SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 10-Q
[X] QUARTERLY REPORT UNDER SECTION 13 or 15 (d) OF THE SECURITIES EXCHANGE ACT
OF 1934 For the Quarterly Period Ended April 30, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934 For the transition period from ______________ to
______________
Commission File Number 0-16999
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Urban Outfitters, Inc.
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(Exact name of registrant as specified in its charter)
PENNSYLVANIA 23-2003332
------------------------------ -------------------
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation of Organization) Identification No.)
1809 Walnut Street, Philadelphia, PA 19103
--------------------------------------- ----------
(Address of principal executive office) (Zip Code)
(215) 564-2313
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(Registrant's telephone number including area code)
N/A
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(Former name, former address and former fiscal year,
if changed since last report)
---------------------
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15 (d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X No
--- ---
Title of Each Class Number of Shares Outstanding
of Common Stock at June 1, 2000
------------------- ----------------------------
Common Shares, par value, $.0001 per share 17,253,486
<PAGE>
INDEX
PAGE
----
PART I Financial Information
ITEM 1 Financial Statements
Condensed Consolidated Balance Sheets at April 30, 2000, 3
January 31, 2000, and April 30, 1999 (Unaudited)
Condensed Consolidated Statements of Income for the three 4
months ended April 30, 2000 and 1999 (Unaudited)
Condensed Consolidated Statements of Shareholders' 5
Equity (Unaudited)
Condensed Consolidated Statements of Cash Flows for the 6
three months ended April 30, 2000 and 1999 (Unaudited)
Notes to Condensed Consolidated Financial Statements 7 - 10
ITEM 2 Management's Discussion and Analysis of Financial 11 - 16
Condition and Results of Operations
PART II Other Information
ITEM 6 Exhibits and Reports on Form 8-K 17
SIGNATURES 18
2
<PAGE>
URBAN OUTFITTERS, INC.
Condensed Consolidated Balance Sheets
(in thousands, except share and per share data)
(Unaudited)
<TABLE>
<CAPTION>
April 30, 2000 January 31, 2000 April 30, 1999
-------------- ---------------- --------------
Assets
Current assets:
<S> <C> <C> <C>
Cash and cash equivalents $ 8,474 $ 12,727 $ 14,134
Marketable securities 10,584 11,225 10,105
Accounts receivable, net of allowance for doubtful accounts of $541,
$518 and $740, respectively 6,369 4,825 5,060
Inventories 33,023 26,868 25,292
Prepaid expenses and other current assets 6,343 10,433 7,715
--------- --------- ---------
Total current assets 64,793 66,078 62,306
Property and equipment, net 76,208 72,819 48,477
Marketable securities 8,646 8,646 16,299
Other assets 5,953 5,958 8,248
--------- --------- ---------
$ 155,600 $ 153,501 $ 135,330
========= ========= =========
Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable $ 17,379 $ 16,760 $ 16,394
Accrued expenses and other current liabilities 11,177 11,312 10,324
--------- --------- ---------
Total current liabilities 28,556 28,072 26,718
Deferred rent 4,685 4,513 3,986
--------- --------- ---------
Total liabilities 33,241 32,585 30,704
--------- --------- ---------
Shareholders' equity:
Preferred shares; $.0001 par value, 10,000,000 authorized, none issued -- -- --
Common shares; $.0001 par value, 50,000,000 shares authorized,
17,253,486, 17,358,186 and 17,398,541 issued and outstanding,
respectively 2 2 2
Additional paid-in capital 16,268 17,680 17,021
Retained earnings 106,604 103,614 87,884
Accumulated other comprehensive loss (515) (380) (281)
--------- --------- ---------
Total shareholders' equity 122,359 120,916 104,626
--------- --------- ---------
$ 155,600 $ 153,501 $ 135,330
========= ========= =========
</TABLE>
See accompanying notes
3
<PAGE>
URBAN OUTFITTERS, INC.
