Good day everyone, and welcome to Carter's Second Quarter 2017 Earnings Conference Call. On the call today are Michael Casey, Chairman and Chief Executive Officer; Richard Westenberger, Executive Vice President and Chief Financial Officer; Brian Lynch, President; and Sean McHugh, Vice President and Treasurer. [Operator Instructions] Carter's issued its second quarter 2017 earnings press release earlier this morning. A copy of the release and presentation materials for today's call have been posted on the Investor Relations section of the Company's website at www.carters.com. Before we begin, let me remind you that statements made on this conference call and in the Company's presentation materials about the Company's outlook, plans and future performance are forward-looking statements. Actual results may differ materially as from those projected. For a discussion of factors that could cause actual results to vary from those contained in the forward-looking statements, please refer to the Company's most recent annual report filed with the Securities and Exchange Commission and the presentation materials posted on the Company's website. On this call, the company will reference various non-GAAP financial measurements. A reconciliation of these non-GAAP financial measurements to the GAAP financial measurements is provided in the company's earnings release and presentation materials. Also, today's call is being recorded. And now I would like to turn the call over to Mr. Casey. Please go ahead, sir.

Thanks, very much. Good morning, everyone. Thank you for joining us on the call. Before we walk you through the presentation on our website, I'd like to share some thoughts on our business with you. We had strong growth in the second quarter, with sales and earnings exceeding the estimates we shared with you in April. We achieved growth in our wholesale, retail and international segment. Traffic to our brands was up. ECommerce demand was strong, and our co-branded stores drove positive store comps for the quarter. Our results also reflect the benefit of our new growth initiatives, which include the acquisition of Skip Hop, our new relationship with Amazon and our expansion in China. Given the contribution of these new growth initiatives, together with the strength of our fall and holiday product offerings, we are forecasting a strong second half and reaffirming our sales and earnings guidance for the year. Our second quarter got off to a strong start with the benefit of the Easter holiday and related spring break shopping. May sales were down a bit to last year, with demand for summer products shifting to the right. June was the strongest month of the quarter in terms of sales growth, where we saw an acceleration in online demand for our brands. Our retail sales have continued to be good into July, with comparable sales up over 3% order-to-date. ECommerce continues to be our fastest-growing highest-margin business. With the investments we've made in eCommerce capabilities, we believe we're well positioned to benefit from the secular shift to online shopping. We're seeing significantly higher demand coming from mobile devices with related sales up 55% in the second quarter. We'll be launching a mobile app later this year to improve the convenience of shopping for our brand. We believe this…

Thank you, Mike. Good morning, everyone. I'll begin my comment on page 2 of today's presentation material. As Mike noted, we had a very good second quarter delivering solid top and bottom line growth. Consolidated net sales grew 8% over the last year, driven by strong growth in our U.S. retail businesses and the contributions from Skip Hop, which we acquired in the first quarter of this year. Skip Hop added approximately 4 percentage points to our year-over-year sales growth in the second quarter. Adjusted operating income grew 2%. Consolidated operating margin declined 50 basis points in part due to our continued investment across the business. Q2 adjusted EPS with $0.79 per share, growth of 10% over last year. Turning to Page 3, we've summarized our year-over-year sales performance in the second quarter. Sales in our U.S. retail segment grew 11%, with good contributions from both stores and eCommerce. U.S. retail comparable sales grew 6% benefiting, in part we believe, from the shift of Easter and Spring break demand into the second quarter of this year. International segment sales grew 15% on a reported basis, with even stronger growth of 19% on a constant-currency basis, driven by solid growth in Canada and the contribution from Skip Hop. Sales in our U.S. wholesale business were up modestly compared to last year, reflecting the addition of Skip Hop revenue, which was mostly offset by lower demand for our seasonal product. I'll cover our business segment results in more detail in a moment. Moving to the P&L for the second quarter on Page 4. Consolidated gross margin was 43.9%, down 20 basis points compared to the second quarter of last year. We saw a nice mix benefit versus last year, given the growth in our U.S. retail businesses. Offsetting this were several factors:…

[Operator Instructions] And for our first question, we go to Kate McShane with Citi Research.

Good morning. Thanks for taking my question. I was wondering if you could talk a little bit more about the U.S. wholesale trends. Just, specifically, were there any benefit to U.S. wholesale from the replenishment business, or does that contribute more in the second half of the year? And when it comes to the channels, I think you've highlighted before that particular channels weighed more on your results than other channels. So any detail around that would be helpful.

