Delaware
|
|
0-51754
|
|
20-2164234
|
||
(State or other jurisdiction
|
|
(Commission File Number)
|
|
(I.R.S. Employer
|
||
of incorporation)
|
|
|
|
Identification No.)
|
||
|
|
|
||||
7477 East Dry Creek Parkway
Niwot, Colorado |
|
80503
|
||||
(Address of principal executive offices)
|
|
(Zip Code)
|
Exhibit
No. |
|
Description
|
10.1
|
|
|
99.1
|
|
|
CROCS, INC.
|
|
|
|
|
Date: August 7, 2018
|
By:
|
/s/ Carrie W. Teffner
|
|
|
Carrie W. Teffner
|
|
|
Executive Vice President and Chief Financial Officer
|
1.
|
Title
- Your initial position will be Chief Financial Officer reporting to Andrew Rees, Chief Executive Officer. Your position, duties and reporting relationships are subject to change in accordance with operational needs.
|
2.
|
Compensation
- Your starting salary will be $550,000 ($21,153.85 per two weeks), payable in accordance with our published payroll cycle for similarly-situated employees.
|
3.
|
Short-term Incentive Plan
- Your total compensation includes eligibility to participate in the Company’s Short Term Incentive Plan (STIP) for the 2018 and beyond STIP Plan years. In this plan, your target discretionary bonus is 75% of your base salary which is derived from achievement of financial goals including Company profitability and individual performance. Please note, your target 2018 STIP amount is subject to your actual eligible earnings for the year.
|
4.
|
Long-term Incentive Plan
- Additionally, you will be eligible to participate in the Company’s Long Term Incentive Plan. In this plan, your target long-term incentive is 75% of your base salary, and will be discretionary based on Company and individual performance.
|
5.
|
Attraction Grant
- Subject to the approval of the Compensation Committee, you will be granted USD $200,000 in Restricted Stock Units (“RSUs”) of the Company’s stock under the 2015 Crocs, Inc. Equity Incentive Plan, which will vest in accordance with the Plan. The RSU award is subject to you executing the applicable award agreement.
|
6.
|
Sign-On Award
- You are eligible for a USD $200,000 signing bonus payable on your first paycheck after your start date. As a condition of receiving this bonus, you agree that you will remain employed for a minimum of twenty-four (24) months with the Company. Should you voluntarily end your employment with the Company or are terminated for Cause (as defined in Section 9) prior to that time, you agree to reimburse the Company in accordance with the attached Repayment Agreement.
|
7.
|
Relocation
- You are eligible for certain relocation benefits upon your hire including but not limited to packing, shipment, and unpacking of household goods, temporary housing up to six months, storage and house-hunting assistance. As a condition of receiving these relocation benefits, you agree that you will remain employed for a minimum of twenty-four (24) months with the Company. Should you voluntarily end your employment with the Company or are terminated for Cause (as defined in Section 9) prior to that time, you agree to reimburse the Company in accordance with the attached Repayment Agreement.
|
8.
|
Benefits
- You will be eligible for the Company's health and welfare plans on the first of the month after employment commences. You will also be eligible for paid time-off, as well as other benefits, in accordance with the Company's policies for similarly situated employees.
|
9.
|
Severance
- Should your employment terminate without Cause (as defined below), or you resign for Good Reason (as defined below), you will receive a minimum of 12 months’ pay at your then current base salary, in a lump sum, less applicable taxes and withholdings. In addition, you will be eligible for executive outplacement at the Executive Vice President Level conditioned upon your signing the Company’s Separation Agreement
|
10.
|
Change in Control Plan
- So long as the Company maintains the Company’s Change in Control Plan (the “CIC Plan”), you will be eligible to participate in the CIC Plan with a Severance Payment Percentage of 200%, subject to the terms and conditions of the CIC Plan.
|
11.
|
At-Will Employment
- Your employment with Crocs is at-will, meaning the Company retains the right to terminate the employment relationship at any time, with or without notice, for any reason not prohibited by law.
|
12.
|
Confidentiality.