Condensed Consolidated Statements of Income
(in thousands, except share and per share data)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended April 30,
2000 1999
------------ ------------
<S> <C> <C>
Net sales $ 65,291 $ 57,991
Cost of sales, including certain buying,
distribution and occupancy costs 42,077 36,563
------------ ------------
Gross profit 23,214 21,428
Selling, general and administrative expenses 18,203 15,416
------------ ------------
Income from operations 5,011 6,012
Other income (expense), net 100 (564)
------------ ------------
Income before income taxes 5,111 5,448
Income tax expense 2,121 2,498
------------ ------------
Net income $ 2,990 $ 2,950
============ ============
Net income per common share:
Basic $ 0.17 $ 0 .17
============ ============
Diluted $ 0.17 $ 0.17
============ ============
Weighted average common shares outstanding:
Basic 17,268,287 17,490,797
============ ============
Diluted 17,312,167 17,668,709
============ ============
</TABLE>
See accompanying notes
4
<PAGE>
URBAN OUTFITTERS, INC.
Condensed Consolidated Statements of Shareholders' Equity
(in thousands, except share data)
(Unaudited)
<TABLE>
<CAPTION>
Common Shares
-----------------------------------------------------
Accumulated
Number Additional Other
Comprehensive of Par Paid-in Retained Comprehensive
Income Shares Value Capital Earnings Loss Total
------------- ---------- ----- ---------- -------- ------------- --------
<S> <C> <C> <C> <C> <C> <C> <C>
Balances at February 1, 2000 17,358,186 $ 2 $17,680 $103,614 $ (380) $120,916
Net income $2,990 -- -- -- 2,990 -- 2,990
Foreign currency translation (135) -- -- -- -- (135) (135)
------
Comprehensive income $2,855
======
Purchase and retirement of
common shares (104,700) -- (1,412) -- -- (1,412)
---------- --- ------- -------- ------- --------
Balances at April 30, 2000 17,253,486 $ 2 $16,268 $106,604 $ (515) $122,359
========== === ======= ======== ======= ========
Balances at February 1, 1999 17,639,754 $ 2 $20,825 $ 84,934 $ (467) $105,294
Net income $2,950 -- -- -- 2,950 -- 2,950
Foreign currency translation 186 -- -- -- -- 186 186
------
Comprehensive income $3,136
======
Exercise of stock options 130,332 -- 1,190 -- -- 1,190
Purchase and retirement of
common shares (371,545) -- (4,994) -- -- (4,994)
---------- --- ------- -------- ------- --------
Balances at April 30, 1999 17,398,541 $ 2 $17,021 $ 87,884 $ (281) $104,626
========== === ======= ======== ======= ========
</TABLE>
See accompanying notes
5
<PAGE>
URBAN OUTFITTERS, INC.
Condensed Consolidated Statements of Cash Flows
(in thousands)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended April 30,
2000 1999
-------- --------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 2,990 $ 2,950
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization 2,396 1,926
Provision for losses of MXG Media, Inc. -- 1,000
Changes in assets and liabilities:
Increase in receivables (1,544) (236)
Increase in inventories (6,155) (3,411)
Decrease (increase) in prepaid expenses and other assets 4,095 (1,611)
Increase in payables, accrued expenses and other liabilities 656 2,635
-------- --------
Net cash provided by operating activities 2,438 3,253
-------- --------
Cash flows from investing activities:
Capital expenditures (5,722) (7,274)
Purchases of marketable securities (500) (6,816)
Sales and maturities of marketable securities 1,078 5,599
Advances to MXG Media, Inc. -- (2,175)
-------- --------
Net cash used in investing activities (5,144) (10,666)
-------- --------
Cash flows from financing activities:
Exercise of stock options -- 1,190
Purchases and retirement of common stock (1,412) (4,994)
-------- --------
Net cash used in financing activities (1,412) (3,804)
-------- --------
Effect of exchange rate changes on cash and cash equivalents (135) 186
-------- --------
Decrease in cash and cash equivalents (4,253) (11,031)
Cash and cash equivalents at beginning of period 12,727 25,165
-------- --------
Cash and cash equivalents at end of period $ 8,474 $ 14,134
======== ========
</TABLE>
See accompanying notes
6
<PAGE>
URBAN OUTFITTERS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of Presentation
The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally accepted accounting principles for
interim financial information and with the instructions to Form 10-Q and Article
10 of Regulation S-X. Accordingly, they do not include all of the information
and footnotes required by generally accepted accounting principles for complete
financial statements. In the opinion of management, all adjustments (consisting
of normal recurring accruals) considered necessary for a fair presentation have
been included. For further information, refer to the consolidated financial
statements and footnotes thereto included in the Company's Annual Report on Form
10-K for the fiscal year ended January 31, 2000, filed with the Securities and
Exchange Commission on April 14, 2000.
