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The Men’s Wearhouse (NYSE:MW)

F1Q08 Earnings Call

May 28, 2008 5:00 pm ET

Executives

Ken Dennard - DRG&E

Neill P. Davis - Executive Vice President, Chief Financial Officer

George A. Zimmer - Chairman of the Board, Chief Executive Officer

Analysts

Analyst for Betty Chen - Wedbush Morgan Securities

Lauren Cooks Levitan - Cowen and Company

Richard E. Jaffe - Stifel Nicolaus

Janet Kloppenburg - JJK Research

David M. Mann - Johnson Rice & Company L.L.C.

Evren Kopelman - JP Morgan

Steven Mortimer - Wellington Management

Bill Baldwin - Baldwin Anthony Securities, Inc.

Operator

Welcome to the Men’s Wearhouse first quarter 2008 earnings conference call. (Operator Instructions) I would now like to turn the conference over to Ken Dennard of DRG&E

Ken Dennard

Good afternoon and welcome to Men’s Wearhouse first quarter 2008 earnings call.

As a note, we will be making a number of forward-looking statements and all such statements are subject to risks and uncertainties that could cause actual results to differ materially from the expectations and assumptions mentioned today due to a variety of factors that affect the company, including the risks specified in the most recently filed Form 10-K. Today’s call is copyrighted material to Men’s Warehouse and cannot be rebroadcast without our express written consent.

I would now like to turn the call over to Neill Davis, Executive Vice President, and CFO of the Men’s Wearhouse.

Neill Davis

Earlier today we reported first quarter diluted earnings per share, with full work non-recurring charges of $0.20. That compares to our prior years quarter of $0.75. The consolidated statement of earnings attached to our press release today reflect the company’s GAAP results of operations for the three months ended May 3, 2008 and May 5, 2007, as well as pro forma results of operations for the three months ended May 5, 2007.

Since the acquisition of After Hours occurred on April 9, 2007, the inclusion of its off season operations, as if the acquisition had occurred prior to the beginning of the 2007 first quarter reduces that quarter’s diluted earnings per share from $0.75 on a GAAP basis, to $0.59 on a pro forma basis; that allows for a comparison of first quarter results on a comparable operating basis.

Accordingly our comments today of the company’s operating results are based on a comparison of the pro forma results for the 2007 first quarter, with the GAAP results for the 2008 first quarter.

Total company sales performance in the first quarter of $491.1 million declined to 6.7% from last years first quarter of $526.1 million. Total clothing sales of $388.5 million declined 4.6% from last years first quarter of $407 million, while tuxedo rental revenues of $70.2 million decreased 18.6% from last years first quarter of $86.2 million; however, based on our initial guidance for the quarter we were only 75 basis points below our targeted quarter-over-quarter growth rate and that was due primarily to weaker than expected clothing sales in Canada and to a lesser degree our Men’s Wearhouse stores.

In the United States traffic levels in our stores continue to be weak and the buying rate of our customers is becoming more conservative.

In Canada we believe the Canadian consumer is feeling the impact of rising energy and food prices; however, the benefits of a relatively strong job market, housing prices, and easy credit, according to some economists, are partially mitigating current inflationary pressures.

The decline in tuxedo rentals was primarily driven by reduced tuxedo rental sales at the company’s stores acquired from After Hours in April 2007, as well as the sale of After Hours wholesale tuxedo rental operations in July of 2007. These declines were partially offset by increases at the company’s Men’s Wearhouse stores. These results were substantially in line with our initial plans for the quarter.

Gross margin before occupancy costs as a percent of sales decreased 28 basis points from pro forma 58.38% to 58.10%. Increases in clothing product margins as a percentage of related sales of 97 basis points were offset by a reduction in the percentage of total sales derived from tuxedo rentals from 16.38% to 14.29%, as well as deleveraging a fixed cost related to alterations and other services.

Occupancy costs increased as a percentage of sales by 271 basis points from pro forma 12.27% to 14.98%, primarily due to the deleveraging effect of reduced comparable store sales, increased rent expense and increased depreciation expense from the rebranding of After Hours stores to MW Tux.

Selling, General, and Administrative expenses as a percentage of sales increased 378 basis points from pro forma 36.26% to 40.04%. This increase was primarily due to the deleveraging effect of reduced net sales.