- You will become privy to information that is confidential and/or intended for Company use only. As such, all employees are required to maintain such information in strict confidence both during and after their employment with the Company, and to comply with all terms of such agreement. “
Confidential Information
” means all trade secrets belonging to the Company (and its subsidiaries and affiliates), and all nonpublic or proprietary information relating to Company's business or that of any Company customer. Examples of Confidential Information include, but are not limited to, software (in source or object code form), databases, algorithms, processes, designs, prototypes, methodologies, reports, specifications, information regarding products sold, distributed or being developed by Company and any other nonpublic information regarding Company’s current and developing technology; information regarding customers, prospective customers, clients, business contacts, prospective and executed contracts and subcontracts, marketing and/or sales plans, or any other initiatives, strategies, plans and proposals used by Company in the course of its business, and any non-public or proprietary information regarding Company’s present or future business plans, financial information, or any intellectual property, whether any of the foregoing is embodied in hard copy, computer-readable form, electronic or optical form, or otherwise. You shall at all times during and after your employment has ended, maintain the confidentiality of the Confidential Information. You shall not, without Company’s prior written consent, directly or indirectly: (i) copy or use any Confidential Information for any purpose not within the scope of your work on Company’s behalf; or (ii) show, give, sell, disclose or otherwise communicate any Confidential Information to any person or entity other than Company unless such person or entity is authorized by Company to have access to the Confidential Information in question, These restrictions do not apply if the Confidential Information has been made generally available to the public by Company or becomes generally available to the public through some other normal course of events. All Confidential Information prepared by or provided to you are and shall remain Company’s property or the property of the Company’s customer to which they belong.
|
13.
|
Non-Compete
.
In order to protect Company’s Confidential Information and trade secrets, which would cause irreparable harm to Company if disclosed to a competitor, while employed by Company and for a period of twelve (12) months following the termination of your employment for any reason (the
“Restriction Period
”), you shall not, without the prior written consent of the Company, directly or indirectly engage in any employment, independent contracting, consulting engagement, business opportunity or individual activity in the United States of America or abroad with the following casual footwear companies: Skechers USA, Inc., Wolverine Worldwide, Inc., Deckers Outdoor Corporation, and any other entity or business that is primarily engaged in the design and distribution of casual footwear (collectively, the “
Restricted Activities
”). You further acknowledge and agree that in light of your knowledge of and access to Company’s Confidential Information and trade secrets, and the international nature of Company’s business, that the restrictions set forth herein are reasonable. In the event you breach this covenant not to compete, the Restriction Period shall automatically toll from the date of the first breach, and all subsequent breaches, until the resolution of the breach through private settlement, judicial or other action, including all appeals. The Restriction Period shall continue upon the effective date of any such settlement, judicial or other resolution.
|
14.
|
Non-Solicitation
.
During your employment and for twelve (12) months after termination of such employment for any reason, you shall not: (i) encourage or solicit any employee or consultant who worked for the Company on the date of your termination to leave the Company for any reason, nor will you solicit such person’s services; (ii) assist any other person or entity in such encouragement or solicitation; (iii) otherwise interfere with the relationship any employee or consultant has with the Company; or (iv) encourage or solicit any customer, vendor, supplier or contractor of Company who has a business relationship with the Company on the date of your termination to terminate or seek to modify its relationship with the Company, or otherwise interfere with the relationship any customer, vendor, supplier or contractor has with the Company.
|
|
Investor Contacts:
|
Marisa Jacobs, Crocs, Inc.
|
|
|
(303) 848-7322
|
|
|
mjacobs@crocs.com
|
|
|
|
|
Media Contact:
|
Ryan Roccaforte, Crocs, Inc.
|
|
|
(303) 848-7116
|
|
|
rroccaforte@crocs.com
|
•
|
Revenues were
$328.0 million
, growing
4.7%
over the
second
quarter of
2017
, or
2.3%
on a constant currency basis. This growth was achieved despite the loss of approximately $22 million due to operating fewer stores and business model changes. E-commerce grew
23.8%
, wholesale grew
7.2%
, and retail comparable store sales increased
7.1%
.
|
•
|
Gross margin was
55.3%
, improving
110
basis points over last year’s
second
quarter.
|
•
|
Selling, general and administrative expenses (“SG&A”) were
$144.3 million
compared to
$140.4 million
in the
second
quarter of
2017
. As a percent of revenues, SG&A improved
80
basis points and represented
44.0%
of revenues.