Yes, Kate, just to give you some color. The replenishment business has been very good. We launched our beautiful new Little Baby Basics in May. Selling has been good across all channels, including internationally. Our major wholesale accounts are realizing mid- to high-single-digit sales increase since we launched that. And the forecast is for that to continue through the lifecycle, which actually runs through Spring. Skip Hop is almost entirely replenishment business and the selling of that brand has been very strong as well, so we believe shipments even to our top 4 or 5 accounts in Skip Hop will be up over 35% this year. That puts the replenishment component of wholesale at about 25% of the total. In terms of just color for the overall bookings, I'd say that while the overall retail industry and many of our customers are challenged. I'd say we're seeing some nice wins based on how we're reacting to the channel shifts from stores to online. We are fully supporting our partners efforts to have online sales, as Richard had said. And the online sales of our products with our customers is actually up over 25% over last year, so we're happy about that. Of course, we got the new Amazon relationships as well. The bookings are down slightly from last year, and that's primarily due again to the mall-based department store sector. That was historically about 25% of our businesses in wholesale. It's right-sized now down to about 13% of our business. So that's a component that you had asked about. So I'd say all in for 2017, we see that business up low singles, as we've commented on. Within that the base Carter's and OshKosh business is now only going to be down low-single digits, and we're up against a mid-single-digit bookings decline as you know. So the replenishment business, Amazon and other initiatives are expected to offset a good portion of that decline in the upfront bookings. And then longer-term, we do see opportunities for good growth in wholesale, good low single-digit or more growth based on the strategies that we're pursuing across our multiple brands.

That's helpful. Thank you. And then my second and final question is that within the retail comp, can you comment on outlooks in particular and the trends there?

The outlets continue to be down. That's particularly the drive-to outlets. The best performance we're seeing is in the co-branded stores and the side-by-side stores. And the model for the stores going forward will be in that co-branded store format. We're seeing very good performance from the co-branded stores.

And for our next question, we go to Anna Andreeva with Oppenheimer.

Great. Thanks so much. Good morning guys and congrats on really strong revenue results. A couple of questions. On profitability by channel, hoping you could parse out how much of the margins decline in wholesale was attributable to Skip Hop and Simple Joys as well as the bad debt expense that you called out. Should we expect bad debt to be more or less non-recurring in nature? And secondly, I think you mentioned you still expect solid gross margin expansion in the back half. Should we expect gross margins up in both 3Q and 4Q? And what kind of promotional cadence are you guys expecting in the back half?

Sure, Anna. I'll start out. As it relates to gross margin, we are expecting gross margin expansions in both Q3 and Q4. As it relates to the decline in wholesale profitability, I don't know that I'll parse it out other than reiterating the factors that you mentioned. We had a bit higher bad debt provisions in the third quarter. We're obviously doing business with some customers that have some financial challenges and just sort of standard accounting practice to hang on to some reserves for our sales through that channel. Skip Hop has been diluted to the gross margin for the wholesale business. I would expect that, that will continue throughout the balance of the year.

You asked about promotions. We would see promotions back half of the year, at this point, as comparable to last year, that would be our plan.

Were they comparable during the second quarter?

Overall, I'd say with, you know, the slower start to Q1 across the industry, so that put a little pressure on the Q2. There were some aggressive discounting across there. We mentioned, we had a good Easter. We had a tougher Memorial Day. We had a very good 4th of July. So all in, we're happy with the performance. I would say that we were slightly more promotional in the quarter than we were last year.

Okay terrific. Best of luck guys.

And for our next question we go to Susan Anderson with FBR Capital Markets.

Hi. Good morning. Thanks for taking my questions and good job on the quarter. I was wondering if you can maybe – so it sounds like SG&A is going to be the main pressure point in the third quarter; it looked a little bit lighter than you guys had thought in the second quarter. So should we imply that some of those investments, I guess, shifted in the third quarter in the back half?

Yes, that's correct. We did have some favorability that's more timing based, Susan, and that spending will happen now in the third quarter related to a few different things, I'd say principally the timing of technology initiatives as well as some hiring and HR-oriented costs.

Got it, okay. And when you talk about the sales up over 25% online to the national retailers, does that include Amazon? And then also maybe if you can talk a little bit about the growth of Amazon. I know it's probably kind of early but, I guess, how long do you think before you can see that offsetting the wholesale channel weakness? And then also, have you seen any weakness in sales to these smaller third parties that were selling on Amazon before?

