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 26, 2009 |
GAMESTOP CORP. |
(Exact name of registrant as specified in its charter) |
Delaware |
1-32637 |
20-2733559 |
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
625 Westport Parkway, Grapevine, TX |
76051 |
(Address of principal executive offices) |
(Zip Code) |
Registrant’s telephone number, including area code |
(817) 424-2000 |
(Former name or former address, if changed since last report.) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item
2.02 Results of Operations and Financial Condition.
The following information, including Exhibit 99.1, is furnished pursuant to Item 2.02, “Results of Operations and Financial Condition,” and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section.
On March 26, 2009, GameStop Corp. issued a press release announcing its financial results for the fourth quarter and the fiscal year ended January 31, 2009. A copy of the press release is attached hereto as Exhibit 99.1.
The information contained in this Current Report, including the exhibit, shall not be incorporated by reference into any filing of GameStop Corp., whether made before or after the date hereof, regardless of any general incorporation language in such filing, except as otherwise expressly set forth therein.
Item
9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 Press Release issued by GameStop Corp., dated March 26, 2009.
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.
GAMESTOP CORP. |
|||
(Registrant) |
|||
Date: |
March 26, 2009 |
||
|
|
/s/ David W. Carlson |
|
Name: |
David W. Carlson |
||
Title: |
Executive Vice President and Chief |
||
Financial Officer |
Table of Contents
GAMESTOP CORP.
EXHIBIT
INDEX
Exhibit Number |
Description |
Exhibit 99.1 |
Press Release issued by GameStop Corp., dated March 26, 2009 |
Exhibit 99.1
GameStop Drives Record Sales and Earnings in 2008
Solid Increases in Sales, Operating Margins, EPS, and Cash Generation Expected in 2009
Company Plans to Open More Than 400 New Stores Worldwide
GRAPEVINE, Texas--(BUSINESS WIRE)--March 26, 2009--GameStop Corp. (NYSE: GME), the world’s largest video game and entertainment software retailer, today reported audited sales and earnings for the fourth quarter and the fiscal year ended January 31, 2009.
Daniel DeMatteo, Chief Executive Officer, stated, “In spite of the current worldwide retail environment, GameStop’s financial performance is being driven by delivering to consumers what they want: stores in a wide range of locations, knowledgeable associates and most importantly, options that provide value. Our affinity with consumers, combined with our solid business model, prudent financial management practices, expansive brand presence and strategic merchandising, allowed us to achieve a record eighth straight year of sales and earnings growth. In 2008, we opened or acquired 1,002 stores worldwide, including the acquisition of Micromania, the largest video game retailer in France.”
Fourth Quarter Financial Results
Net earnings increased 22.4% to $232.3 million in the fourth quarter of 2008, including merger-related income of $12.0 million ($7.5 million, net of tax expense) as compared to net earnings of $189.8 million in the prior year quarter.
Diluted earnings per share were $1.39, at the high end of previously announced guidance, including merger-related income of $0.05 per share, an increase of 21.9% compared to $1.14 in the prior year quarter.
Total sales for the fourth quarter increased 21.9% to $3.5 billion, in comparison to $2.9 billion in the prior year quarter. Comparable store sales increased +9.6% for the fourth quarter.
Full Year Financial Results
Net earnings increased 38.2% to $398.3 million in fiscal 2008, including debt retirement costs and merger-related expenses of $6.9 million (combined $4.4 million, net of tax benefits) as compared to net earnings of $288.3 million in fiscal 2007, including debt retirement costs of $12.6 million ($7.9 million, net of tax benefits).
Diluted earnings per share were $2.38, at the high end of previously announced guidance, including debt retirement costs and merger-related expenses of $0.02 per share, an increase of 36.0% compared to $1.75, including debt retirement costs of $0.05 per share, in fiscal 2007.
Total sales for the full year increased 24.1% to $8.8 billion, in comparison to $7.1 billion in fiscal 2007. Comparable store sales increased +12.3% for the full year.
Business Outlook
“Looking at 2009, we are confident in our ability to increase sales and earnings, generate significant cash, advance market share, and maintain a financially sound balance sheet. We have positioned GameStop to offer video game consumers worldwide the best values for gaming,” concluded DeMatteo.
Based on our expectations of continued proliferation of the hardware installed base, the upcoming new title slate, increasing consumer enthusiasm for our trade-in model, and further expansion of video games as primary, mainstream entertainment, GameStop expects 2009 to be another record year. In spite of the worldwide recession and difficult retail climate, we expect robust increases in sales, operating margins, earnings, and cash generation. As reported on February 19th, GameStop projects 2009 growth as follows:
During the year, we expect to generate free cash flow (a non-GAAP measure of operating cash flow less capital expenditures) of over $500 million, after having invested $170 million in capital improvements, including the opening of more than 400 new stores worldwide.
