CROX Crocs Inc

Crocs, Inc. (NASDAQ: CROX) today reported financial results for the second quarter ended June 30, 2009.

Q2 2009 revenue of $197.7 million exceeded Company guidance for the quarter. Revenue in the comparable quarter of 2008 was $222.8 million.

On a non-GAAP basis, the Company’s Q2 2009 net loss after taxes was $5.0 million, or a loss of $0.06 per diluted share, which is better than the range the Company previously provided when it guided to a non-GAAP Q2 2009 loss per diluted share of $0.31 to $0.15. The Company generated non-GAAP income before taxes of $2.6 million in Q2 2009. Non-GAAP Q2 2009 operating results exclude the effects of the following:

• $34.8 million in impairment and restructuring charges,
• $16.3 million in additional stock-based compensation expense related to the previously announced Q2 2009 tender offer, and
• $3.1 million in net charitable donations.

These were offset by the following favorable impacts:

• $25.3 million gross margin impact related to sales of product that had been previously impaired and
• $3.6 million gain from foreign currency exchange rate fluctuations during the second quarter.

On a GAAP basis, the Company reported a net loss of $30.3 million in the second quarter of 2009 with a diluted loss per share of ($0.36), compared to Q2 2008 net income of $2.1 million, or $0.03 per diluted share.

Year-over-year second quarter changes in the Company’s channel revenue streams were as follows:

• Retail sales increased 58.9% to $55.3 million;
• Internet sales increased 24.8% to $17.4 million; and
• Wholesale sales decreased 28.2% to $125.0 million.

Changes in the Company’s regional revenue streams during the same periods were as follows:

• Asia increased 30.5% to $80.0 million;
• Americas decreased 19.4% to $85.5 million; and
• Europe decreased 41.8% to $32.2 million.

The Company’s second quarter 2009 revenue included $23.7 million in sales of previously impaired footwear. The Company’s sales of non-impaired product for Q2 2009 were $174.0 million, which exceeded the Company’s guidance of sales between $135.0 million and $160.0 million for second quarter.

Balance Sheet

The Company’s cash and cash equivalents increased 50% to $77.5 million at June 30, 2009 from $51.7 million as of December 31, 2008. The strong quarter end cash position allowed the Company to completely repay the $17.3 million borrowed under the Company’s credit facility as of June 30, 2009 subsequent to the end of the second quarter. The credit facility was extinguished on August 3, 2009, ahead of its September 30, 2009 maturity date. The Company has signed a term sheet with a well-known lender and intends to secure a new asset-backed revolving credit facility by the end of the third quarter.

Inventory decreased 22% since December 31, 2008 to $111.6 million at June 30, 2009 as the Company continued its efforts to reduce inventory on hand.

The Company had accounts receivable of $67.0 million as of June 30, 2009 compared to $35.3 million at December 31, 2008 as a result of higher sales in the quarter. Days sales outstanding decreased from 52.3 days for the three months ended June 30, 2008 to 30.9 days for the three months ended June 30, 2009.

Net capital expenditures in the second quarter of 2009 were $9.7 million compared to $21.3 million the second quarter of 2008.

Working capital improved to $153.0 million during the quarter, an increase from $145.8 million as of December 31, 2008.

“Our second quarter performance reflects the tangible business improvements we’re continuing to make and underscores the enduring consumer appeal of the Crocs brand,” said John Duerden, President and Chief Executive Officer. “Our top-line results were better than expected driven by strong gains in our retail channel, as consumers responded positively to the broad product assortment now available at our Company-operated locations. We continue to gain market share in Asia, where our business has been strong in recent quarters. We strengthened our balance sheet, reducing inventory and repaying all outstanding borrowings under our credit facility. While we are encouraged by our progress, we are clearly not satisfied with these results. We intend to reduce expenses, improve our cash position and making targeted investments in our systems and procedures to serve customers better and to increase productivity.”

Duerden continued, “We’ve made substantial progress on the disposal of our excess inventory in a responsible manner. Our U.S. distribution facilities have been consolidated down from seven locations to one, enabling us to provide our product to customers more effectively and efficiently. As we continue to streamline our cost base, we expect to reduce our operating losses through the balance of this year and return to profitability next year.”

Guidance

The Company expects to generate between $150 million and $160 million in revenue during its fiscal third quarter, with a diluted loss per share between $0.14 and $0.06. This guidance excludes the effect of one-time and non-recurring charges.

Conference Call Information

A conference call to discuss second quarter fiscal 2009 financial results is scheduled for today (August 6, 2009) at 5:00 PM Eastern Time. A webcast of the call will take place simultaneously and can be accessed by clicking the ‘Investor Relations’ link under the Company section on www.crocs.com or at www.earnings.com. To listen to the broadcast, your computer must have Windows Media Player installed. If you do not have Windows Media Player, go to www.earnings.com prior to the call, where you can download the software for free.

About Crocs, Inc.

Crocs, Inc. is a designer, manufacturer and retailer of footwear for men, women and children under the Crocs™ brand.

