cri-20221028
0001060822false00010608222022-10-282022-10-28


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): October 28, 2022

Carter’s, Inc.
(Exact name of Registrant as specified in its charter)
Delaware 001-31829 13-3912933
(State or other jurisdiction
of incorporation)
 (Commission File Number) (I.R.S. Employer
Identification No.)

Phipps Tower,
3438 Peachtree Road NE, Suite 1800
Atlanta, Georgia 30326
(Address of principal executive offices, including zip code)
(678) 791-1000
(Registrant's telephone number, including area code)
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:




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))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading
 Symbol(s)
Name of each exchange
 on which registered
Common stock, par value $0.01 per shareCRINew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 ((§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 ((§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act.


Item 2.02.                      Results of Operations and Financial Condition.

On October 28, 2022, Carter’s, Inc. issued a press release announcing its financial results for its fiscal quarter ended October 1, 2022.  A copy of that press release is attached as Exhibit 99.1 to this Current Report on Form 8-K.

The information in the Current Report on Form 8-K is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information in this Current Report on Form 8-K shall not be incorporated by reference into any registration statement or other document filed pursuant to the Securities Act of 1933, as amended.

Item 9.01.                      Financial Statements and Exhibits.
  
Exhibit
Number
Description
  
99.1
101Cover Page Interactive Data File - the cover page tags are embedded within the Inline XBRL document
104The cover page from this Current Report on Form 8-K, formatted as Inline XBRL



Signature
 
 
Pursuant to the requirements of the Securities Exchange Act of 1934, Carter’s, Inc. has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 

 
 

October 28, 2022
CARTER’S, INC.
 
   
 By:/s/ Scott Duggan
 Name:Scott Duggan
 Title:Senior Vice President, General Counsel and Secretary
 
 
 
 
  


Document

                                                EXHIBIT 99.1
                                                
https://cdn.kscope.io/6b0966f6b9987b1a1837e7f246642e90-carters_logoa01a01a01a01a19a.jpg
Contact:
Sean McHugh
Vice President & Treasurer
 (678) 791-7615

Carters, Inc. Reports Third Quarter Fiscal 2022 Results

Net sales $819 million
Operating income $92 million
Diluted EPS $1.67
$331 million returned to shareholders year-to-date through share repurchases and dividends
Full year fiscal 2022 outlook:
Net sales of approximately $3.145 billion to $3.185 billion
Adjusted diluted EPS of approximately $6.05 to $6.65