Second
quarter
2018
results included
$8.4 million
of non-recurring charges compared to $1.8 million in last year’s second quarter. Those charges consisted of
$7.1 million
incurred in connection with the closure of the Company’s manufacturing facilities, approximately
$1.1 million
of which were non-cash, and
$1.3 million
associated with our SG&A reduction plan.
|
•
|
Income from operations of
$37.1 million
increased
25.9%
compared to
$29.4 million
in last year’s
second
quarter. Net income attributable to common stockholders was
$30.4 million
, or
$0.35
per diluted share, compared to
$18.1 million
, or
$0.20
per diluted share, in last year’s
second
quarter. We had
71.5 million
and
74.6 million
weighted average diluted common shares outstanding during the three months ended
June 30, 2018
and
2017
, respectively.
|
•
|
Cash provided by operating activities increased
3.8%
to
$40.9 million
during the
second
quarter of
2018
compared to
$39.4 million
during the
second
quarter of
2017
.
|
•
|
Cash and cash equivalents as of
June 30, 2018
increased 9.3% to
$171.5 million
compared to $157.0 million as of
June 30, 2017
.
|
•
|
Inventory declined 16.6% to
$129.9 million
as of
June 30, 2018
compared to $155.7 million as of
June 30, 2017
, reflecting the Company’s continued focus on inventory management.
|
•
|
Capital expenditures during the first six months of
2018
were
$3.2 million
compared to
$12.2 million
during the same period in
2017
, as the Company opened fewer stores, completed fewer store remodels, and incurred lower technology-related expenditures.
|
•
|
Revenues of $240 to $250 million compared to $243.3 million in the third quarter of 2017.
|
•
|
Gross margin to be approximately 50 basis points above last year’s 50.8% rate.
|
•
|
SG&A to be slightly higher than last year’s third quarter SG&A of $120.8 million. This includes non-recurring charges of approximately $6 million, compared to $3.6 million in the third quarter of 2017. These non-recurring charges consist of approximately $5 million relating to the closure of our manufacturing facilities, approximately $4 million of which will be non-cash, and approximately $1 million associated with our SG&A reduction plan.
|
•
|
Revenues to increase low single digits over 2017 revenues of $1,023.5 million, as we expect double digit e-commerce growth and moderate wholesale growth to more than offset lower retail revenues due to operating fewer stores and business model changes.
|
•
|
Gross margin to increase approximately 70 to 100 basis points over 2017 gross margin of 50.5%.
|
•
|
SG&A to be slightly higher than our prior guidance of $485 million, compared to $499.9 million last year. This includes approximately $18 million of non-recurring charges, compared to our prior guidance of approximately $15 million, and $17 million of non-recurring charges in 2017. These non-recurring charges consist of approximately $14 million relating to the closure of our manufacturing facilities, approximately $8 million of which will be non-cash, and approximately $4 million associated with our SG&A reduction plan.
|
•
|
Income from operations to be approximately $50 million compared to $17.3 million in 2017.
|
•
|
Depreciation and amortization to be approximately $30 million compared to $33.1 million in 2017.
|
•
|
Income tax expense of approximately $17 million compared to $7.9 million in 2017.