In comparison to our initial plan for the quarter we did incur higher advertising and transportation costs, both of which related to the conversion and integration of After Hours to MW Tux.

Closing costs of our manufacturing facility in Montreal, Canada incurred in the first quarter were substantially below our initial plans. This is purely reflective of timing and is related to our inability to identify severance costs down to the employee specific level in the first quarter. Our expectation now calls for those costs to be realized in the second quarter.

Weighted average diluted shares outstanding of $51.9 million, or 5.2%, or 2.8 million shares less than the first quarter of the prior year. We did not repurchase any shares in the quarter and therefore continue to have available approximately $44 million of remaining authorization.

Retail clothing inventories on a per store basis, at the Men’s Wearhouse stores, decreased 90 basis points and K&G decreased 10.3% and at Moores, in Canadian dollars, decreased 8% over the prior year.

Per store inventories in our MW Tux stores, and these are retail inventories, increased 9.2% due mainly to the transition to more appropriate inventory levels.

Inventories at our Twinhill business unit increased 60% over the prior year and relate to the ramp up of new uniform programs and growth of existing uniform programs.

We are on track with annual capital expenditure plans in the range of $70 to $75 million in support of store upgrade and expansion programs involving the opening of 51 new stores, major upgrades involving 128 stores, as well as upgrades and enhancements to distribution and technology infrastructure.

Let me turn your attention now to our guidance for the upcoming quarter, as well as for the full year, for adjusted earnings per share guidance, we are lowering our second quarter outlook to a range of $0.75 to $0.79 compared to previous guidance of $0.80 to $0.86. We remain confident with o our targets for tuxedo rental revenues as we have approximately 88% of our second quarter unit plan currently under reservation with customers; however, we believe that our retail apparel businesses will continue to be under pressure.

Second quarter adjusted earnings per share guidance reflects a comparable store sales decrease in the mid to high-single digit for the Men’s Wearhouse, and I would remind you that in the second quarter MW Tux sales results will now be included in our comparable store sales reporting.

At K&G we are expecting a low-teens decrease and at Moores, our Canadian business, a low single-digit decrease.

Gross margins are expected to be down quarter-over-quarter, largely due to a continuation of occupancy expense via leverage; however, that weighted decline is expected to be less than we experienced in the first quarter on a pro forma basis, due primarily to seasonally stronger tuxedo rental sales performance than that realized in the first quarter on a pro forma basis.

We are expecting a higher rate of markdowns at K&G as we begin the process of modifying our assortment strategies now that we have new merchandising leadership on board at our K&G division.

Excluding the effects of the closing of our manufacturing facility in Montreal, selling, general, and administrative expenses for the quarter are being closely managed to a single-digit growth rate over the prior year quarter.

Now let me speak to our annual guidance, at the beginning of the fiscal year we set an expectation of adjusted earnings per share in a range of $1.90 to $2.10. Based on our actual results for the first quarter, we believe achieving a level of operating performance for the second half of the fiscal year, anticipated in initial guidance, will be challenging under current market conditions; therefore, we are updating our adjusted earnings per share outlook for the year to a new range of $1.75 to $1.85. A sequential trend improvement will be necessary in the fourth quarter, in order to achieve the high end of that range.

This guidance reflects a comparable store sales decrease in the mid single-digits for the Men’s Wearhouse, a low double-digit decrease at K&G, and a low single-digit decrease for Moores.

That concludes my commentary relative to our results for the first quarter and annual guidance and I’d now like to turn the call over to George Zimmer, Chairman, and CEO.

George Zimmer

As we highlighted in our press release today, and which Neill has also reviewed for you, our quarter-over-quarter performance is being impacted by two key variables: first, our retail clothing business across all our retail concepts has declined and is the result of reduced store traffic, as well as a more conservative buying pattern of our customers.

This is most acute in certain regions of the country, particularly California and Florida. It’s important that you put these results in a perspective balanced by macro economic conditions, as we certainly do, in managing through these challenging times.

That perspective is best illustrated by recent industry research studies reporting a sharp decline in US tailored clothing over the last 12 months, and particularly in the suit category. Those reports indicate that the suit category is down in dollar terms approximately 14%; however, our estimated suit market share at the current level of business in Men’s Wearhouse and K&G combined has increased from 17% to 19%.

