Filed by The Limited, Inc.
Pursuant to Rule 425 under the
Securities Act of 1933 and deemed
Filed pursuant to Rule 14a-12 under
the Securities Exchange Act of 1934
Subject Company: Intimate Brands, Inc.
Commission File No. 1-13814
Date: February 28, 2002
On February 28, 2002, The Limited, Inc. issued the following press release:
INTIMATE BRANDS, INC. REPORTS 2001 AND FOURTH QUARTER EARNINGS
Columbus, Ohio, February 28, 2002-- Intimate Brands, Inc. (NYSE: IBI) today
reported results for the fourth quarter and full year 2001.
"Inventory discipline across the brands, coupled with an outstanding Holiday
performance at Victoria's Secret, led to a 33% increase in fourth quarter
earnings per share at Intimate Brands, Inc.," stated Leslie H. Wexner, Chairman
and Chief Executive Officer.
Fourth Quarter Results
- ----------------------
Comparable store sales for the thirteen weeks ended February 2, 2002 were flat
compared to the thirteen weeks ended February 3, 2001. Net sales were $1.936
billion for the thirteen weeks ended February 2, 2002 compared to $1.938
billion for the fourteen weeks ended February 3, 2001. Excluding sales from the
extra week in the fourth quarter last year, the sales increase from the
comparable thirteen-week period last year was 4%.
Earnings per share were $0.61 for the quarter ended February 2, 2002, up 33%
from adjusted earnings per share of $0.46 last year; operating income was
$501.6 million, an increase of 30% compared to adjusted operating income of
$387.3 million last year; and net income was $299.9 million, an increase of 32%
compared to adjusted net income of $227.5 million last year. Reported earnings
per share for the fourth quarter 2000, including the special and non-recurring
charge described below, were $0.45 per share.
Full Year Results
- -----------------
Comparable stores sales decreased 5% for the fifty-two weeks ended February 2,
2002, compared to the fifty-two weeks ended February 3, 2001. Net sales were
$5.021 billion for the fifty-two weeks ended February 2, 2002 compared to
$5.117 billion for the fifty-three weeks ended February 3, 2001. Excluding
sales from the extra week last year, sales were flat to the comparable period
last year.
Earnings per share were $0.80 for the year ended February 2, 2002, a decrease
of 9% from adjusted earnings per share of $0.88 last year; operating income was
$666.5 million, a decrease of 12% compared to adjusted operating income of
$754.4 million last year; and net income was $393.2 million, a decrease of 10%
compared to adjusted net
income of $438.4 million last year. Reported earnings per share for fiscal year
2000, including the special and non-recurring charge described below, were
$0.87 per share.
Adjusted Results and Special Item
- ---------------------------------
Adjusted results are presented in order to improve investors' understanding of
financial results and improve comparability of financial information from
period to period. Adjusted results as reported above exclude a fourth quarter
2000 special and non-recurring charge of $9.9 million, or $0.01 per share, to
close Bath & Body Works' nine stores in the United Kingdom. Please refer to the
attached income statements for the quarter and year for results that include
the special item.
2002 Outlook
- ------------
With respect to 2002, the Company expects the economic and retail environment,
particularly in the first half, to be challenging, and therefore will continue
to manage inventories, expenses and capital spending conservatively.
The Company expects first quarter 2002 earnings per share to be about flat
compared to 2001, and full year 2002 earnings per share to be up in the low to
mid-single digit percentage range compared to 2001.
To hear the Company's live fourth quarter earnings conference call, log on to
www.IntimateBrands.com at 8:45 a.m. EST on Thursday, February 28, 2002, or call
1-877-518-7312. To hear a replay of the earnings call, dial 1-800-294-4342,
followed by the ID code IBI (424). An audio replay of the conference call, as
well as additional financial information, will also be available at
www.IntimateBrands.com.
About Intimate Brands, Inc.:
- ----------------------------
Intimate Brands, Inc. is the leading specialty retailer of intimate apparel,
beauty and personal care products through the Victoria's Secret and Bath & Body
Works brands. As of February 2, 2002, Victoria's Secret products are available
through 906 lingerie and 495 beauty stores (of which 96 are stand-alone), the
Victoria's Secret Catalogue and online at www.VictoriasSecret.com. The Company
offers a broad selection of personal care, home fragrance and decor products
through 1,584 Bath & Body Works and 127 White Barn Candle Company stores (of
which 31 are stand-alone).
SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
1995: All forward-looking statements made by the Company in this press release
or the fourth quarter earnings call involve risks and uncertainties and are
subject to change based on various important factors, many of which may be
beyond the Company's control. Accordingly, the Company's future performance and
financial results may differ materially from those expressed or implied in any
such forward-looking statements. Words such as "estimate," "project," "plan,"
"believe," "expect," "anticipate," "intend" and similar expressions may
identify forward-looking statements. The following factors, among others, in
some cases have affected and in the future could affect the Company's financial
performance and actual results and could cause actual results for 2002 and
beyond to differ materially from those expressed or implied in any
forward-looking statements included in this press release or the fourth quarter
earnings call or otherwise made by management: changes in consumer spending
patterns, consumer preferences and overall economic conditions; the potential
impact of national and international security concerns on the retail
environment; the impact of competition and pricing; changes in weather
patterns; political stability; postal rate increases and charges; paper and
printing costs; risks associated with the seasonality of the retail industry;
risks related to consumer acceptance of the Company's products and the ability
to develop new merchandise; the ability to retain, hire and train key
personnel; risks associated with the possible inability of the Company's
manufacturers to deliver products in a timely manner; risks associated with
relying on foreign sources of production and availability of suitable store
locations on appropriate terms and other factors that may be described in the
Company's filings with the Securities and Exchange Commission. The
forward-looking information provided in this press release or the fourth
quarter earnings call is based on information available to the Company as of
the date of this press release. The Company does not undertake to publicly
update or revise its forward-looking statements even if experience or future
changes make it clear that any projected results expressed or implied therein
will not be realized.
###
For further information, please contact:
Debbie J. Mitchell
Vice President, Communications and Investor Relations
Intimate Brands, Inc.
(614) 415-7546
www.IntimateBrands.com
(attachment: Consolidated Statements of Income, pages 3-5)
INTIMATE BRANDS, INC.
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
Thirteen Weeks Ended February 2, 2002 and Fourteen Weeks Ended February 3, 2001
(In thousands except per share data)
The following adjusted results exclude special and nonrecurring items.
Adjusted Adjusted
2001 % of Sales 2000 % of Sales
---------- ---------- ---------- ----------
Net Sales $1,936,477 100.0% $1,937,534 100.0%
---------- ---------- ---------- ----------
Gross Income 909,292 47.0% 813,928 42.0%
General, Administrative and Store (407,726) (21.1%) (426,630) (22.0%)
---------- ---------- ---------- ----------
Operating Expenses
Operating Income 501,566 25.9% 387,298 20.0%
Interest Expense (2,582) (0.1%) (8,826) (0.5%)
Other Income (Expense), Net (694) (0.0%) 428 0.0%
---------- ---------- ---------- ----------
Minority Interest 0 0.0% 0 0.0%
---------- ---------- ---------- ----------
Income Before Income Taxes 498,290 25.7% 378,900 19.6%
Income Tax Expense 198,400 10.2% 151,400 7.8%
Effective Rate 39.8% 40.0%
---------- ---------- ---------- ----------
Net Income $299,890 15.5% $227,500 11.7%
========== ========== ========== ==========
Earnings Per Diluted Share $0.61 $0.46
========== ==========
Weighted Average Diluted Shares
Outstanding 494,244 495,851
The following are the reported results.
Actual Actual
2001 % of Sales 2000 % of Sales
---------- ---------- ---------- ----------
Net Sales $1,936,477 100.0% $1,937,534 100.0%
---------- ---------- ---------- ----------
Gross Income 909,292 47.0% 813,928 42.0%
General, Administrative and Store (407,726) (21.1%) (426,630) (22.0%)
Operating Expenses
Special and Nonrecurring Item - - (9,900) (0.5%)
---------- ---------- ---------- ----------
Operating Income 501,566 25.9% 377,398 19.5%
Interest Expense (2,582) (0.1%) (8,826) (0.5%)
Other Income (Expense), Net (694) (0.0%) 428 0.0%
---------- ---------- ---------- ----------
Minority Interest - 0.0% - 0.0%
---------- ---------- ---------- ----------
Income Before Income Taxes 498,290 25.7% 369,000 19.0%
Income Tax Expense 198,400 10.2% 147,400 7.6%
Effective Rate 39.8% 39.9%
---------- ---------- ---------- ----------
Net Income $299,890 15.5% $221,600 11.4%
========== ========== ========== ==========
Earnings Per Diluted Share $0.61 $0.45
========== ==========
Earnings Per Share Excluding Special
and Gain on Sale of Subsidiary Stock
========== ==========
Weighted Average Diluted Shares
Outstanding 494,244 495,851
========== ==========
See Attached Notes to Consolidated Statements of Income
INTIMATE BRANDS, INC.