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Revenues
|
$
|
328,004
|
|
|
$
|
313,221
|
|
|
$
|
611,152
|
|
|
$
|
581,128
|
|
Cost of sales
|
146,604
|
|
|
143,414
|
|
|
289,879
|
|
|
277,737
|
|
||||
Gross profit
|
181,400
|
|
|
169,807
|
|
|
321,273
|
|
|
303,391
|
|
||||
Selling, general and administrative expenses
|
144,336
|
|
|
140,361
|
|
|
258,287
|
|
|
258,363
|
|
||||
Income from operations
|
37,064
|
|
|
29,446
|
|
|
62,986
|
|
|
45,028
|
|
||||
Foreign currency gains, net
|
283
|
|
|
162
|
|
|
1,354
|
|
|
438
|
|
||||
Interest income
|
146
|
|
|
157
|
|
|
425
|
|
|
307
|
|
||||
Interest expense
|
(132
|
)
|
|
(188
|
)
|
|
(245
|
)
|
|
(372
|
)
|
||||
Other income, net
|
16
|
|
|
9
|
|
|
69
|
|
|
133
|
|
||||
Income before income taxes
|
37,377
|
|
|
29,586
|
|
|
64,589
|
|
|
45,534
|
|
||||
Income tax expense
|
3,000
|
|
|
7,627
|
|
|
13,758
|
|
|
12,564
|
|
||||
Net income
|
34,377
|
|
|
21,959
|
|
|
50,831
|
|
|
32,970
|
|
||||
Dividends on Series A convertible preferred stock
|
(3,000
|
)
|
|
(3,000
|
)
|
|
(6,000
|
)
|
|
(6,000
|
)
|
||||
Dividend equivalents on Series A convertible preferred shares related to redemption value accretion and beneficial conversion feature
|
(951
|
)
|
|
(873
|
)
|
|
(1,882
|
)
|
|
(1,729
|
)
|
||||
Net income attributable to common stockholders
|
$
|
30,426
|
|
|
$
|
18,086
|
|
|
$
|
42,949
|
|
|
$
|
25,241
|
|
Net income per common share:
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
0.37
|
|
|
$
|
0.21
|
|
|
$
|
0.52
|
|
|
$
|
0.29
|
|
Diluted
|
$
|
0.35
|
|
|
$
|
0.20
|
|
|
$
|
0.51
|
|
|
$
|
0.29
|
|
Weighted average common shares outstanding:
|
|
|
|
|
|
|
|
||||||||
Basic
|
68,153
|
|
|
73,953
|
|
|
68,427
|
|
|
73,882
|
|
||||
Diluted
|
71,467
|
|
|
74,572
|
|
|
70,462
|
|
|
74,625
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||||||
Numerator:
|
|
|
|
|
|
|
|
|
|
||||||
Net income attributable to common stockholders
|
$
|
30,426
|
|
|
$
|
18,086
|
|
|
$
|
42,949
|
|
|
$
|
25,241
|
|
Less: Net income allocable to Series A convertible preferred stockholders
(1)
|
(5,121
|
)
|
|
(2,843
|
)
|
|
(7,205
|
)
|
|
(3,971
|
)
|
||||
Adjusted net income available to common stockholders - basic and diluted
|
$
|
25,305
|
|
|
$
|
15,243
|
|
|
$
|
35,744
|
|
|
$
|
21,270
|
|
Denominator:
|
|
|
|
|
|
|
|
|
|
||||||
Weighted average common shares outstanding - basic
|
68,153
|
|
|
73,953
|
|
|
68,427
|
|
|
73,882
|
|
||||
Plus: dilutive effect of stock options and unvested restricted stock units
|
3,314
|
|
|
619
|
|
|
2,035
|
|
|
743
|
|
||||
Weighted average common shares outstanding - diluted
|
71,467
|
|
|
74,572
|
|
|
70,462
|
|
|
74,625
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Net income per common share:
|
|
|
|
|
|
|
|
|
|
||||||
Basic
|
$
|
0.37
|
|
|
$
|
0.21
|
|
|
$
|
0.52
|
|
|
$
|
0.29
|
|
Diluted
|
$
|
0.35
|
|
|
$
|
0.20
|
|
|
$
|
0.51
|
|
|
$
|
0.29
|
|
|