So the 25% growth in wholesale with our national retailers excludes Amazon. Amazon is new business. It's ramping up beautifully, particularly the Simple Joys brand which was designed exclusively for them. And so we expect that's going to be a nice source of growth for us going forward. When will online sales offset the weakness in the stores? We're starting to see some stabilization now. The bookings over the last couple of seasons – seasonal bookings were down mid-single-digits. And now we're seeing slightly lower bookings for Spring '18. So we feel that we're starting to see the bottom in terms of the decline in the demand from the national retailers, particularly as it relates to the seasonal bookings. The core of the Carter's brand, Little Baby Basics, that business is particularly strong, and we're seeing good demand. That was launched in May. And that's an annual program. It's the everyday essentials for families with young children. That demand from the national retailers continues to be very strong.

Great, that's sounds very positive. And last one, it looks like the wholesale op margins were down a bit this quarter. Maybe if you could just talk about the pressure there?

Again so for the reasons that we cited in our remarks, Susan, we are making some additional provisions for bad debt in our core products for some of the credit rating issues. That's one of the factors in the quarter, and as I mentioned Skip Hop being added to the base. It's a different margin profile for that business relative to the core wholesale business.

Great. That's helpful. Good luck next quarter guys.

And we go next to Omar Saad with Evercore ISI.

Thank you. Good morning. Very nice quarter guys, congratulations. Wanted to ask about – one follow up on Amazon, you know kind of your experience on Prime Day. Looked like the Carter's brand was the participant there. Anything you've learned from that day and then to follow up also, are – there still seems to be a lot of three-peat sellers out there in the bit of grey market Carter's out there on that platform and others. Are you starting to see a line of sight to when that maybe get cleaned up as you relationship with retailers like Amazon, online retailers like Amazon progresses?

Prime day was a very good for us. Good day for us and, we understand, good day for Amazon. And in terms of those third-party resellers, we don't actually know who they all are. And but some way, somehow, they get the product. We know some of the account. I would actually say there continues to be good demand from some of those retailers. We have no effort under way to try to clean that up. That's beyond our control. And so wherever that product ultimately gets to Amazon, it's ultimately coming from us. But we don't put much effort into trying to clean those relationships up. That would be more of an Amazon responsibility. But our business with Amazon, the new business with Amazon, is particularly good.

Got it. Got it. And then eCommerce, nice acceleration starting to approached 30% year-over-year growth. Maybe what you're seeing there? And are you able to use your loyalty program to see kind of customer-specific data, what's driving that eCommerce business and the acceleration there?

We are seeing very good traffic. So we're seeing a very good response to the strength of the product offerings, the strength of the marketing. We've had more effort in terms of targeting consumers understanding what age they're shopping for. What gender they're shopping for. Our eCommerce team – marketing teams have done a great job helping us to accelerate demand for eCommerce. The margins in that business continue to expand, continues to be our fastest-growing, highest-margin business. We see it as a traffic driver to the stores. Some of the new omni-channel capabilities, being able to buy online and then pick up the product in the store, that's been a nice source of growth for our stores as well. So we're seeing the consumers – some portion of that 87% of our customers like to shop both on in stores and online. So we're seeing most of the relationships with our customers, the new relationships start in our stores. And but the consumer based on the behavior, they like to shop both in-stores and online with us.

Got it. Yes, I was going to ask, is the online consumer new consumers? Or are they kind of pre-existing consumer who already are part of the loyalty program?

The loyalty program – last time I checked, some portion 90% of the transactions we have, both in stores and online, are tied to the loyalty program. And we just added Skip Hop to that Rewarding Moments loyalty program this past week. So that'll attract more consumers to the company.

Yes that acquisition seems like a big win for you guys. When can we expect it to rollout to the store – to the broader store base?

We're testing it in 50 stores just to understand what fixture productivity works best for us. And the game plan is to learn all we can from that. And then sometime next year, roll it out to all of the Carter's and co-branded stores and roll it out to Canada. So you'll see more of that later this year and into next year.

Thanks Mike. Appreciate all the insight.

And for our next question, we go to Jim Chartier with Monness, Crespi, Hardt.

Good morning. Thanks for taking my question. First on the bookings, how much of an impact is the Amazon having on the Spring 2018 bookings? I know it's still small at this point.

Jim, I don't know if we would give that level of detail. Again, it as an early relationship. Our selling is very good. We're actually at a little bit of a chase mode on Simple Joys, which we're excited about. But I don't know that we would parse out the exact bookings by account at this point.

And then how does Amazon compare to the rest of the business in terms of the size and replenishment?

Amazon, is actually we... The orders are prebooked. And since it's a unique brand, Amazon, they commit to the product and the orders upfront, so we book those as seasonal bookings, and then the shipments occur weekly to the distribution centers as the product continues to sell, Like I said we've been on a little bit of a chase mode. So although, they're prebooked we have been scrambling the jets, I guess I would say, to get product here quicker to make sure we fulfill the demand.

it's good to hear. And Richard, can you tell us when you expect to start to realize some of the benefits from the new technologies in the retail stores you've mentioned? The price optimization, inventory management and other initiative?