While the category as a whole has weakened, our position has not. This is attributable to our merchandise teams working hard and indentifying and funding areas within our specialty store focus that are outperforming the averages. This is particularly evident within our Men’s Wearhouse and Moores concepts. We are adding to our already strong basic suit offerings with fashion geared towards a younger demographic, typically our tux rental customer.

While we have areas of strength that we’re developing we also have certain areas of weakness, particularly our sports wear offerings.

The most challenging area in our clothing business is at our K&G stores, as those stores reported a decline in comparable sales of 14%. Although this level of performance was within our expectations going into the quarter, it does not mean we are waiting for an economic rebound.

Several weeks ago we added to our merchandise team at K&G, hiring a new chief merchandising officer with a long and well respected tenure in both men’s and women’s clothing categories, Mary Beth Blake from Macy’s, based in St. Louis. She’ll be relocating to Atlanta and working closely with Doug Ewert in refining and moving our merchandising assortments in a direction that can capture the interest and dollars of K&G’s high frequency visit customer profile. This will require that we become more aggressive in transitioning our assortments, of which our ladies category will be the key area of our initial focus: in a word, markdowns.

At the beginning of the year we had engaged an outside firm to explore potential changes in the four-wall layout and visual presentation of our K&G stores. We’ll begin to test those ideas and concepts in a few stores in the third and fourth quarter of this year. In the interim we remain focused on managing closely to the levels of business that we do command at K&G both in terms of capital and operating costs.

The second G variable impacting our performance in the first quarter is our tuxedo rental business and it’s particularly evident in those stores we acquired last year under the brand name After Hours.

For those that are new to Men’s Wearhouse and for those that are not, you should be reminded of our previous conference calls in which we highlighted transitional issues within our required operations, which did impact the second half of last year and would impact the first half of this year. Those issues primarily related to lead generation, our marketing partner, and the conversion of those leads once received. We also believe that rebranding from After Hours to MW Tux is having a dampening affect as well. As we planned for fiscal 2008 those were known issues.

We came within 1% of our sales target for tuxedo rentals for the first quarter in dollars. For the second quarter we now have in hand, meaning under reservation, approximately 88% of our full quarter planned. As Neill suggested, that’s unit plan, being essentially on plan for the first quarter coupled with strong future reservations. We’re more confident that those transitional issues are diminishing; however, we cannot eliminate all together the risks of softer tuxedo rentals than planned, as they stem from macro economic conditions.

While the tuxedo rentals industry may be recession resistant, it is not recession proof.

We are focused on delivering a superior customer experience for our tux customers during these important events in their lives and look to have them not only become retail customers, but loyal customers for many years to come.

MW cleaners continues to grow and we continue to explore new partnership and leverage opportunities. At Twinhill, our direct to business corporate apparel division, a direct mail campaign to encourage new corporate customers to shop at Men’s Wearhouse stores was substantially stronger than typical direct mail campaigns. The initial response rate was 18%, but equally important is that 63% of those responding to the roll out mailing were new customers to the Men’s Wearhouse. In an environment where traditional means of new customer acquisitions become ever more challenging, we have an efficient opportunity to earn share.

Before I open the call to questions, let me reiterate one thing that Neill said: Our pure merchandise margins, net of markdowns, are still up. Business is tough, but by continuing to manage inventory levels we can do less business and still be quite profitable. Our economic model is sound. No one knows when business will turn, but when it does, the Men’s Wearhouse will be strong and poised to capitalize.

Question-and-Answer Session

Operator

(Operator Instructions) Your first question comes from Analyst for Betty Chen - Wedbush Morgan Securities.

Analyst for Betty Chen - Wedbush Morgan Securities

What are the differences you might have had in advertising spend and if you will continue with them?

George Zimmer

While they were very similar quarter-over-quarter, I believe within $1.5 million of each other, and I believe the plan right now for the year is to spend a small amount more than we did last year.

Operator

Your next question comes from Lauren Levitan - Cowen and Company.

Lauren Cooks Levitan - Cowen and Company

George you talked about how your customers are behaving more conservatively. Could you give us some more color in terms of what that means? Are you doing more at lower price points, or are you seeing fewer units per transaction? Anything that would help us understand that would be useful.