June 30,
2018 |
|
December 31,
2017 |
||||
ASSETS
|
|
|
|
|
|
||
Current assets:
|
|
|
|
|
|
||
Cash and cash equivalents
|
$
|
171,514
|
|
|
$
|
172,128
|
|
Accounts receivable, net of allowances of $25,956 and $31,389, respectively
|
149,496
|
|
|
83,518
|
|
||
Inventories
|
129,903
|
|
|
130,347
|
|
||
Income taxes receivable
|
9,946
|
|
|
3,652
|
|
||
Other receivables
|
13,076
|
|
|
10,664
|
|
||
Restricted cash - current
|
2,041
|
|
|
2,144
|
|
||
Prepaid expenses and other assets
|
25,865
|
|
|
22,596
|
|
||
Total current assets
|
501,841
|
|
|
425,049
|
|
||
Property and equipment, net of accumulated depreciation and amortization of $90,520 and $91,806, respectively
|
27,038
|
|
|
35,032
|
|
||
Intangible assets, net
|
49,146
|
|
|
56,427
|
|
||
Goodwill
|
1,644
|
|
|
1,688
|
|
||
Deferred tax assets, net
|
12,202
|
|
|
10,174
|
|
||
Restricted cash
|
2,143
|
|
|
2,783
|
|
||
Other assets
|
10,360
|
|
|
12,542
|
|
||
Total assets
|
$
|
604,374
|
|
|
$
|
543,695
|
|
|
|
|
|
||||
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
|
|
||
Current liabilities:
|
|
|
|
|
|
||
Accounts payable
|
$
|
79,101
|
|
|
$
|
66,381
|
|
Accrued expenses and other liabilities
|
105,788
|
|
|
84,446
|
|
||
Income taxes payable
|
21,666
|
|
|
5,515
|
|
||
Current portion of borrowings and capital lease obligations
|
15
|
|
|
676
|
|
||
Total current liabilities
|
206,570
|
|
|
157,018
|
|
||
Long-term income taxes payable
|
4,315
|
|
|
6,081
|
|
||
Other liabilities
|
10,947
|
|
|
12,298
|
|
||
Total liabilities
|
221,832
|
|
|
175,397
|
|
||
Commitments and contingencies:
|
|
|
|
||||
Series A convertible preferred stock, 1.0 million shares authorized, 0.2 million outstanding, liquidation preference $203 million
|
184,316
|
|
|
182,433
|
|
||
Stockholders’ equity:
|
|
|
|
|
|
||
Preferred stock, par value $0.001 per share, 4.0 million shares authorized, none outstanding
|
—
|
|
|
—
|
|
||
Common stock, par value $0.001 per share, 250 million shares authorized, 95.9
million and 94.8 million issued, 68.1 million and 68.8 million outstanding, respectively
|
96
|
|
|
95
|
|
||
Treasury stock, at cost, 27.8
million and 26.0 million shares, respectively
|
(360,032
|
)
|
|
(334,312
|
)
|
||
Additional paid-in capital
|
379,571
|
|
|
373,045
|
|
||
Retained earnings
|
233,380
|
|
|
190,431
|
|
||
Accumulated other comprehensive loss
|
(54,789
|
)
|
|
(43,394
|
)
|
||
Total stockholders’ equity
|
198,226
|
|
|
185,865
|
|
||
Total liabilities and stockholders’ equity
|
$
|
604,374
|
|
|
$
|
543,695
|
|
|
Six Months Ended June 30,
|
||||||
|
2018
|
|
2017
|
||||
Cash flows from operating activities:
|
|
|
|
|
|
||
Net income
|
$
|
50,831
|
|
|
$
|
32,970
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
||
Depreciation and amortization
|
14,874
|
|
|
16,815
|
|
||
Unrealized foreign currency gain, net
|
(1,057
|
)
|
|
(1,744
|
)
|
||
Share-based compensation
|
6,015