Certain prior period amounts have been reclassified to conform to the
current year's presentation.
2. Marketable Securities
Marketable securities are classified as follows:
<TABLE>
<CAPTION>
April 30, 2000 January 31, 2000 April 30, 1999
-------------- ---------------- ----------
(in thousands)
<S> <C> <C> <C>
Current portion
Held-to-maturity.......................... $ 8,257 $ 5,938 $ 7,348
Available-for-sale......................... 2,327 5,287 2,757
------- ------- -------
10,584 11,225 10,105
Noncurrent portion
Held-to-maturity........................... 8,646 8,646 16,299
------- ------- -------
Total marketable securities .............. $19,230 $19,871 $26,404
======= ======= =======
</TABLE>
The difference between the fair market value and amortized cost of
marketable securities is immaterial.
7
<PAGE>
3. Net Income Per Share
The following is a reconciliation of the denominators of the net income per
share and net income per share - assuming dilution ("EPS") computations:
April 30, 2000 April 30, 1999
-------------- --------------
Basic weighted average
shares outstanding 17,268,287 17,490,797
Effect of dilutive options 43,880 177,912
---------- ----------
Diluted weighted average
shares outstanding 17,312,167 17,668,709
========== ==========
Options to purchase 1,044,500 shares were outstanding at April 30, 2000,
but were not included in the computation of EPS because the options' exercise
prices were greater than the average market price of the common shares.
Options to purchase 318,500 shares were outstanding at April 30, 1999, but
were not included in the computation of EPS because the options' exercise prices
were greater than the average market price of the common shares.
4. Segment Reporting
Urban Outfitters is a national retailer of lifestyle-oriented general
merchandise through 58 stores operating under the retail names "Urban
Outfitters" and "Anthropologie," and through a catalog and two web sites. Sales
from this retail segment account for over 90% of total consolidated sales for
the fiscal year ended January 31, 2000. The remainder is derived from a
wholesale division that manufactures and distributes apparel to the retail
segment and to over 1,300 better specialty stores worldwide.
The Company has aggregated its operations into these two reportable
segments based upon their unique management, customer base and economic
characteristics. Reporting in this format provides management with the financial
information necessary to evaluate the success of the segments and the overall
business. The Company evaluates the performance of the segments based on the net
sales and pre-tax income from operations (excluding intercompany royalty and
interest charges) of the segment. Corporate expenses include expenses incurred
in and directed by the corporate office that are not allocated to segments. The
principal identifiable assets for each operating segment are inventory and fixed
assets. Other assets are comprised primarily of general corporate assets, which
principally consist of cash and cash equivalents, marketable securities and
other assets. The Company accounts for intersegment sales and transfers as if
the sales and transfers were made to third parties making similar volume
purchases.
8
<PAGE>
4. Segment Reporting (continued)
Both the retail and wholesale segment are highly diversified. No customer
comprises more than 10% of sales. Foreign operations are immaterial relative to
the overall Company.
Three months ended
April 30,
2000 1999
-------- --------
Operating revenues
Retail operations $ 58,947 $ 52,443
Wholesale operations 7,490 6,186
Intersegment elimination (1,146) (638)
-------- --------
Total net sales $ 65,291 $ 57,991
======== ========
Income from operations
Retail operations $ 5,033 $ 6,040
Wholesale operations 530 477
-------- --------
Total segment operating income 5,563 6,517
General corporate expenses (552) (505)
-------- --------
Total income from operations $ 5,011 $ 6,012
======== ========
<TABLE>
<CAPTION>
April 30, 2000 January 31, 2000 April 30, 1999
-------------- ---------------- --------------
<S> <C> <C> <C>
Net fixed assets
Retail operations............... $ 75,209 $ 71,805 $ 47,490
Wholesale operations............ 998 1,013 986
Corporate....................... 1 1 1
-------- -------- --------
Total net fixed assets.......... $ 76,208 $ 72,819 $ 48,477
======== ======== ========
Inventory
Retail operations............... $ 31,880 $ 25,217 $ 24,280
Wholesale operations............ 1,143 1,651 1,012
-------- -------- --------
Total inventory................. $ 33,023 $ 26,868 $ 25,292
======== ======== ========
</TABLE>
9
<PAGE>
5. Investment in MXG Media, Inc.
On February 5, 1998 the Company entered into an agreement with MXG Media,
Inc. ("MXG," formerly HMB Publishing, Inc.) for the purchase of securities
convertible into a minority interest in the company through Series B Convertible
Preferred Stock and certain convertible debentures. The agreement called for
additional investments and ownership if MXG met certain performance milestones.