Then also, is that same level of conservatism applying to the tuxedo business? I know you said you were very close to your plan in Q1 and well on track in Q2, but I’m curious if the spending level of the average ticket on that tuxedo rental is at all experiencing the same conservatism you referenced in the retail business.

George Zimmer

The answer to your first question is all of the above. Average ticket, number of items, everything is trending down. It’s not as clear that that’s happening in the tuxedo rental business, because once the customer is committed to renting a tuxedo, the decisions on what they pick up from there are usually fairly consistent.

In terms of our conversion into retail customers, again it’s fairly consistent with last year’s numbers.

Neill Davis

George, that relative to the tuxedo rental business, the real driver with that weakness in the first quarter is traffic driven. We are experiencing very strong average rental rates in our business, and so it’s a little different from that experience in our retail clothing business, so I wanted to make that clear.

Operator

Your next question comes from Richard Jaffe - Stifel Nicolaus.

Richard Jaffe - Stifel Nicolaus

The costs related to Golden Brand that are being postponed to second quarter, could you give us a sense of what those are and should I assume that they’re included in the Q2 guidance?

Neill Davis

The primary difference between what happened relates to severance costs. Accounting rules do not allow you to take accruals until you can identify specific severance levels down to the specific employee individual level. We have not been able to progress through that point in the first quarter, therefore, to allow us to take those accruals.

As I said a moment ago, I believe we will be in that position to make those specific designations at least in the second quarter. All that said, we still are targeting for the full year $0.10 in EPS impact from the closing of the facility and the flow of it will just be a little different.

Operator

Your next question comes from Janet Kloppenburg - JJK Research.

Janet Kloppenburg - JJK Research

George, could you just talk a little bit about MW Tux? It sounds like you are pretty close to plan for your tuxedo business, but it sounds like maybe you’re also a little frustrated with how the leads are coming online and how this convergence of the new brand is going, so I was wondering if you could talk a little bit about that and if you see the business improving in the back half. I know that the fourth quarter is not a period where you’ll expect any strength, but perhaps in the third quarter if you see the business accelerating?

George Zimmer

I believe that’s exactly what I tried to say. That we had problems in getting the leads and converting the leads and we reported that and said at the time it would go into the first half of this year. I think what we were suggesting in the call was that it certainly was a problem in the first quarter, but it seems to be mitigating in the second quarter and we’re confident now that this is primarily behind us.

In terms of just a general comment on our MW Tux business, Men’s Wearhouse stores seem to be drawing some tuxedo rental business away from what formerly were After Hours Stores. We haven’t determined whether that’s good or bad yet.

Operator

Your next question comes from David Mann - Johnson Rice.

David M. Mann - Johnson Rice & Company L.L.C.

Can you elaborate a little bit more about the expected changes that came in terms of merchandise strategy? Would you expect it to go into other areas of operation? And, what is the projected operating margin that you’re including within your guidance for K&G?

George Zimmer

We would hope that Mary Beth would be able to find a new category to go into at K&G, because we do believe that we can reduce our inventories in men’s suits at K&G without materially affecting our sales. We’re also going to be changing the relative mix in ladies wear in private and branded goods, increasing the branded assortments. Then as I said, we’re going to be remerchandising the stores with a new layout, although that will take place mostly in ’09.

Neill Davis

Relative to the operating margin, David, that’s incorporated in the guidance that we gave today, is a low to mid single-digit operating margin.

Operator

Your next question comes from Evren Kopelman - JP Morgan.

Evren Kopelman - JP Morgan

On your last conference call you had given us, looking at your history of the core Men’s Wearhouse back to fiscal 2000, that you had seen a 24-month period of declining sales trends. Based on that I think you said you had given us guidance.

Can you update us if you believe this is going to be a longer cycle or any other color on that stock?

Neill Davis

Relative to the same store sales update that we gave, we clearly have tweaked those ranges down a couple of percentage points. I think it’s more a reflection of, not an indication as to definition of duration when we see a bottom of an up turn in this business, which that clearly is very difficult to identify. I’m not sure whether there are many out there in the retail industry that can identify that, but what we’re projecting to right now is tracking to a two year comp basis that was realized in the first quarter and we’re extrapolating that to the second and third quarter.