ATLANTA, October 28, 2022 - Carter’s, Inc. (NYSE:CRI), the largest branded marketer in North America of apparel exclusively for babies and young children, today reported its third quarter fiscal 2022 results.
“Historic and persistent inflation has continued to weigh on demand for our brands, and is adversely affecting many families raising young children” said Michael D. Casey, Chairman and Chief Executive Officer.
“A year ago, families with young children were supported by unprecedented government stimulus payments to help them recover from the pandemic. They benefitted from access to vaccines and the relaxation of COVID restrictions. Many began to travel again to reconnect with families and friends. It was a period of optimism.
“By comparison, this year, real wages are lower, gas and food prices remain elevated and many families have struggled to find baby formula given shortages this past year. The global recovery from the pandemic that began last year, and enabled Carter’s to achieve record profitability in 2021, has been disrupted by inflation and lingering supply chain delays.
“Our supply chain performance continued to improve in the third quarter, but on-time deliveries are not yet back to pre-pandemic levels due to port congestion on the East Coast. There are indications that the
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global slowdown in consumer demand may result in improved deliveries, and lower product and transportation costs beginning in 2023.
“Carter’s has a long history of weathering market disruptions and emerging stronger from them. We are focused on mitigating the effects of current market conditions through inventory management, improved price realization and expense control.
“This is the first holiday shopping season in over 40 years that consumers are weighed down by record inflation. The early indications suggest that holiday shopping may not be as robust as last year. Accordingly, we have widened the range of our sales and earnings forecasts for the fourth quarter and year to reflect current market conditions.”
Adjustments to Reported GAAP Results
In addition to the results provided in this earnings release in accordance with GAAP, the Company has provided adjusted, non-GAAP financial measurements, as presented below. These adjusted, non-GAAP financial measurements are presented for informational purposes only and are not necessarily indicative of the Company’s future condition or results of operations. See “Reconciliation of GAAP to Adjusted Results” section of this release for additional disclosures and reconciliations regarding these non-GAAP financial measures.
In the first three quarters of fiscal 2022, a pre-tax adjustment of approximately $19.9 million ($15.2 million net of tax, or $0.38 per diluted share) was made related to a loss on extinguishment of debt.
Third Fiscal Quarter
20222021
(In millions, except earnings per share)Operating Income% Net SalesNet IncomeDiluted EPSOperating Income% Net SalesNet IncomeDiluted EPS
As reported (GAAP)$91.6 11.2 %$65.0 $1.67 $124.0 13.9 %$85.0 $1.93 
COVID-19 expenses— — — 0.3 0.2 — 
Retail store operating leases and other long-lived asset impairments, net of gain— — — (0.3)(0.2)— 
Restructuring costs— — — (0.2)(0.1)— 
As adjusted$91.6 11.2 %$65.0 $1.67 $123.9 13.9 %$84.9 $1.93 
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First Three Fiscal Quarters
20222021
(In millions, except earnings per share)Operating Income% Net SalesNet IncomeDiluted EPSOperating Income% Net SalesNet IncomeDiluted EPS
As reported (GAAP)$269.6 11.7 %$169.9 $4.26 $359.1 14.8 %$242.8 $5.51 
Loss on extinguishment of debt— 15.2 0.38 — — — 
COVID-19 expenses— — — 3.5 2.6 0.06 
Restructuring costs— — — 2.5 1.9 0.04 
Retail store operating leases and other long-lived asset impairments, net of gain— — — (2.2)(1.7)(0.04)
As adjusted$269.6 11.7 %$185.0 $4.64 $362.9 15.0 %$245.6 $5.58 
Note: Results may not be additive due to rounding.
Consolidated Results
The discussion of results below is presented on an adjusted (non-GAAP) basis where noted.
Third Quarter of Fiscal 2022 compared to Third Quarter of Fiscal 2021
Net sales decreased $72.0 million, or 8.1%, to $818.6 million, driven by declines in the Company’s U.S. Retail, International and U.S. Wholesale sales of 12.3%, 6.7% and 1.9%, respectively. U.S. Retail comparable net sales declined 11%. Changes in foreign currency exchange rates used for translation in the third quarter of fiscal 2022, as compared to the third quarter of fiscal 2021, had an unfavorable effect on consolidated net sales of approximately $2.9 million, or 0.3%.
Operating income decreased $32.4 million to $91.6 million, compared to $124.0 million in the third quarter of fiscal 2021. Operating margin was 11.2%, compared to 13.9% in the prior-year period. Adjusted operating income (a non-GAAP measure) decreased $32.3 million to $91.6 million, compared to $123.9 million in the third quarter of fiscal 2021. Adjusted operating margin (a non-GAAP measure) was 11.2%, compared to 13.9% in the prior year period, principally reflecting fixed cost deleverage on lower sales, higher ocean freight rates, and higher distribution expenses, partially offset by lower air freight expenses and lower performance-based compensation provisions.
Net income was $65.0 million, or $1.67 per diluted share, compared to $85.0 million, or $1.93 per diluted share, in the third quarter of fiscal 2021. Adjusted net income (a non-GAAP measure) was $65.0 million, compared to $84.9 million in the third quarter of fiscal 2021. Adjusted earnings per diluted share (a non-GAAP measure) was $1.67, compared to $1.93 in the prior-year quarter.
First Three Quarters of Fiscal 2022 compared to First Three Quarters of Fiscal 2021
Net sales decreased $123.7 million, or 5.1%, to $2.30 billion, driven by a decline in the Company’s U.S. Retail segment, partially offset by growth in its U.S. Wholesale and International segments. U.S. Retail
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net sales declined 11.0%, reflecting inflationary pressures driving lower consumer demand and the comparison to the prior year period, which benefited from significant and unprecedented government stimulus payments made to consumers in response to the pandemic, and a lower store count related to the closure of low-margin stores in 2021. U.S. Retail comparable net sales declined 9%. U.S. Wholesale and International net sales increased by 1.3% and 2.6%, respectively. Changes in foreign currency exchange rates used for translation in the first three quarters of fiscal 2022, as compared to the first three quarters of fiscal 2021, had an unfavorable effect on consolidated net sales of approximately $5.4 million, or 0.2%.
Operating income decreased $89.5 million to $269.6 million, compared to $359.1 million in the first three quarters of fiscal 2021. Operating margin was 11.7%, compared to 14.8% in the prior year period. Adjusted operating income (a non-GAAP measure) decreased $93.3 million to $269.6 million, compared to $362.9 million in the first three quarters of fiscal 2021. Adjusted operating margin was 11.7%, compared to 15.0% in the prior year period, principally reflecting higher ocean freight rates, fixed cost deleverage on lower sales, and increased inventory provisions, partially offset by lower performance-based compensation provisions, the benefit of closing low-margin stores, and lower air freight expenses.
Net income was $169.9 million, or $4.26 per diluted share, compared to $242.8 million, or $5.51 per diluted share, in the first three quarters of fiscal 2021. Adjusted net income (a non-GAAP measure) was $185.0 million, compared to $245.6 million in the first three quarters of fiscal 2021. Adjusted earnings per diluted share (a non-GAAP measure) was $4.64, compared to adjusted earnings per diluted share of $5.58 in the first three quarters of fiscal 2021.
Net cash used in operations in the first three quarters of fiscal 2022 was $217.5 million, compared to net cash provided by operations of $7.3 million in the first three quarters of fiscal 2021. The decline primarily reflected lower earnings and growth in inventory.