For the first quarter of fiscal 2009, the company expects comparable store sales to range from flat to +2.0%, on top of the 27% comp store sales increase from the prior year quarter when three major software titles were launched (SUPER SMASH BROS. BRAWL, MARIO KART, and GRAND THEFT AUTO IV). Sales growth will be driven by continued strong demand for all new hardware systems, including Nintendo’s DSi, and a strong slate of new video game releases, including Capcom’s STREET FIGHTER IV and RESIDENT EVIL 5 and Microsoft’s HALO WARS. Diluted earnings per share are expected to range from $0.40 to $0.42, an increase of +5.0% to +10.0% over the prior year quarter. During the course of the year, we expect comparable sales increases to vary by quarter, depending on release dates of new titles, and in consideration of the rollover effect of launch dates of titles in 2008.
For the U.S. market, we estimate that new video game software sales will increase between +5.0% and +10.0% in 2009.
Note that guidance does not include debt retirement costs or merger related expenses.
About GameStop
Headquartered in Grapevine, TX, GameStop Corp., a Fortune 500 and S&P 500 company, is the world's largest video game and entertainment software retailer. The company operates 6,207 retail stores in 17 countries worldwide. The company also operates an e-commerce site, GameStop.com, and publishes Game Informer(R) magazine, a leading multi-platform video game publication. GameStop Corp. sells new and used video game software, hardware and accessories for video game systems from Sony, Nintendo, and Microsoft. In addition, the company sells PC entertainment software, related accessories and other merchandise. General information on GameStop Corp. can be obtained at the company's corporate website: http://www.gamestopcorp.com.
Safe Harbor
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements may include, but are not limited to, the outlook for fiscal 2009 and beyond, future financial and operating results, projected store openings, the company's plans, objectives, expectations and intentions, and other statements that are not historical facts. Such statements are based upon the current beliefs and expectations of GameStop's management and are subject to significant risks and uncertainties. Actual results may differ from those set forth in the forward-looking statements. GameStop undertakes no obligation to publicly update or revise any forward-looking statements. The following factors, among others, could cause actual results to differ from those set forth in the forward-looking statements: the inability to obtain sufficient quantities of product to meet consumer demand, including Nintendo's Wii; the timing of release of video game titles for next generation consoles; the risks associated with expanded international operations and the integration of recent acquisitions, including Micromania; the impact of increased competition and changing technology in the video game industry; and economic and other events that could reduce or impact consumer demand. Additional factors that could cause GameStop's results to differ materially from those described in the forward-looking statements can be found in GameStop's Annual Report on Form 10-K for the fiscal year ended February 2, 2008 filed with the SEC and available at the SEC's Internet site at http://www.sec.gov or http://investor.gamestop.com.
GameStop Corp. | ||||||||
Statements of Operations | ||||||||
(in thousands, except per share data) | ||||||||
13 weeks | 13 weeks | |||||||
ended | ended | |||||||
Jan. 31, 2009 | Feb. 2, 2008 | |||||||
Sales | $ | 3,492,114 | $ | 2,865,585 | ||||
Cost of sales | 2,652,937 | 2,181,510 | ||||||
Gross profit | 839,177 | 684,075 | ||||||
Selling, general and administrative | ||||||||