As I indicated, we’re anticipating some sequential changes and improvements in the fourth quarter, but I think it’s a situation where we’re watching this as closely as we can and we’re providing appropriate updates as we go through the year and imagine it as close as we can, but in terms of making a call out as to an inflection point, well that’s not possible for us to do that at this juncture.

Operator

Your next question comes from Steven Mortimer - Wellington Management.

Steven Mortimer - Wellington Management

First of all I was wondering as far as the tuxedo business goes, since the rate of decline is mitigating in the sales, when do you think you’re going to get back to a normal level of profitability, a pre-acquisition level of profitability on that business?

Secondly, on the boost from the Canadian manufacturing what type of opportunity do you see for the margin once that shift has been completed and what’s the timing of that shift?

Neill Davis

We’re very happy with the level of relative profitability we have with that business. What our challenge is, is relating to the top line volume. As George mentioned earlier, we’re transitioning through the prior period difficulties, and our forward visibility is suggestive of we’re moving through that; so, fiscal 2008 is clearly a timeframe where we believe that we’ll be back on track on a more meaningful way.

As I think that George has indicated to Janet earlier, we should begin to see some of that in the third quarter, but of course the fourth quarter is a seasonally low period and that will not have a significant impact.

George Zimmer

The Canadian situation was a very difficult choice. We believe that in addition to you shareholders, there are other stakeholders in our company, our employees, and our customers being two of them, and we don’t let people go lightly.

But, the decision was made that because of the global realities in our industry that we can now save approximately $10 million a year of pretax by making these goods in other than North America. Canada is very similar to the United States. If anything the Canadian economy is slightly stronger, as Neill alluded to, so it was with some heavy heart that we have made this decision, but it has got a large savings.

Operator

Your next question is a follow up from Richard Jaffe - Stifel Nicolaus.

Richard Jaffe - Stifel Nicolaus

To the sale of the wholesale tuxedo business and I’m wondering how that played out. A net positive, net negative, and can you quantify the impact of the wholesale business disappearing?

George Zimmer

The reason we closed the wholesale business is it was a small business that we did not want to grow; therefore, we thought it would be a distraction.

Neill Davis

Richard, I would add to you, we didn’t make that decision, as I said in my commentary, until July 2007, so when you look at pro forma results for the first quarter of ’07, that clearly had a wholesale operation impact and the amount of business that was being done from a revenue stand point in the first quarter from wholesale was about $5 million.

Operator

Your next question comes from Janet Kloppenburg - JJK research.

Janet Kloppenburg - JJK Research

I was wondering if you could talk a little bit about what measures you might be taking if you’re successful in maintaining a mid-single-digit operating margin at K&G. I’m not so sure that that would be different from what you reported last year. I know that’s at the high end of your guidance range, but could you tell us maybe about the marketing spend at K&G and other cost saving efforts you might be making that could help protect the downside there in light of the comps?

George Zimmer

Neill said low to mid single-digit and I don’t know what else we can say. We’ve cut the marketing since the beginning of the year, as we have at other divisions. We manage our payroll extremely closely in all retail concepts, so we take that almost as a given. Really the only leverage we have is our marketing budget for the most part and our decision is that we do not want to erode our brand. We want to look at this as an opportunity to gain market share even if it means earning a little less money for a while until the economy turns around.

Operator

Your next question is a follow up from Steven Mortimer - Wellington Management.

Steven Mortimer - Wellington Management

What is the timing on the $10 million protect profit savings that we see from the transition from Canada?

Then also regarding the profitability of the tuxedo business, I assume you’re talking that the margins are intact, but clearly you would be netting the rest operating profit dollars to the deleveraging affect that’s lowered sales, correct?

Neill Davis

That’s correct and relative to the realization of the savings from a sourcing standpoint related to Canada, it will begin to flow in in fiscal 2009.

Operator

Your next question is a follow up from Evren Kopelman - JP Morgan.

Evren Kopelman - JP Morgan

The difference between the sales growth in Canada and the comp, the 14-point difference, that’s all currency right?

Neill Davis

Yes, the total sales number, that I believe is in the press release, is in US dollars; however, comparable store sales numbers are in Canadian dollars.