See the “Business Segment Results” and “Reconciliation of GAAP to Adjusted Results” sections of this release for additional disclosures regarding business segment performance and non-GAAP measures.
Return of Capital
In the third quarter and first three quarters of fiscal 2022, the Company returned to shareholders a total of $94.5 million and $331.4 million, respectively, through share repurchases and cash dividends as described below.
During the third quarter of fiscal 2022, the Company repurchased and retired 0.9 million shares of its common stock for $65.4 million at an average price of $74.61 per share. In the first three quarters of fiscal 2022, the Company repurchased and retired 2.9 million shares of its common
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stock for $241.8 million at an average price of $82.16 per share. These first three quarters of repurchases represented approximately 7.2% of shares outstanding as of the beginning of fiscal year 2022. Fiscal year-to-date through October 27, 2022, the Company has repurchased and retired a total of 3.3 million shares for $264.6 million at an average price of $81.09 per share. All shares were repurchased in open market transactions pursuant to applicable regulations for such transactions. As of October 27, 2022, the total remaining capacity under the Company’s previously announced repurchase authorizations was approximately $785 million.
In the third quarter of fiscal 2022, the Company paid a cash dividend of $0.75 per share totaling $29.1 million. In the first three quarters of fiscal 2022, the Company paid cash dividends totaling $89.6 million. Future payments of quarterly dividends will be at the discretion of the Company’s Board of Directors based on a number of factors, including the Company’s future financial performance and other considerations.
2022 Business Outlook
The Company’s outlook for the fourth quarter of fiscal 2022 reflects:
Continued challenging macroeconomic environment;
U.S. Retail comparable sales decline of approximately 10% to 15%;
Lower U.S. Wholesale sales, reflecting risk of lower demand and supply chain delays;
Lower International sales, driven largely by lower demand in Canada and lower wholesale demand;
Improved price realization;
Reduced discretionary spending;
A better mix and level of inventories relative to last year to support holiday demand;
Continued investment in our direct-to-consumer, customer acquisition, brand marketing, and distribution capabilities;
Lower interest expense; and
Cumulative benefit of share repurchases.
For the fourth quarter of fiscal 2022, the Company projects:
Net sales of approximately $845 million to $885 million;
Adjusted operating income of approximately $85 million to $115 million, compared to $137.9 million in the fourth quarter of fiscal 2021; and
Adjusted diluted earnings per share of approximately $1.40 to $2.00, compared to $2.31 in the fourth quarter of fiscal 2021.
For fiscal year 2022, the Company projects:
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Net sales of approximately $3.145 billion to $3.185 billion;
Adjusted operating income of approximately $355 million to $385 million, compared to $500.8 million in fiscal 2021; and
Adjusted diluted earnings per share of approximately $6.05 to $6.65, compared to $7.87 in fiscal 2021.
Our adjusted diluted earnings per share outlook for fiscal year 2022 excludes an after-tax loss on extinguishment of debt of approximately $15.2 million, which was recorded in the second fiscal quarter.
We have not reconciled forward-looking adjusted operating income or adjusted diluted earnings per share to their most directly comparable GAAP measures because we cannot predict with reasonable certainty the ultimate outcome of certain components of such reconciliations that are not within our control due to factors described above, or others that may arise, without unreasonable effort. For these reasons, we are unable to assess the probable significance of the unavailable information, which could materially impact the amount of future operating income or diluted EPS, the most directly comparable GAAP metrics to adjusted operating income and adjusted diluted earnings per share, respectively.
Conference Call
The Company will hold a conference call with investors to discuss third quarter fiscal 2022 results and its business outlook on October 28, 2022 at 8:30 a.m. Eastern Daylight Time. To listen to a live webcast and view the accompanying presentation materials, please visit ir.carters.com and select links for “News & Events” followed by “Webcasts & Presentations.” To access the call by phone, please preregister on https://register.vevent.com/register/BI9b51dd1e033948c586d564d0a614ef6b to receive your dial-in number and unique passcode.
A webcast replay will be available shortly after the conclusion of the call at ir.carters.com.
About Carter’s, Inc.
Carter’s, Inc. is the largest branded marketer in North America of apparel exclusively for babies and young children. The Company owns the Carter’s and OshKosh B’gosh brands, two of the most recognized brands in the marketplace. These brands are sold in leading department stores, national chains, and specialty retailers domestically and internationally. They are also sold through approximately 970 Company-operated stores in the United States, Canada, and Mexico and online at www.carters.com, www.oshkosh.com, www.cartersoshkosh.ca, and www.carters.com.mx. The Company’s Child of Mine brand is available at Walmart, its Just One You brand is available at Target, and its Simple Joys brand is available on Amazon. The Company also owns Little Planet, a brand focused on organic fabrics and
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sustainable materials, and Skip Hop, a global lifestyle brand for families with young children. Carter’s is headquartered in Atlanta, Georgia. Additional information may be found at www.carters.com.
Forward Looking Statements
This press release contains forward-looking statements within the meaning of the federal securities laws relating to our future performance, including statements with respect to the potential effects of macroeconomic conditions, the COVID-19 pandemic, and the Company’s future outlook, financial results, liquidity, strategy, financings, and investments. Such statements are based on current expectations only, and are subject to certain risks, uncertainties, and assumptions. Should one or more of these risks or uncertainties materialize or not materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those anticipated, estimated, or projected. Certain of the risks and uncertainties that could cause actual results and performance to differ materially are described in the Company’s most recently filed Annual Report on Form 10-K and other reports filed with the Securities and Exchange Commission from time to time under the headings “Risk Factors.” Included among those risks are those related to: the effects of the COVID-19 pandemic; financial difficulties for one or more of our major customers; an overall decrease in consumer spending; our products not being accepted in the marketplace; increased competition in the market place; diminished value of our brands; the failure to protect our intellectual property; the failure to comply with applicable quality standards or regulations; unseasonable or extreme weather conditions; pending and threatened lawsuits; a breach of our information technology systems and the loss of personal data; increased margin pressures, including increased cost of materials and labor; our foreign sourcing arrangements; disruptions in our supply chain; the management and expansion of our business domestically and internationally; the acquisition and integration of other brands and businesses; and changes in our tax obligations, including additional customs, duties or tariffs. The Company does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.