expenses | 433,285 | 357,512 | ||||||
Depreciation and amortization | 38,092 | 33,412 | ||||||
Merger-related expenses (income) | (12,012 | ) | - | |||||
Operating earnings | 379,812 | 293,151 | ||||||
Interest expense, net | 12,331 | 8,390 | ||||||
Earnings before income | ||||||||
tax expense | 367,481 | 284,761 | ||||||
Income tax expense | 135,156 | 94,960 | ||||||
Net earnings | $ | 232,325 | $ | 189,801 | ||||
Earnings per common share: | ||||||||
Basic | $ | 1.42 | $ | 1.18 | ||||
Diluted | $ | 1.39 | $ | 1.14 | ||||
Weighted average common shares | ||||||||
outstanding: | ||||||||
Basic | 163,812 | 160,980 | ||||||
Diluted | 167,244 | 166,992 | ||||||
Percentage of Sales: | ||||||||
Sales | 100.0 | % | 100.0 | % | ||||
Cost of sales | 76.0 | % | 76.1 | % | ||||
Gross profit | 24.0 | % | 23.9 | % | ||||
SG&A expenses | 12.4 | % | 12.5 | % | ||||
Depreciation and amortization | 1.1 | % | 1.2 | % | ||||
Merger-related expenses (income) | -0.4 | % | 0.0 | % | ||||
Operating earnings | 10.9 | % | 10.2 | % | ||||
Interest expense, net | 0.4 | % | 0.3 | % | ||||
Earnings before income | ||||||||
tax expense | 10.5 | % | 9.9 | % | ||||
Income tax expense | 3.8 | % | 3.3 | % | ||||
Net earnings | 6.7 | % | 6.6 | % | ||||
GameStop Corp. | ||||||||
Statements of Operations | ||||||||
(in thousands, except per share data) | ||||||||
52 weeks | 52 weeks | |||||||
ended | ended | |||||||
Jan. 31, 2009 | Feb. 2, 2008 | |||||||
Sales | $ | 8,805,897 | $ | 7,093,962 | ||||
Cost of sales | 6,535,762 | 5,280,255 | ||||||
Gross profit | 2,270,135 | 1,813,707 | ||||||
Selling, general and administrative | ||||||||
expenses | 1,445,419 | 1,182,016 | ||||||
Depreciation and amortization | 145,004 | 130,270 | ||||||
Merger-related expenses | 4,593 | - | ||||||
Operating earnings | 675,119 | 501,421 | ||||||
Interest expense, net | 38,837 | 47,774 | ||||||
Debt extinguishment expense | 2,331 | 12,591 | ||||||
Earnings before income | ||||||||
tax expense | 633,951 | 441,056 | ||||||
Income tax expense | 235,669 | 152,765 | ||||||
Net earnings | $ | 398,282 | $ | 288,291 | ||||
Earnings per common share: | ||||||||
Basic | $ | 2.44 | $ | 1.82 | ||||
Diluted | $ | 2.38 | $ | 1.75 | ||||
Weighted average common shares | ||||||||
outstanding: | ||||||||
Basic | 163,190 | 158,226 | ||||||
Diluted | 167,671 | 164,844 | ||||||
Percentage of Sales: | ||||||||
Sales | 100.0 | % | 100.0 | % | ||||
Cost of sales | 74.2 | % | 74.4 | % | ||||
Gross profit | 25.8 | % | 25.6 | % | ||||
SG&A expenses | 16.4 | % | 16.7 | % | ||||
Depreciation and amortization | 1.6 | % | 1.8 | % | ||||
Merger-related expenses | 0.1 | % | 0.0 | % | ||||
Operating earnings | 7.7 | % | 7.1 | % | ||||
Interest expense, net | 0.5 | % | 0.7 | % | ||||
Debt extinguishment expense | 0.0 | % | 0.2 | % | ||||
Earnings before income | ||||||||
tax expense | 7.2 | % | 6.2 | % | ||||
Income tax expense | 2.7 | % | 2.1 | % | ||||
Net earnings | 4.5 | % | 4.1 | % | ||||
GameStop Corp. | |||||||
Balance Sheets | |||||||
(in thousands, except per share data) | |||||||
Jan. 31, | Feb. 2, | ||||||
2009 | 2008 | ||||||
ASSETS: | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 578,141 | $ | 857,414 | |||
Receivables, net | 65,981 | 56,019 | |||||
Merchandise inventories | 1,075,792 | 801,025 | |||||
Prepaid expenses and other current assets | 74,512 | 52,778 | |||||
Deferred taxes | 23,615 | 27,481 | |||||
Total current assets |
1,818,041 | 1,794,717 | |||||
Property and equipment: | |||||||
Land | 10,397 | 11,870 | |||||
Buildings & leasehold improvements | 454,651 | 378,611 | |||||
Fixtures and equipment | 619,845 | 538,738 | |||||
1,084,893 | 929,219 | ||||||
Less accumulated depreciation and amortization | 535,639 | 417,550 | |||||
Net property and equipment | 549,254 | 511,669 | |||||