MXG publishes the "MXG magalog" and operates the www.MXGonline.com and
www.MXGtv.com web sites, all of which cater to teenage girls.
As of April 30, 2000, the Company has invested approximately $2.0 million
in Series B Convertible Preferred Stock and $2.4 million in convertible
debentures. MXG has incurred losses since its inception, and, in accordance with
the equity method of accounting, the Company had recorded reserves for its
portion of operating losses related to the minority interest in MXG during the
prior fiscal year. The company has no plans to increase its investment in MXG or
advance additional funds.
During the quarter ended April 30, 1999, the Company advanced $1.6 million
of bridge financing to MXG in the form of promissory notes. This amount,
together with subsequent advances, was repaid with interest on November 1, 1999.
As of April 30, 1999, the Company's net investments in MXG aggregated $4.9
million. During this quarter, the Company recognized charges of $1.0 million,
reported as other expense, to record the above required accounting reserves.
6. Common Stock Purchase and Retirement
The Company purchased and retired 104,700 shares, at a cost of $1.4
million, and 371,545 shares, at a cost of $5.0 million, of its common stock in
open market transactions during the quarters ended April 30, 2000 and April 30,
1999, respectively. Purchases during the quarter ended April 30, 2000 were made
pursuant to a Board resolution adopted in January, 2000 that authorizes the
Company to purchase up to 1,000,000 shares of the Company's common stock from
time-to-time based on prevailing market conditions. Purchases during the prior
year's quarter ended April 30, 1999 were made pursuant to a 1995 Board
authorized buy-back plan which allowed the Company to purchase up to 800,000
shares. As of April 30, 2000, up to 880,500 additional shares are authorized for
purchase under the January, 2000 buy-back plan.
10
<PAGE>
PART I
FINANCIAL INFORMATION (continued)
ITEM 2 Management's Discussion and Analysis of Financial Condition and Results
of Operations
GENERAL
This Securities and Exchange Commission filing is being made pursuant to
the "safe harbor" provisions of the Private Securities Litigation Reform Act of
1995. Certain matters contained in this filing may constitute forward-looking
statements. Anyone, or all, of the following factors could cause actual
financial results to differ materially from those financial results mentioned in
the forward-looking statements: industry competition factors, unavailability of
suitable retail space for expansion, timing of store openings, difficulty in
predicting and responding to fashion trend shifts, seasonal fluctuations in
gross sales, the departure of one or more key senior managers and other risks
identified in filings with the Securities and Exchange Commission.
Thus far this fiscal year, the Company opened one new Urban Retail store in
Tucson, Arizona. Management plans to open approximately twelve to fourteen new
stores during the remainder of the fiscal year.
RESULTS OF OPERATIONS
The Company's operating years end on January 31 and include twelve periods
ending on the last day of the calendar month. For example, the fiscal year 2001
("FY 2001") will end on January 31, 2001. This discussion of results of
operations addresses the first three months of FY 2001 and FY 2000.
11
<PAGE>
The following table sets forth, for the periods indicated, the percentage
of the Company's net sales represented by certain income statement data. The
following discussion should be read in conjunction with the table that follows:
Three Months Ended
April 30,
2000 1999
----- ------
Net sales 100.0% 100.0%
Cost of sales, including certain buying,
distribution and occupancy costs 64.4 63.0
----- -----
Gross profit 35.6 37.0
Selling, general and administrative expenses 27.9 26.6
----- -----
Income from operations 7.7 10.4
Other income (expense), net 0.1 (1.0)
----- -----
Income before income taxes 7.8 9.4
Income tax expense 3.2 4.3
----- -----
Net income 4.6% 5.1%
===== =====
FIRST QUARTER ENDED APRIL 30, 2000 COMPARED
TO THE FIRST QUARTER ENDED APRIL 30, 1999
Net sales increased during the first quarter ended April 30, 2000 to $65.3
million, up 12.6% from $58.0 million for the same quarter last year. The $7.3
million increase over the prior year's first quarter was primarily the result of
new and noncomparable stores' sales increases of $6.9 million. A 4% comparable
store decrease accounted for a $1.7 million reduction in sales, while
Anthropologie direct response (catalog and web site) sales increased $1.3
million. Wholesale segment sales increased by $0.8 million.