7


CARTER’S, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(dollars in thousands, except per share data)
(unaudited)


Fiscal Quarter EndedThree Fiscal Quarters Ended
October 1, 2022October 2, 2021October 1, 2022October 2, 2021
Net sales$818,624 $890,586 $2,300,603 $2,424,347 
Cost of goods sold449,951 481,298 1,240,801 1,262,822 
Adverse purchase commitments (inventory and raw materials), net(1,855)507 2,993 (7,923)
Gross profit370,528 408,781 1,056,809 1,169,448 
Royalty income, net7,273 8,442 20,349 22,550 
Selling, general, and administrative expenses286,218 293,192 807,533 832,889 
Operating income 91,583 124,031 269,625 359,109 
Interest expense9,712 15,196 33,496 45,839 
Interest income(257)(335)(867)(761)
Other expense (income), net1,270 844 776 (796)
Loss on extinguishment of debt— — 19,940 — 
Income before income taxes80,858 108,326 216,280 314,827 
Income tax provision 15,901 23,350 46,421 72,052 
Net income $64,957 $84,976 $169,859 $242,775 
Basic net income per common share$1.67 $1.94 $4.26 $5.53 
Diluted net income per common share$1.67 $1.93 $4.26 $5.51 
Dividend declared and paid per common share$0.75 $0.40 $2.25 $0.80 

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CARTER’S, INC.
BUSINESS SEGMENT RESULTS
(dollars in thousands)
(unaudited)

 Fiscal Quarter EndedThree Fiscal Quarters Ended
October 1, 2022% of
Total Net Sales
October 2, 2021% of
Total Net Sales
October 1, 2022% of
Total Net Sales
October 2, 2021% of
Total Net Sales
Net sales:    
U.S. Retail$408,209 49.9 %$465,711 52.3 %$1,153,664 50.1 %$1,296,405 53.5 %
U.S. Wholesale288,454 35.2 %294,180 33.0 %819,772 35.6 %809,186 33.4 %
International121,961 14.9 %130,695 14.7 %327,167 14.3 %318,756 13.1 %
Consolidated net sales$818,624 100.0 %$890,586 100.0 %$2,300,603 100.0 %$2,424,347 100.0 %
Operating income:% of
Segment
Net Sales
% of
Segment
Net Sales
% of
Segment
Net Sales
% of
Segment
Net Sales
U.S. Retail$57,723 14.1 %$87,151 18.7 %$163,257 14.2 %$250,751 19.3 %
U.S. Wholesale39,989 13.9 %40,074 13.6 %134,088 16.4 %150,724 18.6 %
International17,113 14.0 %22,754 17.4 %39,665 12.1 %41,495 13.0 %
Corporate expenses (*)
(23,242)n/a(25,948)n/a(67,385)n/a(83,861)n/a
Consolidated operating income $91,583 11.2 %$124,031 13.9 %$269,625 11.7 %$359,109 14.8 %