Evren Kopelman - JP Morgan

On the occupancy expense, it was up 14% in the first quarter when we compare it to the pro forma number. What kind of an increase shall we expect for the rest of the year?

Neill Davis

How would I answer that? I would tell you that it’s in a mid high-single digit increase, because we will begin to anniversary some of the depreciation charges that are embedded in our occupancy number, but that’s the number you should expect.

Operator

Your next question is a follow up from David Mann - Johnson Rice.

David Mann - Johnson Rice & Company L.L.C.

George, I think you commented at the end of your prepared remarks about merchandise margin. Can you talk a little bit about the cost inflation you’re seeing out of China, how you’re going to handle that?

George Zimmer

It’s a pretty simple answer. We basically have told the Chinese that we can make the goods in other countries, so we don’t make suits in China, we make lower skilled stuff in China now and the cost is not significantly different.

Neill Davis

There is no question that there are going to continue to be inflationary pressures from that part of the world. As George said, the way that we are managing those exposures as to balance our sourcing and our venues as best we possibly can to mitigate those pressures, but make no mistake those pressures are there and they will have an eroding effect, but we believe we have other opportunities to mitigate that. One example is the Canadian opportunity.

George Zimmer

Really, until the entire world is considered the first world there will always be a competition for international clothing manufacturing and then we’re a beneficiary of that.

Operator

Your next question comes from Bill Baldwin - Baldwin Anthony Securities.

Bill Baldwin - Baldwin Anthony Securities, Inc.

Would you all comment what the momentum continues to look like at the Twinhills regarding your business opportunities there? Secondly, if you would, can you comment on whether you all are looking for growth at Twinhills in addition to organic growth?

George Zimmer

Because of the recent airline mergers it’s actually taken a little bit of the gloom off our growth and we’re now looking at more modest growth than we were 90 days ago.

Neill Davis

I might add that with those consolidations in the airline industry it’s creating some current year lower volume expectations; however, there is a flipside positive to that, which means that some of these consolidations will inherently create larger companies and we’re hopeful with our positioning in the industry and everything else that we do, that we might have those opportunities come to us in the next fiscal year.

And, we are getting incremental business with our existing customers organically Bill, as you’ve asked, so it looks like the health of our existing business is helping offset some of those consolidation pressures we get from other industries.

Operator

Your next question is a follow up from Steven Mortimer - Wellington Management.

Steven Mortimer - Wellington Management

I don’t know if you look at it this way, but is it possible you could, and I assume this would be the case given your guidance, that if you back out the MW Tux business that you would be expecting an increase in rate of decline of operating margins at the core businesses? Would that be a fair characterization?

Neill Davis

Not from a margins perspective, Steve. The relative margin compression that we’re realizing at our core business is that if you remove the tuxedo businesses occupancy expense deleverages. As George said at the conclusion of his remarks, our maintained product margins from our clothing business actually is up and that’s helping, it’s the fixed costs deleverage that’s creating the difficulties and of course, with the mix of the business being less [audio gap] we’re getting that relative margin drive.

Operator

Your last question is a follow up from Richard Jaffe - Stifel Nicolaus.

Richard Jaffe - Stifel Nicolaus

I have a quick question on e-commerce and e-commerce initiative and the related marketing effort that might go with e-commerce in a perfect fit club.

George Zimmer

We have a gentleman on board who is quite skilled in this entire e-commerce and internet-advertising realm. I really am not qualified to comment. Neill, are you?

Neill Davis

Yes, from a volume standpoint we’re continuing to experience 30% plus growth rates within that channel and that’s even over a prior year after we have made significant changes to our website.

I encourage everyone that hasn’t to visit our website and I think what you will begin to see is some rather unique and very creative ways of communicating to the customer and consumer that shops online and particularly so as it relates o our tuxedo rental business.

We now have technology that allows the consumer who is in a wedding party to get color swatches off of our website and help them color coordinate the bride and the groom. These are technologies that are very unique to ourselves and we think we have a platform that, as it develops over time, will be pretty powerful.

We’re excited with the creative individual George referred to, is bringing to table and with Charles Bresler, who is the head of our marketing group, is bringing to bear with his team and it’s doing quite well and we’re happy.

Neill Davis

We appreciate everyone’s interest and time and attention today and look forward to talking to you on future conference calls.

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