The Company's gross profit margin expressed as a percentage of sales
decreased by 1.4% versus the comparable period last year, primarily due to the
increased occupancy costs of noncomparable and new stores, as well as additional
retail clearance markdowns.
Selling, general and administrative expenses expressed as a percentage of
sales for the quarter ended April 30, 2000 increased to 27.9% compared to 26.6%
for the same quarter last year. For the retail store operations, the Company's
cost control efforts reduced the deleveraging impact of the comparable store
sales decrease, resulting in a decrease in expense dollars and only a modest
percentage increase in selling and administrative costs. Noncomparable and new
stores, however, with lower average sales volumes, have higher proportionate
expenses than comparable stores, accounting for the bulk of the increase.
Anthropologie direct response operations experienced an increase in operating
expense percentages for the quarter primarily due to the timing of the
recognition of catalog production costs related to the first quarter's Spring
book
12
<PAGE>
versus the same book in last year's comparable quarter. Additionally,
initial start-up costs were incurred for the design, production and
administration of the new Urban e-commerce web site (www.urbn.com) which
launched in May 2000. An increase in sales by the Wholesale company resulted in
the leveraging of its operating expenses, partially offsetting these items.
Net income increased by 1% to $2,990,000 versus $2,950,000 for the
comparable quarter last year.
On February 5, 1998 the Company entered into an agreement with MXG Media,
Inc. ("MXG," formerly HMB Publishing, Inc.) for the purchase of securities
convertible into a minority interest in MXG through Series B Convertible
Preferred Stock and certain convertible debentures. The agreement called for
additional investments and ownership if MXG met certain performance milestones.
MXG publishes the "MXG magalog" and operates the www.MXGonline.com and
www.MXGtv.com web sites, all of which cater to teenage girls.
As of April 30, 2000, the Company has invested approximately $2.0 million
in Series B Convertible Preferred Stock and $2.4 million in convertible
debentures. MXG has incurred losses since its inception, and, in accordance with
the equity method of accounting, the Company had recorded reserves for its
portion of operating losses related to the minority interest in MXG during the
prior fiscal year. The company has no plans to increase its investment in MXG or
advance additional funds.
During the quarter ended April 30, 1999, the Company advanced $1.6 million
of bridge financing to MXG in the form of promissory notes. This amount,
together with subsequent advances, was repaid with interest on November 1, 1999.
As of April 30, 1999, the Company's net investments in MXG aggregated $4.9
million. During this quarter, the Company recognized charges of $1.0 million,
reported as other expense, to record the required accounting reserves for the
Company's portion of MXG's operating losses.
LIQUIDITY AND CAPITAL RESOURCES
Cash, cash equivalents and marketable securities were $27.7 million at
April 30, 2000, as compared to $32.6 million at January 31, 2000 and $40.5
million at April 30, 1999. The Company's net working capital was $36.2 million
at April 30, 2000, as compared to $38.0 million at January 31, 2000 and $35.6
million at April 30, 1999. The decrease in cash, cash equivalents and marketable
securities at April 30, 2000 from year end principally reflects the funding of
FY 2001's capital expenditures (primarily for new store construction) and the
seasonal building of inventory in existing stores. Cash requirements for these
activities, combined with $1.4 million expended to repurchase 104,700 shares of
the Company's common stock, more than offset cash generated from earnings.
13
<PAGE>
Total inventories at April 30, 2000 increased by 31% versus the comparable
quarter end last year, principally attributable to new store requirements and a
14% increase in comparable store inventories. Comparable store inventories at
April 30, 1999 were below planned levels because of the strong comparable stores
sales trend last year. This year's negative comparable stores sales trend for
the quarter and early receipt of certain merchandise categories account for the
remainder of the increase. The Wholesale segment's inventories increased 13%, in
line with the sales trend for the current year's first quarter.