(*)    Corporate expenses include expenses related to incentive compensation, stock-based compensation, executive management, severance and relocation, finance, office occupancy, information technology, certain legal fees, consulting fees, and audit fees.
(dollars in millions)Fiscal Quarter Ended October 2, 2021Three Fiscal Quarters Ended October 2, 2021
Charges:U.S. RetailU.S. WholesaleInternationalU.S. RetailU.S. WholesaleInternational
Incremental costs associated with COVID-19 pandemic$0.2 $0.1 $— $1.7 $1.5 $0.3 
Restructuring costs (1)
(0.1)— — (0.6)0.1 2.3 
Retail store operating leases and other long-lived asset impairments, net of gain (2)
(0.3)— — (2.2)— — 
Total charges (3)
$(0.2)$0.1 $— $(1.1)$1.6 $2.6 
(1)Three fiscal quarters ended October 2, 2021 include $2.3 million of costs associated with the early exit of the Canada corporate office lease. Fiscal quarter and three fiscal quarters ended October 2, 2021 also includes corporate charges related to organizational restructuring of $0.1 million and $0.8 million, respectively.
(2)Related to gains on the modification of previously impaired retail store leases.
(3)Total charges for three fiscal quarters ended October 2, 2021 exclude a customer bankruptcy recovery of $38,000.

Note: Results may not be additive due to rounding.
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CARTER’S, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(dollars in thousands, except per share data)
(unaudited)

October 1, 2022January 1, 2022October 2, 2021
ASSETS
Current assets:
Cash and cash equivalents$121,649 $984,294 $943,025 
Accounts receivable, net of allowance for credit losses of $6,290, $7,281, and $8,678, respectively
265,593 231,354 261,182 
Finished goods inventories, net of inventory reserves of $25,628, $14,378, and $23,698, respectively
899,326 647,742 722,396 
Prepaid expenses and other current assets73,578 50,131 56,182 
Total current assets1,360,146 1,913,521 1,982,785 
Property, plant, and equipment, net of accumulated depreciation of $559,085, $528,926, and $557,164 respectively
181,575 216,004 218,828 
Operating lease assets491,863 487,748 510,051 
Tradenames, net307,456 307,643 307,705 
Goodwill208,454 212,023 212,016 
Customer relationships, net31,386 33,969 34,843 
Other assets30,687 30,889 28,028 
Total assets$2,611,567 $3,201,797 $3,294,256 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable$318,026 $407,044 $388,726 
Current operating lease liabilities155,199 147,537 153,339 
Other current liabilities92,394 176,449 132,400 
Total current liabilities565,619 731,030 674,465 
Long-term debt, net736,448 991,370 990,900 
Deferred income taxes48,930 40,910 52,967 
Long-term operating lease liabilities430,479 441,861 464,660 
Other long-term liabilities41,889 46,440 56,390 
Total liabilities$1,823,365 $2,251,611 $2,239,382 
Commitments and contingencies
Stockholders' equity:
Preferred stock; par value $0.01 per share; 100,000 shares authorized; none issued or outstanding at October 1, 2022, January 1, 2022, and October 2, 2021$— $— $— 
Common stock, voting; par value $0.01 per share; 150,000,000 shares authorized; 38,456,219, 41,148,870, and 42,946,790 shares issued and outstanding at October 1, 2022, January 1, 2022, and October 2, 2021, respectively
385 411 429 
Additional paid-in capital— — — 
Accumulated other comprehensive loss(40,575)(28,897)(32,689)
Retained earnings828,392 978,672 1,087,134 
Total stockholders' equity788,202 950,186 1,054,874 
Total liabilities and stockholders' equity$2,611,567 $3,201,797 $3,294,256 