All Crocs™ brand shoes feature Crocs’ proprietary closed-cell resin, Croslite™, which represents a substantial innovation in footwear. The Croslite™ material enables Crocs to produce soft, comfortable, lightweight, superior-gripping, non-marking and odor-resistant shoes. These unique elements make Crocs™ footwear ideal for casual wear, as well as for professional and recreational uses such as boating, hiking, hospitality and gardening. The versatile use of the material has enabled Crocs to successfully market its products to a broad range of consumers.

Crocs™ shoes are sold in more than 120 countries and come in a wide array of colors and styles. Please visit www.crocs.com for additional information.

Forward-looking statements

The matters regarding the future discussed in this news release include “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements involve known and unknown risks, uncertainties and other factors which may cause our actual results, performance or achievements to be materially different from any future results, performances, or achievements expressed or implied by the forward-looking statements. These risks and uncertainties include, but are not limited to, the following: macroeconomic issues, including, but not limited to, the current global financial crisis; our ability to obtain adequate financing; our significant expansion in recent years; our ability to manage our future growth or decline effectively; changing fashion trends; our defense and the ultimate outcome of a pending class action lawsuit; our ability to accurately anticipate and respond to seasonal or quarterly fluctuations in our operating results; our management and information systems infrastructure; our ability to obtain and protect intellectual property rights; our reliance on third party manufacturing and logistics providers for the production and distribution of products; our limited manufacturing capacity and distribution channels; our reliance on a single source supply for certain raw materials; inherent risks associated with the manufacture, distribution and sale of our products overseas; our reliance on market acceptance of the small number of products we sell; our ability to develop and sell new products; our limited operating history; our ability to accurately forecast consumer demand for our products; our ability to maintain effective internal controls; our ability to attract, assimilate and retain management talent; retail environment; our ability to effectively market and maintain a positive brand image; the effect of competition in our industry; the effect of potential adverse currency exchange rate fluctuations; and other factors described in our annual report on Form 10-K under the heading “Risk Factors” and our subsequent filings with the Securities and Exchange Commission. Readers are encouraged to review that section and all other disclosures appearing in our filings with the Securities and Exchange Commission. We do not undertake any obligation to update publicly any forward-looking statements, including, without limitation, any estimate regarding revenues or earnings, whether as a result of the receipt of new information, future events, or otherwise.

CROCS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (In thousands, except share and per share data) (Unaudited)       Three Months Ended

June 30,

Six Months Ended

June 30,

  2009   2008   2009   2008   Revenues $ 197,722 $ 222,770 $ 332,614 $ 421,310 Cost of sales   96,610   132,482   181,771   245,788 Gross profit 101,112 90,288 150,843 175,522 Selling, general and administrative expenses 90,983 89,857 163,181 166,833 Restructuring charges 5,915 470 5,953 4,319 Impairment charges 23,655 2,903 23,724 13,716 Charitable contributions expense   5,078   -   5,119   -   Loss from operations (24,519) (2,942) (47,134) (9,346) Interest expense 562 598 1,257 971 Other expense (income) (343) 314 (1,446) (47) Gain on charitable contributions   (2,024)   -   (2,024)   - Loss before income taxes (22,714) (3,854) (44,921) (10,270) Income tax expense (benefit)   7,567   (5,986)   7,777   (7,875) Net (loss) income $ (30,281) $ 2,132 $ (52,698) $ (2,395) Net Income (loss) per common share: Basic   ($0.36) $ 0.03   ($0.62)   ($0.03) Diluted   ($0.36) $ 0.03   ($0.62)   ($0.03) Weighted average common shares outstanding: Basic   84,882,241   82,718,731   84,638,783   82,603,666 Diluted   84,882,241   83,740,782   84,638,783   82,603,666 CROCS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (In thousands, except share data) (Unaudited)   June 30, 2009 December 31, 2008 ASSETS Current assets: Cash and cash equivalents $ 77,477 $ 51,665 Restricted cash 813 - Accounts receivable, net 67,050 35,305 Inventories 111,615 143,205 Deferred tax assets, net 11,386 11,364 Income tax receivable 1,138 24,417 Prepaid expenses and other current assets   21,010   13,415 Total current assets 290,489 279,371   Property and equipment, net 74,475 95,892 Restricted cash 1,795 2,922 Intangible assets, net 34,026 40,892 Deferred tax assets, net 21,669 21,231 Other assets   15,113   15,691 Total assets $ 437,567 $ 455,999   LIABILITIES AND STOCKHOLDERS’ EQUITY Current liabilities: Accounts payable $ 42,296 $ 35,137 Accrued expenses and other current liabilities 48,613 50,076 Accrued restructuring charges 6,445 1,439 Deferred tax liabilities, net 98 30 Income taxes payable 22,311 24,420

Note payable, current portion of long-term debt andcapital lease obligations

  17,732   22,431 Total current liabilities 137,495 133,533   Deferred tax liabilities, net 5,087 2,917 Long term restructuring 663 959 Other liabilities   32,374   31,427 Total liabilities   175,619   168,836   Commitments and contingencies (note 12)   Stockholders’ equity:

Common shares, par value $0.001 per share;250,000,000 shares authorized, 86,144,566 and85,620,566 shares issued and outstanding,respectively, at June 30, 2009 and83,543,501 and 83,019,501 shares issued andoutstanding, respectively, at December 31, 2008

84 84 Treasury Stock, 524,000 shares, at cost (25,022) (25,022) Additional paid-in capital 256,981 232,037 Deferred compensation (13) (246) Retained earnings 11,535 64,233 Accumulated other comprehensive income   18,383   16,077 Total stockholders’ equity   261,948   287,163 Total liabilities and stockholders’ equity $ 437,567 $ 455,999 Crocs, Inc. Reconciliation of GAAP Measures to Non-GAAP Measures (In thousands, except share and per share data) (Unaudited)

The Company prepares and reports its financial statements in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”). Internally, management monitors the operating performance of its business using non-GAAP metrics similar to those below. These non-GAAP measures exclude the effects of foreign exchange rate loss, restructuring activities, inventory write-down, asset impairment charges and unusual gross profit on impaired inventory sales. In management’s opinion, these non-GAAP measures are important indicators of the continuing operations of our business and provide better comparability between reporting periods because they exclude items that may not be indicative of current period results and provide a better baseline for analyzing trends in our operations. The Company does not, nor does it suggest that investors should, consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP. The Company believes the disclosure of the effects of these items increases the reader’s understanding of the underlying performance of the business and that such non-GAAP financial measures provide investors with an additional tool to evaluate our financial results and assess our prospects for future performance.

      Non-GAAP Reconciliations 3 months ended June 30, 2009   GAAP gross profit 101,112 Net gross profit effect of sales of previously impaired units (25,259) (1) Restructuring charges reflected in cost of sales 5,266 (2)

Additional stock-based compensation expense related to tender offerreflected in cost of sales

3,056 (3) Non-GAAP gross profit 84,175   3 months ended 3 months ended June 30, 2009 June 30, 2008   GAAP selling, general and administrative expense 90,983 89,857

Additional stock-based compensation expense related to tender offerreflected in selling, general and administrative expense

13,261 (3) - Foreign currency (gain)/loss (3,623) (4) (1,099) Non-GAAP selling, general and administrative expense 81,345 90,956   3 months ended 3 months ended June 30, 2009 June 30, 2008   GAAP loss before income taxes (22,714) (3,854) Net gross profit effect of sales of previously impaired units (25,259) (1) - Additional stock-based compensation expense related to tender offer 16,317 (3) - Foreign currency (gain)/loss, net of tax (3,623) (4) (1,099) Restructuring charges 11,181 (2) 1,372 Asset impairment 23,655 (5) 2,903 Charitable contributions expense 5,078 (5) 70 Gain on charitable contributions (2,024) (5) - Non-GAAP net income (loss) before income taxes 2,611 (608) Tax expense 7,567 (6) (5,986) Non-GAAP net (loss) income (4,956) 5,378 Non-GAAP net (loss) income per diluted share $ (0.06) $ 0.06 (1) This pro forma adjustment in the GAAP to Non-GAAP reconciliations above represents the gross profit realized on sales of impaired units at selling prices much higher than our previously estimated net realizable value for those units. Because the amount presented is accretive to our gross profit percentage during the quarter ended June 30, 2009 and represents a substantial change to our previous estimate, management believes that exclusion of the gross profit on these sales in evaluating our results of operations provides important information for the reader of our financial statements as such changes in estimates are not anticipated to be recurring to the extent or magnitude they occurred during the quarter.   (2) This proforma adjustment in the GAAP to Non-GAAP reconciliations above represents non-recurring restructuring charges. Of the $11.2 million in total Q2 2009 restructuring charges, $5.3 million was reflected in cost of sales and $5.9 million was reflected in its own line item in the calculation of Q2 2009 operating loss.   (3) This proforma adjustment in the GAAP to Non-GAAP reconciliations above represents additional stock-based compensation expense incurred as a result of the acceleration of tendered options from the Q2 2009 tender offer. The total Q2 2009 additional expense incurred as a result of the tender offer was $16.3 million, of which $3.0 million was reflected in cost of sales and $13.3 million was reflected in selling, general and administrative expense.   (4) The proforma adjustments in this GAAP to Non-GAAP reconciliation represent the add-back of GAAP charges taken in connection with our quarter foreign currency exchange rate loss reflected in selling, general and administrative expense.   (5) The proforma adjustments in this GAAP to Non-GAAP reconciliation represent the add-back of GAAP charges taken in connection with our quarter asset impairment charges as well as the expense and related gain on charitable contributions during the quarter.   (6) Represents GAAP-based tax expense in the quarter. Because total tax expense in the quarter related only to those jurisdictions where the Company made money as well as taxes on royalty payments, the assumed tax rate on the pro-forma adjustments above is zero.