The Company expects that capital expenditures for the current year will be
approximately $35.0 million. The Company expects that existing cash and
investments at April 30, 2000, as well as cash from future operations, will be
sufficient to meet the Company's cash needs through January 31, 2001. However,
accelerated expansion beyond the store openings and expansions planned for
Fiscal 2001 may necessitate borrowings on the Company's line of credit facility.
Accrued expenses and other current liabilities increased to $11.2 million
as of April 30, 2000 from $10.3 million at April 30, 1999. The increase in the
components of accrued expenses and other current liabilities (which includes
accrued incentive and other compensation, accrued benefits and accrued income
taxes) is primarily attributable to additional stores.
The Company has a $16.2 million revolving line of credit available to
facilitate letter of credit transactions and cash advances. As of and during the
three months ended April 30, 2000, there were no outstanding borrowings.
Outstanding letters of credit totaled $11.3 million, $6.6 million and $5.7
million at April 30, 2000, January 31, 2000 and April 30, 1999, respectively.
The fair value of these letters of credit is estimated to be the same as the
contract values.
14
<PAGE>
OTHER MATTERS
Recent Accounting Pronouncements
In June 1998, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 133, "Accounting for Derivative Instruments
and Hedging Activities" ("SFAS No. 133") which is required to be adopted in
Fiscal 2002. The Company currently enters into short-term foreign currency
forward exchange contracts to manage exposures related to its Canadian dollar
denominated investments and anticipated cash flow. The amounts of the contracts
and related gains and losses have not been material. The adoption of SFAS No.
133 is not expected to have a significant effect on the financial position or
results of operations of the Company.
Market Risks
The Company is exposed to the following types of market risks -
fluctuations in the purchase price of merchandise, as well as other goods and
services; the value of foreign currencies in relation to the U.S. dollar; and
changes in interest rates. Due to the Company's inventory turn and its
historical ability to pass through the impact of any generalized changes in its
cost of goods to its customers through pricing adjustments, commodity and other
product risks are not expected to be material. The Company purchases
substantially all its merchandise in U.S. dollars, including a portion of the
goods for its stores located in Canada and the United Kingdom. As explained in
the section above on "Recent Accounting Pronouncements," the market risk is
further limited by the Company's purchase of foreign currency forward exchange
contracts.
Since the Company has not been a borrower, its exposure to interest rate
fluctuations is limited to the impact on its marketable securities portfolio.
This exposure is minimized by the limited investment maturities and "put"
options available to the Company. The impact of a hypothetical two percent
increase or decrease in prevailing interest rates would not materially affect
the Company's consolidated financial position or results of operations.
15
<PAGE>
Seasonality and Quarterly Results
While Urban Outfitters has been profitable in each of its last 41 operating
quarters, its operating results are subject to seasonal fluctuations. While the
Company's negative comparable store sales trend has continued since April 30,
2000, the Company's results of operations in any one fiscal quarter are not
necessarily indicative of the results of operations that can be expected for any
other fiscal quarter or for the full fiscal year. The Company's highest sales
levels have historically occurred during the five-month period from August 1 to
December 31 of each year (the "Back-to-School" and Holiday periods). Sales
generated during these periods have traditionally had a significant impact on
the Company's results of operations. Any decreases in sales for these periods or
in the availability of working capital needed in the months preceding these
periods could have a material adverse effect on the Company's results of
operations.
The Company's results of operations may also fluctuate from quarter to
quarter as a result of the amount and timing of expenses incurred in connection
with, and sales contributed by, new stores, store expansions and the integration
of new stores into the operations of the Company or by the size and timing of
mailings and web site traffic for the Company's direct response operations.
Fluctuations in the bookings and shipments of Wholesale merchandise between
quarters can also have positive or negative effects on earnings during the
quarters.
16
<PAGE>
PART II
OTHER INFORMATION
ITEM 6 Exhibits and Reports on Form 8-K
(a) Exhibits: None
(b) Reports on Form 8-K: None
17
<PAGE>
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.
URBAN OUTFITTERS, INC.
(Registrant)
By: /s/ Richard A. Hayne
------------------------
Richard A. Hayne
Chairman of the Board of
Directors
By: /s/ Stephen A. Feldman
-----------------------
Stephen A. Feldman
Chief Financial Officer
Dated: June 13, 2000
18