10


CARTER’S, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(dollars in thousands)
(unaudited)
Three Fiscal Quarters Ended
October 1, 2022October 2, 2021
Cash flows from operating activities:
Net income $169,859 $242,775 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation of property, plant, and equipment46,011 65,269 
Amortization of intangible assets2,798 2,799 
Provisions for excess and obsolete inventory11,488 9,507 
Other asset impairments and loss on disposal of property, plant and equipment, net of recoveries251 1,988 
Amortization of debt issuance costs1,560 2,271 
Stock-based compensation expense17,221 15,837 
Unrealized foreign currency exchange loss, net268 95 
(Recoveries of) provisions for doubtful accounts receivable from customers(987)2,754 
Unrealized loss (gain) on investments2,414 (1,910)
Loss on extinguishment of debt19,940 — 
Deferred income taxes expense 8,220 894 
Other919 — 
Effect of changes in operating assets and liabilities:
Accounts receivable(33,697)(77,522)
Finished goods inventories(270,696)(132,999)
Prepaid expenses and other assets(24,973)2,483 
Accounts payable and other liabilities(168,076)(126,922)
Net cash (used in) provided by operating activities$(217,480)$7,319 
Cash flows from investing activities:
Capital expenditures$(26,862)$(28,663)
Proceeds from sale of investments— 5,000 
Net cash used in investing activities$(26,862)$(23,663)
Cash flows from financing activities:
Payment of senior notes due 2025$(500,000)$— 
Premiums paid to extinguish debt(15,678)— 
Payment of debt issuance costs(2,420)(223)
Borrowings under secured revolving credit facility240,000 — 
Repurchases of common stock(241,751)(110,262)
Dividends paid(89,562)(35,143)
Withholdings from vesting of restricted stock(6,850)(3,897)
Proceeds from exercises of stock options776 7,460 
Other(919)— 
Net cash used in financing activities$(616,404)$(142,065)
Net effect of exchange rate changes on cash and cash equivalents(1,899)(889)
Net decrease in cash and cash equivalents$(862,645)$(159,298)
Cash and cash equivalents, beginning of period984,294 1,102,323 
Cash and cash equivalents, end of period$121,649 $943,025 
11


CARTER’S, INC.
RECONCILIATION OF GAAP TO ADJUSTED RESULTS
(dollars in millions, except earnings per share)
(unaudited)

Three Fiscal Quarters Ended October 1, 2022
Gross Profit% Net SalesSG&A% Net SalesOperating Income% Net SalesIncome TaxesNet IncomeDiluted EPS
As reported (GAAP)$1,056.8 45.9 %$807.5 35.1 %$269.6 11.7 %$46.4 $169.9 $4.26 
Loss on extinguishment of debt (b)
— — — 4.8 15.2 0.38 
As adjusted (a)
$1,056.8 45.9 %$807.5 35.1 %$269.6 11.7 %$51.2 $185.0 $4.64 
Fiscal Quarter Ended October 2, 2021
Gross Profit% Net SalesSG&A% Net SalesOperating Income% Net SalesIncome TaxesNet IncomeDiluted EPS
As reported (GAAP)$408.8 45.9 %$293.2 32.9 %$124.0 13.9 %$23.4 $85.0 $1.93 
COVID-19 expenses (c)
— (0.3)0.3 0.1 0.2 — 
Retail store operating leases and other long-lived asset impairments, net of gain— 0.3 (0.3)(0.1)(0.2)— 
Restructuring costs (d)
— 0.2 (0.2)— (0.1)— 
As adjusted (a)
$408.8 45.9 %$293.3 32.9 %$123.9 13.9 %$23.3 $84.9 $1.93 
Three Fiscal Quarters Ended October 2, 2021
Gross Profit% Net SalesSG&A% Net SalesOperating Income% Net SalesIncome TaxesNet IncomeDiluted EPS
As reported (GAAP)$1,169.4 48.2 %$832.9 34.4 %$359.1 14.8 %$72.1 $242.8 $5.51 
COVID-19 expenses (c)
— (3.5)3.5 0.9 2.6 0.06 
Restructuring costs (d)
— (2.5)2.5 0.7 1.9 0.04 
Retail store operating leases and other long-lived asset impairments, net of gain — 2.2 (2.2)(0.5)(1.7)(0.04)
As adjusted (a) (e)
$1,169.4 48.2 %$829.1 34.2 %$362.9 15.0 %$73.0 $245.6 $5.58 

Fiscal Quarter Ended January 1, 2022
Gross Profit% Net SalesSG&A% Net SalesOperating Income% Net SalesIncome TaxesNet IncomeDiluted EPS
As reported (GAAP)$492.8 46.4 %$361.0 34.0 %$138.0 13.0 %$26.5 $97.0 $2.31 
Retail store operating leases and other long-lived asset impairments, net of gain— 0.4 (0.4)(0.1)(0.3)(0.01)
Restructuring costs (d)
— 0.1 (0.1)— (0.1)— 
COVID-19 expenses (c)
— (0.4)0.4 0.1 0.3 0.01 
As adjusted (a)
$492.8 46.4 %$361.1 34.0 %$137.9 13.0 %$26.5 $96.9 $2.31 


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Fiscal Year Ended January 1, 2022
Gross Profit% Net SalesSG&A% Net SalesOperating Income% Net SalesIncome TaxesNet IncomeDiluted EPS
As reported (GAAP)$1,662.3 47.7 %$1,193.9 34.2 %$497.1 14.3 %$98.5 $339.7 $7.81 
Retail store operating leases and other long-lived asset impairments, net of gain — 2.6 (2.6)(0.6)(2.0)(0.05)
COVID-19 expenses (c)
— (3.9)3.9 1.0 3.0 0.07 
Restructuring costs (d)
— (2.4)2.4 0.6 1.8 0.04 
As adjusted (a) (e)
$1,662.3 47.7 %$1,190.2 34.1 %$500.8 14.4 %$99.5 $342.5 $7.87 


