UNITED STATES
SECURITIES AND E X CHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended August 4, 2018
OR
☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File Number: 1-33338
American Eagle Outfitters, Inc.
(Exact name of registrant as specified in its charter)
Delaware |
| No. 13-2721761 |
(State or other jurisdiction of incorporation or organization) |
| (I.R.S. Employer Identification No.) |
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77 Hot Metal Street, Pittsburgh, PA |
| 15203-2329 |
(Address of principal executive offices) |
| (Zip Code) |
Registrant's telephone number, including area code: (412) 432-3300
Former name, former address and former fiscal year, if changed since last report:
N/A
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. YES ☒ NO ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YES ☒ NO ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a small reporting company, or emerging growth company. See the definitions of "large accelerated filer", "accelerated filer", "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer |
| ☒ |
| Accelerated filer |
| ☐ |
Non-accelerated filer |
| ☐ (Do not check if a smaller reporting company) |
| Smaller reporting company |
| ☐ |
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| 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 provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). YES ☐ NO ☒
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date: 177,365,947 Common Shares were outstanding at August 27, 2018.
AMERICAN EAGLE OUTFITTERS, INC.
TABLE OF CONTENTS
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| Page Number |
PART I - FINANCIAL INFORMATION |
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Item 1. |
| Financial Statements |
| 3 |
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| Consolidated Balance Sheets: August 4, 2018; February 3, 2018 and July 29, 2017 |
| 3 |
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| Consolidated Statements of Operations and Retained Earnings: 13 weeks and 26 weeks ended August 4, 2018 and July 29, 2017 |
| 4 |
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| Consolidated Statements of Comprehensive Income: 13 weeks and 26 weeks ended August 4, 2018 and July 29, 2017 |
| 5 |
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| Consolidated Statements of Cash Flows: 26 weeks ended August 4, 2018 and July 29, 2017 |
| 6 |
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| Notes to Consolidated Financial Statements |
| 7 |
Item 2. |
| Management's Discussion and Analysis of Financial Condition and Results of Operations |
| 20 |
Item 3. |
| Quantitative and Qualitative Disclosures about Market Risk |
| 29 |
Item 4. |
| Controls and Procedures |
| 29 |
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PART II - OTHER INFORMATION |
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Item 1. |
| Legal Proceedings |
| 30 |
Item 1A. |
| Risk Factors |
| 30 |
Item 2. |
| Unregistered Sales of Equity Securities and Use of Proceeds |
| 30 |
Item 3. |
| Defaults Upon Senior Securities |
| N/A |
Item 4. |
| Mine Safety Disclosures |
| N/A |
Item 5. |
| Other Information |
| N/A |
Item 6. |
| Exhibits |
| 31 |
2