|
|
|
3,945
|
|
||
Other non-cash items
|
3,229
|
|
|
(2,872
|
)
|
||
Changes in operating assets and liabilities:
|
|
|
|
|
|||
Accounts receivable, net of allowances
|
(73,845
|
)
|
|
(53,086
|
)
|
||
Inventories
|
(6,506
|
)
|
|
(4,743
|
)
|
||
Prepaid expenses and other assets
|
(1,089
|
)
|
|
12,567
|
|
||
Accounts payable, accrued expenses and other liabilities
|
48,409
|
|
|
35,528
|
|
||
Cash provided by operating activities
|
40,861
|
|
|
39,380
|
|
||
Cash flows from investing activities:
|
|
|
|
|
|
||
Purchases of property, equipment, and software
|
(3,246
|
)
|
|
(12,231
|
)
|
||
Proceeds from disposal of property and equipment
|
34
|
|
|
1,506
|
|
||
Cash used in investing activities
|
(3,212
|
)
|
|
(10,725
|
)
|
||
Cash flows from financing activities:
|
|
|
|
|
|
||
Proceeds from bank borrowings
|
—
|
|
|
5,500
|
|
||
Repayments of bank borrowings and capital lease obligations
|
(669
|
)
|
|
(7,565
|
)
|
||
Dividends—Series A preferred stock
|
(6,000
|
)
|
|
(6,000
|
)
|
||
Repurchases of common stock
|
(25,946
|
)
|
|
(10,000
|
)
|
||
Other
|
(208
|
)
|
|
(240
|
)
|
||
Cash used in financing activities
|
(32,823
|
)
|
|
(18,305
|
)
|
||
Effect of exchange rate changes on cash, cash equivalents, and restricted cash
|
(6,183
|
)
|
|
(717
|
)
|
||
Net change in cash, cash equivalents, and restricted cash
|
(1,357
|
)
|
|
9,633
|
|
||
Cash, cash equivalents, and restricted cash—beginning of period
|
177,055
|
|
|
152,646
|
|
||
Cash, cash equivalents, and restricted cash—end of period
|
$
|
175,698
|
|
|
$
|
162,279
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
|
% Change
|
|
Constant Currency
% Change (1) |
||||||||||||||||||||
|
|
2018
|
|
2017
|
|
2018
|
|
2017
|
|
Q2 2018-2017
|
|
YTD 2018-2017
|
|
Q2 2018-2017
|
|
YTD 2018-2017
|
||||||||||||
|
|
(in thousands)
|
||||||||||||||||||||||||||
Wholesale:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Americas
|
|
$
|
53,920
|
|
|
$
|
57,307
|
|
|
$
|
126,594
|
|
|
$
|
128,333
|
|
|
(5.9
|
)%
|
|
(1.4
|
)%
|
|
(5.4
|
)%
|
|
(1.0
|
)%
|
Asia Pacific
|
|
71,561
|
|
|
65,146
|
|
|
143,294
|
|
|
136,081
|
|
|
9.8
|
%
|
|
5.3
|
%
|
|
6.6
|
%
|
|
0.5
|
%
|
||||
Europe
|
|
38,820
|
|
|
30,947
|
|
|
88,697
|
|
|
71,530
|
|
|
25.4
|
%
|
|
24.0
|
%
|
|
18.3
|
%
|
|
12.3
|
%
|
||||
Other businesses
|
|
295
|
|
|
103
|
|
|
608
|
|
|
291
|
|
|
186.4
|
%
|
|
108.9
|
%
|
|
173.8
|
%
|
|
91.1
|
%
|
||||
Total wholesale
|
|
164,596
|
|
|
153,503
|
|
|
359,193
|
|
|
336,235
|
|
|
7.2
|
%
|
|
6.8
|
%
|
|
4.6
|
%
|
|
2.5
|
%
|
||||
Retail:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Americas
|
|
56,594
|
|
|
55,576
|
|
|
91,310
|
|
|
88,405
|
|
|
1.8
|
%
|
|
3.3
|
%
|
|
1.7
|
%
|
|
3.1
|
%
|
||||
Asia Pacific
|
|
30,803
|
|
|
39,429
|
|
|
48,417
|
|
|
60,961
|
|
|
(21.9
|
)%
|
|
(20.6
|
)%
|
|
(25.0
|
)%
|
|
(24.1
|
)%
|
||||
Europe
|
|
12,080
|
|
|
13,071
|
|
|
19,256
|
|
|
20,490
|