(a)In addition to the results provided in this earnings release in accordance with GAAP, the Company has provided adjusted, non-GAAP financial measurements that present gross profit, SG&A, operating income, income tax, net income, and net income on a diluted share basis excluding the adjustments discussed above.  The Company believes these adjustments provide a meaningful comparison of the Company’s results and afford investors a view of what management considers to be the Company's core performance.  The adjusted, non-GAAP financial measurements included in this earnings release should not be considered as an alternative to net income or as any other measurement of performance derived in accordance with GAAP.  The adjusted, non-GAAP financial measurements are presented for informational purposes only and are not necessarily indicative of the Company’s future condition or results of operations.
(b)Related to the redemption of the $500 million aggregate principal amount of senior notes due 2025 in April 2022 that were previously issued by a wholly-owned subsidiary of the Company.
(c)Net expenses incurred due to the COVID-19 pandemic, including incremental employee-related costs, costs associated with additional protective equipment and cleaning supplies, restructuring costs, and a payroll tax benefit.
(d)Certain lease exit, severance and related costs resulting from restructuring actions (not related to COVID-19).
(e)Adjusted results exclude a customer bankruptcy recovery of $38,000.

Note: No adjustments were made to GAAP results in the third quarter of fiscal 2022. Results may not be additive due to rounding.


13


CARTER’S, INC.
RECONCILIATION OF NET INCOME ALLOCABLE TO COMMON SHAREHOLDERS
(unaudited)

Fiscal Quarter EndedThree Fiscal Quarters Ended
October 1,
2022
October 2,
2021
October 1,
2022
October 2,
2021
Weighted-average number of common and common equivalent shares outstanding:
Basic number of common shares outstanding38,222,151 43,260,471 39,279,293 43,358,998 
Dilutive effect of equity awards23,222 155,575 34,835 153,252 
Diluted number of common and common equivalent shares outstanding38,245,373 43,416,046 39,314,128 43,512,250 
As reported on a GAAP Basis:
(dollars in thousands, except per share data)
Basic net income per common share:
Net income $64,957 $84,976 $169,859 $242,775 
Income allocated to participating securities(1,013)(1,024)(2,478)(2,919)
Net income available to common shareholders$63,944 $83,952 $167,381 $239,856 
Basic net income per common share$1.67 $1.94 $4.26 $5.53 
Diluted net income per common share:
Net income $64,957 $84,976 $169,859 $242,775 
Income allocated to participating securities(1,012)(1,021)(2,477)(2,910)
Net income available to common shareholders$63,945 $83,955 $167,382 $239,865 
Diluted net income per common share$1.67 $1.93 $4.26 $5.51 
As adjusted (a):
Basic net income per common share:
Net income $64,957 $84,892 $185,010 $245,579 
Income allocated to participating securities(1,013)(1,022)(2,711)(2,953)
Net income available to common shareholders$63,944 $83,870 $182,299 $242,626 
Basic net income per common share$1.67 $1.94 $4.64 $5.60 
Diluted net income per common share:
Net income $64,957 $84,892 $185,010 $245,579 
Income allocated to participating securities(1,012)(1,019)(2,710)(2,944)
Net income available to common shareholders$63,945 $83,873 $182,300 $242,635 
Diluted net income per common share$1.67 $1.93 $4.64 $5.58 

(a)In addition to the results provided in this earnings release in accordance with GAAP, the Company has provided adjusted, non-GAAP financial measurements that present per share data excluding the adjustments discussed above. The Company has excluded $15.2 million in after-tax expenses from these results for the three fiscal quarters ended October 1, 2022. The Company has excluded $0.1 million and $2.8 million in after-tax expenses from these results for the fiscal quarter and three fiscal quarters ended October 2, 2021, respectively.

Note: Results may not be additive due to rounding.
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RECONCILIATION OF U.S. GAAP AND NON-GAAP INFORMATION
(dollars in millions)
(unaudited)