Goodwill, net | 1,862,107 | 1,402,440 | |||||
Other noncurrent assets | 283,188 | 67,065 | |||||
Total assets | $ | 4,512,590 | $ | 3,775,891 | |||
LIABILITIES AND STOCKHOLDERS' EQUITY: | |||||||
Current liabilities: | |||||||
Accounts payable | $ | 1,047,963 | $ | 844,376 | |||
Accrued liabilities | 514,748 | 416,181 | |||||
Total current liabilities |
1,562,711 | 1,260,557 | |||||
Other long-term liabilities | 104,486 | 78,415 | |||||
Senior fixed notes payable, net of discount | 545,712 | 574,473 | |||||
Total liabilities | 2,212,909 | 1,913,445 | |||||
Stockholders' equity: | |||||||
Preferred stock - authorized 5,000 shares; no shares | |||||||
issued or outstanding | -- | -- | |||||
Class A common stock - $.001 par value; authorized 300,000 shares; | |||||||
163,843 and 161,007 shares issued and outstanding, respectively | 164 | 161 | |||||
Additional paid-in-capital | 1,307,453 | 1,208,474 | |||||
Accumulated other comprehensive income (loss) | (28,426 | ) | 31,603 | ||||
Retained earnings | 1,020,490 | 622,208 | |||||
Total stockholders' equity | 2,299,681 | 1,862,446 | |||||
Total liabilities and stockholders' equity | $ | 4,512,590 | $ | 3,775,891 | |||
Schedule I | ||||||||||||
GameStop Corp. | ||||||||||||
Sales Mix | ||||||||||||
13 Weeks Ended | 13 Weeks Ended | |||||||||||
Jan. 31, 2009 | Feb. 2, 2008 | |||||||||||
Percent | Percent | |||||||||||
Sales | of Total | Sales | of Total | |||||||||
Sales (in millions): | ||||||||||||
New video game hardware | $ | 813.1 | 23.3 | % | $ | 719.8 | 25.1 | % | ||||
New video game software | 1,483.9 | 42.5 | % | 1,209.0 | 42.2 | % | ||||||
Used video game products | 714.2 | 20.5 | % | 546.7 | 19.1 | % | ||||||
Other | 480.9 | 13.7 | % | 390.1 | 13.6 | % | ||||||
Total | $ | 3,492.1 | 100.0 | % | $ | 2,865.6 | 100.0 | % | ||||
52 Weeks Ended | 52 Weeks Ended | |||||||||||
Jan. 31, 2009 | Feb. 2, 2008 | |||||||||||
Percent | Percent | |||||||||||
Sales | of Total | Sales | of Total | |||||||||
Sales (in millions): | ||||||||||||
New video game hardware | $ | 1,860.2 | 21.1 | % | $ | 1,668.9 | 23.5 | % | ||||
New video game software | 3,685.0 | 41.9 | % | 2,800.7 | 39.5 | % | ||||||
Used video game products | 2,026.6 | 23.0 | % | 1,586.7 | 22.4 | % | ||||||
Other | 1,234.1 | 14.0 | % | 1,037.7 | 14.6 | % | ||||||
Total | $ | 8,805.9 | 100.0 | % | $ | 7,094.0 | 100.0 | % | ||||
Schedule II | ||||||||||||
GameStop Corp. | ||||||||||||
Gross Profit Mix | ||||||||||||
13 Weeks Ended | 13 Weeks Ended | |||||||||||
Jan. 31, 2009 | Feb. 2, 2008 | |||||||||||
Gross | Gross | |||||||||||
Gross | Profit | Gross | Profit | |||||||||
Profit | Percent | Profit | Percent | |||||||||
Gross Profit (in millions): | ||||||||||||
New video game hardware | $ | 44.2 | 5.4 | % | $ | 37.6 | 5.2 | % | ||||
New video game software | 308.0 | 20.8 | % | 257.6 | 21.3 | % | ||||||
Used video game products | 331.5 | 46.4 | % | 262.2 | 48.0 | % | ||||||
Other | 155.5 | 32.3 | % | 126.7 | 32.5 | % | ||||||
Total | $ | 839.2 | 24.0 | % | $ | 684.1 | 23.9 | % | ||||
52 Weeks Ended | 52 Weeks Ended | |||||||||||
Jan. 31, 2009 | Feb. 2, 2008 | |||||||||||
Gross | Gross | |||||||||||
Gross | Profit | Gross | Profit | |||||||||
Profit | Percent | Profit | Percent | |||||||||
Gross Profit (in millions): | ||||||||||||
New video game hardware | $ | 112.6 | 6.1 | % | $ | 108.2 | 6.5 | % | ||||
New video game software | 768.4 | 20.9 | % | 581.7 | 20.8 | % | ||||||
Used video game products | 974.5 | 48.1 | % | 772.2 | 48.7 | % | ||||||
Other | 414.6 | 33.6 | % | 351.6 | 33.9 | % | ||||||
Total | $ | 2,270.1 | 25.8 | % | $ | 1,813.7 | 25.6 | % |
CONTACT:
Media Contact:
Chris Olivera
Vice
President,
Corporate Communications
GameStop Corp.
(817)
424-2130
or
Investor Contact:
Matt Hodges
Director,
Investor
Relations
GameStop Corp.
(817) 424-2130