|
|
(7.6
|
)%
|
|
(6.0
|
)%
|
|
(9.1
|
)%
|
|
(10.4
|
)%
|
||||
Total retail
|
|
99,477
|
|
|
108,076
|
|
|
158,983
|
|
|
169,856
|
|
|
(8.0
|
)%
|
|
(6.4
|
)%
|
|
(9.4
|
)%
|
|
(8.3
|
)%
|
||||
E-commerce:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Americas
|
|
27,248
|
|
|
23,271
|
|
|
43,688
|
|
|
37,139
|
|
|
17.1
|
%
|
|
17.6
|
%
|
|
16.7
|
%
|
|
17.2
|
%
|
||||
Asia Pacific
|
|
26,036
|
|
|
20,069
|
|
|
33,851
|
|
|
25,946
|
|
|
29.7
|
%
|
|
30.5
|
%
|
|
22.9
|
%
|
|
23.2
|
%
|
||||
Europe
|
|
10,647
|
|
|
8,302
|
|
|
15,437
|
|
|
11,952
|
|
|
28.2
|
%
|
|
29.2
|
%
|
|
19.9
|
%
|
|
18.4
|
%
|
||||
Total e-commerce
|
|
63,931
|
|
|
51,642
|
|
|
92,976
|
|
|
75,037
|
|
|
23.8
|
%
|
|
23.9
|
%
|
|
19.6
|
%
|
|
19.5
|
%
|
||||
Total revenues
|
|
$
|
328,004
|
|
|
$
|
313,221
|
|
|
$
|
611,152
|
|
|
$
|
581,128
|
|
|
4.7
|
%
|
|
5.2
|
%
|
|
2.3
|
%
|
|
1.5
|
%
|
|
March 31, 2018
|
|
Opened
|
|
Closed/Transferred
|
|
June 30, 2018
|
||||
Company-operated retail locations:
|
|
|
|
|
|
|
|
||||
Type:
|
|
|
|
|
|
|
|
||||
Kiosk/store-in-store
|
71
|
|
|
—
|
|
|
2
|
|
|
69
|
|
Retail stores
|
145
|
|
|
—
|
|
|
19
|
|
|
126
|
|
Outlet stores
|
209
|
|
|
1
|
|
|
7
|
|
|
203
|
|
Total
|
425
|
|
|
1
|
|
|
28
|
|
|
398
|
|
Operating segment:
|
|
|
|
|
|
|
|
||||
Americas
|
174
|
|
|
—
|
|
|
5
|
|
|
169
|
|
Asia Pacific
|
177
|
|
|
1
|
|
|
17
|
|
|
161
|
|
Europe
|
74
|
|
|
—
|
|
|
6
|
|
|
68
|
|
Total
|
425
|
|
|
1
|
|
|
28
|
|
|
398
|
|
|
December 31, 2017
|
|
Opened
|
|
Closed/Transferred
|
|
June 30, 2018
|
||||
Company-operated retail locations:
|
|
|
|
|
|
|
|
||||
Type:
|
|
|
|
|
|
|
|
||||
Kiosk/store-in-store
|
71
|
|
|
—
|
|
|
2
|
|
|
69
|
|
Retail stores
|
161
|
|
|
—
|
|
|
35
|
|
|
126
|
|
Outlet stores
|
215
|
|
|
1
|
|
|
13
|
|
|
203
|
|
Total
|
447
|
|
|
1
|
|
|
50
|
|
|
398
|
|
Operating segment:
|
|
|
|
|
|
|
|
||||
Americas
|
175
|
|
|
—
|
|
|
6
|
|
|
169
|
|
Asia Pacific
|
186
|
|
|
1
|
|
|
26
|
|
|
161
|
|
Europe
|
86
|
|
|
—
|
|
|
18
|
|
|
68
|
|
Total
|
447
|
|
|
1
|
|
|
50
|
|
|
398
|
|
|
Constant Currency
(1)
|
||||||||||
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||
Comparable retail store sales:
(2)
|
|
|
|
|
|
|
|
||||
Americas
|
7.5
|
%
|
|
0.4
|
%
|
|
8.8
|
%
|
|
(2.1
|
)%
|
Asia Pacific
|
2.9
|
%
|
|
(0.9
|
)%
|
|
3.6
|
%
|
|
(1.1
|
)%
|
Europe
|
16.4
|
%
|
|
0.7
|
%
|
|
9.2
|
%
|
|
(2.5
|
)%
|
Global
|
7.1
|
%
|
|
—
|
%
|
|
7.3
|
%
|
|
(1.8
|
)%
|
|
Constant Currency
(1)
|
||||||||||
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||
|
2018
|
|
2017
|
|
2018
|
|
2017
|
||||
Direct to consumer comparable store sales (includes retail and e-commerce):
(2)
|
|
|
|
|
|
|
|
||||
Americas
|
10.4
|
%
|
|
1.1
|
%
|
|
11.4
|
%
|
|
1.2
|
%
|
Asia Pacific
|
11.6
|
%
|
|
13.3
|
%
|
|
11.2
|
%
|
|
10.9
|
%
|
Europe
|
18.0
|
%
|
|
5.1
|
%
|
|
13.2
|
%
|
|
1.4
|
%
|
Global
|
11.8
|
%
|
|
5.7
|
%
|
|
11.6
|
%
|
|
2.9
|
%
|