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
Fifty-Two Weeks Ended February 2, 2002 and Fifty-Three Weeks
Ended February 3, 2001
(In thousands except per share data)
The following adjusted results exclude special and nonrecurring items.
Adjusted Adjusted
2001 % of Sales 2000 % of Sales
---------- ---------- ---------- ----------
Net Sales $5,020,953 100.0% $5,117,199 100.0%
---------- ---------- ---------- ----------
Gross Income 2,008,058 40.0% 2,042,491 39.9%
General, Administrative and Store
Operating Expenses (1,341,572) (26.7%) (1,288,135) (25.2%)
---------- ---------- ---------- ----------
Operating Income 666,486 13.3% 754,356 14.7%
Interest Expense (10,073) (0.2%) (27,549) (0.5%)
Other Income (Expense), Net (3,188) (0.1%) 3,559 0.1%
---------- ---------- ---------- ----------
Minority Interest 0 0.0% 0 0.0%
---------- ---------- ---------- ----------
Income Before Income Taxes 653,225 13.0% 730,366 14.3%
Income Tax Expense 260,000 5.2% 292,000 5.7%
Effective Rate 39.8% 40.0%
---------- ---------- ---------- ----------
Net Income $393,225 7.8% $438,366 8.6%
========== ========== ========== ==========
Earnings Per Diluted Share $0.80 $0.88
========== ==========
Weighted Average Diluted Shares
Outstanding 494,035 499,489
========== ==========
The following are the reported results.
Actual Actual
2001 % of Sales 2000 % of Sales
---------- ---------- ---------- ----------
Net Sales $5,020,953 100.0% $5,117,199 100.0%
---------- ---------- ---------- ----------
Gross Income 2,008,058 40.0% 2,042,491 39.9%
General, Administrative and Store
Operating Expenses (1,341,572) (26.7%) (1,288,135) (25.2%)
Special and Nonrecurring Item - - (9,900) (0.2%)
---------- ---------- ---------- ----------
Operating Income 666,486 13.3% 744,456 14.5%
Interest Expense (10,073) (0.2%) (27,549) (0.5%)
Other Income (Expense), Net (3,188) (0.1%) 3,559 0.1%
---------- ---------- ---------- ----------
Minority Interest - 0.0% - 0.0%
Gains on Sale of Stock by Investees - 0.0% - 0.0%
---------- ---------- ---------- ----------
Income Before Income Taxes 653,225 13.0% 720,466 14.1%
Income Tax Expense 260,000 5.2% 288,000 5.6%
Effective Rate 39.8% 40.0%
---------- ---------- ---------- ----------
Net Income $393,225 7.8% $432,466 8.5%
========== ========== ========== ==========
Earnings Per Diluted Share $0.80 $0.87
========== ==========
Earnings Per Share Excluding Special
and Nonrecurring Items
and Gain on Sale of Subsidiary Stock
========== ==========
Weighted Average Diluted Shares
Outstanding 494,035 499,489
========== ==========
See Attached Notes to Consolidated Statements of Income
INTIMATE BRANDS, INCL. AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
As part of the Company's ongoing strategy to enhance shareholder value, the
Company recorded the following special item in 2000. The "Adjusted Results"
provided in the attached unaudited Consolidated Statements of Income exclude
this special item.
Fiscal 2000
- -----------
o In the fourth quarter of 2000, the Company recognized a $9.9 million
special and nonrecurring charge to close Bath & Body Works' nine stores in
the United Kingdom.
Management believes the assumptions described above provide a reasonable basis
on which to present the unaudited Adjusted Consolidated Statements of Income.
The unaudited Adjusted Consolidated Statements of Income are provided to assist
in investors' understanding of the Company's results of operations, and should
not be construed as an alternative to the reported results determined in
accordance with generally accepted accounting principles. The unaudited
Adjusted Consolidated Statements of Income should be read in conjunction with
the Company's historical financial statements and notes thereto contained in
the Company's quarterly reports on Form 10-Q and annual report on Form 10-K.
