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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 9, 1999
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ST. JOHN KNITS, INC.
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(Exact name of registrant as specified in its charter)
California 1-11752 95-2245070
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(State or other jurisdiction Commission (IRS Employer
of incorporation) File Number) Identification No.)
17422 Derian Avenue, Irvine, California 92614
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (949) 863-1171
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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 5. OTHER EVENTS
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A copy of the press release issued by St. John Knits, Inc., a
California corporation (the "Company"), on June 9, 1999 is filed as Exhibit 99.1
to this Current Report and is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
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99.1 Press Release issued by the Company on June 9, 1999.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the Registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
Date: June 9, 1999
ST. JOHN KNITS, INC.
By: /s/ Roger G. Ruppert
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Name: Roger G. Ruppert
Title: Senior Vice President - Finance,
Chief Financial Officer
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EXHIBIT INDEX
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Exhibit
No. Description of Exhibit
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99.1 Press Release issued by the Company on June 9, 1999.
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EXHIBIT 99.1
For Immediate Release
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For: St. John Knits, Inc.
Contact: Roger G. Ruppert
Chief Financial Officer
(949) 863-1171
ST. JOHN REPORTS SECOND QUARTER EARNINGS
IRVINE, California, (June 9, 1999) - Bob Gray, Chairman and Chief Executive
Officer of St. John Knits, Inc. (NYSE:SJK), announced today sales and
earnings for the second quarter and the six month period ended May 2, 1999.
Earnings for the second quarter were $8,267,899 compared to $9,746,448 for
the same period of fiscal year 1998, a decrease of 15%, on net sales of
$78,237,040, a 12% gain over the $69,805,532 reported last year. Diluted
earnings per share were to $0.49 compared to $0.57 for the second quarter
last year, a decrease of 14%.
Net sales for the six month period ended May 2, 1999 were $151,625,553, a
9% increase over the $138,566,509 reported for 1998. Net income for the
first six months of 1999 was $14,092,195 or $0.83 per diluted share,
compared to $18,966,615, or $1.11 per diluted share last year, a decrease
of 25%.
During the second quarter, the Company incurred non-recurring expenses of
approximately $1,679,000 in connection with the settlement of the Amen
Wardy Home litigation and the closure of Amen Wardy Home stores located in
Dallas, Palm Beach and Boston. In connection with the settlement of the
litigation, Amen Wardy Home Stores LLC became a wholly owned subsidiary of
St. John and the name of the entity was changed to St. John Home, LLC. The
effect of these non-recurring charges was to decrease reported net income
and diluted earnings per share by $990,000 and $0.06, respectively, for the
second quarter and for the six month period ended May 2, 1999.
On June 8, 1999, the Board of Directors declared a regular cash dividend of
$0.025 per share, to be paid on July 22, 1999 to shareholders of record on
June 24, 1999.
The Board of Directors of St. John has called a special meeting of
shareholders on June 28, 1999 to vote upon the proposed merger which is
part of a series of merger transactions under which the Gray family and an
affiliate of Vestar Capital Partners would acquire approximately 97% of the
Company's outstanding common stock. A proxy statement dated May 26, 1999
was mailed on or about May 27, 1999 to shareholders of record on May 24,
1999. Although the Company cannot be certain whether or when any of the
conditions to the transaction will be satisfied or that the
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Company will complete the transaction, the Company expects that the
transaction will close in early July.
The Company, headquartered in Irvine, California, is a leading designer,
manufacturer and marketer of women's clothing and accessories, sold
principally under the St. John, Griffith & Gray and Marie Gray trade names.
In addition, the Company's Retail Division operates eighteen retail
boutiques and nine outlet stores. Through a wholly owned subsidiary, St.
John Home, the Company also operates two home furnishing boutiques.
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995: Certain statements in this press release may be deemed to be
forward-looking statements under federal securities laws, including,
without limitation, the Company's statement with respect to the anticipated
completion of the proposed merger transaction, and the Company intends that
such forward-looking statements be subject to the safe-harbor created
thereby. There are many important factors that could cause the Company's
actual results to differ materially from expected results in the forward
looking statements, including without limitation, the satisfaction of the
conditions to the completion of the proposed merger transaction, changes in
consumer demand, increased competition from other manufacturers and
retailers of women's clothing, and the other risks and uncertainties
described in the Company's filings with the Securities and Exchange
Commission.
ST. JOHN KNITS, INC.
Selected Financial Information
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Unaudited
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<CAPTION>
Thirteen Weeks Ended Twenty-Six Weeks Ended
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May 2, 1999 May 3, 1998 May 2, 1999 May 3, 1998
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<S> <C> <C> <C> <C>
Net Sales $78,237,040 $69,805,532 $151,625,553 $138,566,509
Gross profit 45,280,227 40,876,251 84,839,654 80,654,340
Operating income 13,649,035 15,677,468 23,073,616 31,262,794
Income before taxes 14,053,614 16,081,564 23,904,590 31,895,025
Net income 8,267,899 9,746,448 14,092,195 18,966,615
Diluted net income per
share $ 0.49 $ 0.57 $ 0.83 $ 1.11
Weighted average
common shares and
equivalents outstanding 17,006,748 17,171,117 16,982,678 17,115,348
</TABLE>
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