-tax restructuring reserve for Club Monaco store lease obligations.
The real estate reserve, which originally arose in the FY01 Restructuring and
Special Charge Plan, was increased due to the less favorable real estate market
following the terrorist attacks on September 11th. In addition, the Company will
make an
$8 million pre-tax contribution to the Ralph Lauren Foundation that provides
philanthropic and volunteer support to organizations focused on health,
educational and cultural initiatives.
For fiscal year 2003, adjusted diluted earnings per share are expected to be
between $1.80 and $1.90 driven by single digit revenue growth and improvements
in margins and ongoing inventory improvement.
Polo Ralph Lauren Corporation is a leader in the design, marketing and
distribution of premium apparel and lifestyle products in four categories:
apparel, home, accessories and fragrances. For more than 30 years, Polo's
reputation and distinctive image have been consistently developed across an
expanding number of products, brands and international markets. The Company's
brand names, which include "Polo", "Polo by Ralph Lauren", "Polo Sport", "Ralph
Lauren", "RALPH", "Lauren", "Polo Jeans Co.", "Chaps", and "Club Monaco" among
others, constitute one of the world's most widely recognized families of
consumer brands.
Certain statements including, without limitation, and the statements relating to
the earnings outlook for the fourth quarter fiscal 2002 and fiscal 2003
contained herein constitute "forward-looking statements" within the meaning of
the U.S. Private Securities Litigation Reform Act of 1995. Such forward-looking
statements are based on current expectations and involve certain risks and
uncertainties. Actual results might differ materially from those projected in
the forward-looking statements. Among the factors that could cause actual
results to materially differ are the following: risks associated with a general
economic downturn and other events leading to a reduction in discretionary
consumer spending; risks associated with implementing the Company's plans to
enhance its worldwide luxury retail business, inventory management program and
operating efficiency initiatives; risks associated with changes in the
competitive marketplace, including the introduction of new products or pricing
changes by the Company's competitors; changes in global economic conditions;
risks associated with the Company's dependence on sales to a limited number of
large department store customers, including risks related to extending credit to
customers; risks associated with the Company's dependence on its licensing
partners for a substantial portion of its net income and risks associated with a
lack of operational and financial control over licensed businesses; risks
associated with consolidations, restructurings and other ownership changes in
the retail industry; risks associated with competition in the segments of the
fashion and consumer product industries in which the Company operates, including
the Company's ability to shape, stimulate and respond to changing consumer
tastes and demands by producing attractive products, brands and marketing, and
its ability to remain competitive in the areas of quality and price; risks
associated with uncertainty relating to the Company's ability to implement its
growth strategies; risks associated with the Company's entry into new markets
either through internal development activities or through acquisitions; risks
associated with the possible adverse impact of the Company's unaffiliated
manufacturers' inability to manufacture in a timely manner, to meet quality
standards or to use acceptable labor practices and other factors detailed in the
filings made by the Company with the Securities and Exchange Commission. The
Company undertakes no obligation to
publicly update or revise any forward-looking statements, whether as a result of
new information, future events or otherwise.
Information in this press release presents the effects of Adjusted EPS which
excludes items that are included in actual EPS under Generally Accepted
Accounting Principles as we believe the information is useful given the
significance of such items and so that our business can be assessed on operating
results. This non-GAAP measure should not be considered as any measure of
performance or liquidity under generally accepted accounting principles such as
net income and cash flows from operating activities and such measure may not be
comparable to similarly titled measures of other companies.
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