The following table provides a reconciliation of net income to EBITDA and Adjusted EBITDA for the periods indicated:
Fiscal Quarter EndedThree Fiscal Quarters EndedFour Fiscal Quarters Ended
October 1, 2022October 2, 2021October 1, 2022October 2, 2021October 1, 2022
Net income $65.0 $85.0 $169.9 $242.8 $266.8 
Interest expense9.7 15.2 33.5 45.8 48.0 
Interest income(0.3)(0.3)(0.9)(0.8)(1.2)
Income tax expense 15.9 23.4 46.4 72.1 72.9 
Depreciation and amortization17.1 21.6 48.8 68.1 74.8 
EBITDA$107.4 $144.8 $297.7 $428.0 $461.3 
Adjustments to EBITDA
Loss on extinguishment of debt (a)
$— $— $19.9 $— $19.9 
COVID-19 expenses (b)
— 0.3 — 3.5 $0.4 
Restructuring costs (c)
— (0.2)— 1.4 (0.1)
Retail store operating leases and other long-lived asset impairments, net of gain— (0.3)— (2.2)(0.4)
  Total adjustments— (0.2)19.9 2.6 19.8 
Adjusted EBITDA (d)
$107.4 $144.6 $317.6 $430.6 $481.2 


a.Related to the redemption of the $500 million aggregate principal amount of senior notes due 2025 in April 2022 that were previously issued by a wholly-owned subsidiary of the Company.
b.Expenses incurred due to the COVID-19 pandemic.
c.Certain lease exit, severance and related costs resulting from restructuring actions (not related to COVID-19). Amounts for fiscal quarter and three fiscal quarters ended October 2, 2021 exclude $0.1 million, $1.2 million, respectively, of depreciation expense included in the corresponding depreciation and amortization line item.
d.Adjusted EBITDA for the three fiscal quarters ended October 2, 2021 excludes a customer bankruptcy recovery of $38,000.

Note: Results may not be additive due to rounding.

EBITDA and Adjusted EBITDA are supplemental financial measures that are not defined or prepared in accordance with GAAP. We define EBITDA as net income before interest, income taxes, and depreciation and amortization. Adjusted EBITDA is EBITDA adjusted for the items described in footnotes (a) - (d) to the table above.

We present EBITDA and Adjusted EBITDA because we consider them important supplemental measures of our performance and believe they are frequently used by securities analysts, investors, and other interested parties in the evaluation of companies in our industry. These measures also afford investors a view of what management considers to be the Company's core performance.

The use of EBITDA and Adjusted EBITDA instead of net income or cash flows from operations has limitations as an analytical tool, and you should not consider them in isolation, or as a substitute for analysis of our results as reported under GAAP. EBITDA and Adjusted EBITDA do not represent net income or cash flow from operations as those terms are defined by GAAP and do not necessarily indicate whether cash flows will be sufficient to fund cash needs. While EBITDA, Adjusted EBITDA and similar measures are frequently used as measures of operations and the ability to meet debt service requirements, these terms are not necessarily comparable to other similarly titled captions of other companies due to the potential inconsistencies in the method of calculation. EBITDA and Adjusted EBITDA do not reflect the impact of earnings or charges resulting from matters that we consider not to be indicative of our ongoing operations. Because of these limitations, EBITDA and Adjusted EBITDA should not be considered as discretionary cash available to us for working capital, debt service and other purposes.
15


RECONCILIATION OF U.S. GAAP AND NON-GAAP INFORMATION
(dollars in millions)
(unaudited)

The table below reflects the calculation of constant currency net sales on a consolidated and International segment basis for the fiscal quarter and three fiscal quarters ended October 1, 2022:
Fiscal Quarter Ended
Reported Net Sales
October 1, 2022
Impact of Foreign Currency TranslationConstant-Currency Net Sales
October 1, 2022
Reported Net Sales
October 2, 2021
Reported Net Sales % ChangeConstant-Currency Net Sales % Change
Consolidated net sales$818.6 $(2.9)$821.6 $890.6 (8.1)%(7.7)%
International segment net sales$122.0 $(2.9)$124.9 $130.7 (6.7)%(4.4)%
Three Fiscal Quarters Ended
Reported Net Sales
October 1, 2022
Impact of Foreign Currency TranslationConstant-Currency Net Sales
October 1, 2022
Reported Net Sales
October 2, 2021
Reported Net Sales % ChangeConstant-Currency Net Sales % Change
Consolidated net sales$2,300.6 $(5.4)$2,306.0 $2,424.3 (5.1)%(4.9)%
International segment net sales$327.2 $(5.4)$332.6 $318.8 2.6 %4.3 %

Note: Results may not be additive due to rounding.
The Company evaluates its net sales on both an “as reported” and a “constant currency” basis. The constant currency presentation, which is a non-GAAP measure, excludes the impact of fluctuations in foreign currency exchange rates that occurred between the comparative periods. Constant currency net sales results are calculated by translating current period net sales in local currency to the U.S. dollar amount by using the currency conversion rate for the prior comparative period. The Company consistently applies this approach to net sales for all countries where the functional currency is not the U.S. dollar. The Company believes that the presentation of net sales on a constant currency basis provides useful supplemental information regarding changes in our net sales that were not due to fluctuations in currency exchange rates and such information is consistent with how the Company assesses changes in its net sales between comparative periods.




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