Yes, I would say that those 2 specifically we're in the process of implementing the technologies now. So it will be a stronger forward benefit later this year certainly into 2018. I think we're starting to see the benefit already of some of the new omni-channel capabilities that we've brought online. So those will be more near-term. But I think pricing, inventory management, assortment planning is a key component of that. Those will be the stronger forward benefits into 2018 and beyond.

Great. Thanks and best of luck

And for our next question we go to John Kernan with Cowen and Company.

Good morning everyone. Thanks for taking my question. So Richard, just on the SG&A front in Q4 does imply a pretty big step down in terms of overall dollar growth versus where you've been this year and last year in terms of the year-over-year growth. I'm just wondering if there's anything onetime-ish that enables the SG&A dollar growth in Q4 to come down to what seems to be a pretty good single-digit rate?

Well our forecast wouldn't have it be growing that lowly. So there might a little more balanced between Q3 and Q4 in our model, John. I will say that in Q4, that tends to be when we have more of the adjustments to incentive comp provisions, other sort of employee benefits, reserves and such that tends to have a bit of an effect on the overall spending growth rate. But certainly, we're forecasting that the growth rate will be higher in Q3 and then moderate somewhat as we get into the fourth quarter.

Okay. And then, it's just the math, if you look at international, I think, by 2020 you wanted it to be 15% of the total, and I think China is guided to $100 million plus. I'm just wondering the confidence you have in this and what you're seeing now that the partnership with Pou Sheng has grown a bit and you've been involved in these markets a little bit longer.

So China is ramping up beautifully. The relationship with Pou Sheng is terrific, they're doing a great job opening these stores for us. It's still early days, and we didn't start opening stores in China until the fourth quarter of last year. So we – on the last call and we still believe that China's probably, as we see it today, some portion of an $80 million to $100 million opportunity over the next four or five years. So it's a big market, a lot of beautiful children being born there everyday and we're seeing a good reception to the Carter's brand both in the stores and online. Our relationship with Tmall – Alibaba's Tmall website, continues to see good demand there. A lot of that demand is heavily weighted with some of the big promotional events in the second half. So we're forecasting our business with China to be up about 50% this year, and I think it's going to be nice source of growth for us over time.

Okay. And then just one final follow-up question. Just some of the trends of the bigger box partners and some of the things we've heard is that they're still in a cycle of de-stocking in terms of inventory. There's obviously some store closures on the department store side of things. So can you just help us understand the trends you're seeing within those bigger box partners?

I think, there's a couple of ways to look at it, John. First of all, the door closures, as we calculated about 2% of the doors that we do business with, which we find interesting, we closed about 2% of our doors every year. So we don't think that's significantly meaningful in terms of account-by-account, I think it's a transition that's happening out there and that the brick-and-mortar traffic is down, the mall base traffic in department stores are down and everybody is basically funneling efforts to digital marketing and to drive business on their websites. So we're trying to help them with that as fast as we possibly can given the insight we have in our own businesses. And now with our relationship with Amazon, we think that there's a lot of learning that we have, and we try to make sure that folks are aware of the right tactics and strategies to grow their online businesses. So it is been – it continues to be challenging industry like we said earlier on, we are feeling a little bit better about things and the way the business is transitioning. Some of our new strategies, and the fact bookings are only down very slightly to last year.

Okay. Thank you.

And we go next to Ike Boruchow with Wells Fargo.

Hi. Good morning everyone. Richard, can you elaborate a little bit more on the product cost situation. I think you said we should expect slightly lower product costs in the back half of the year. Can you just help us understand how that relates to what you saw in the first half of the year and then anymore color you can give us on your reads for the first half of '18?

Sure. Well, the trend towards – in product cost has continued to be favorable. I said that's been a benefit across the first of 2017, it should be a benefit to our margin here in the second half. We have visibility to our assortment for the first half of 2018, and I would say costs are down modestly year-over-year. So we're hopeful that, that will continue to be the trend. We really don't have much line of sight to the second half of 2018. That will be a next-6-months sort of a proposition for us to get better some intel on. But at least, the near-term outlook for product cost continues to be good for us.

Can you just talk about what the biggest drivers are that's giving you those benefits?

I'd say it's overall capacity in Asia. It's probably the biggest factor. There continues to be some pressure around labor and placement. Although, that has moderated a bit, over what we saw a couple of years ago. Cotton has stepped up a bit in cost in the market. But overall, demand that is coming from the U.S. and I would say from Europe, continues to be weak overall, and we're able to take advantage of that.

Got it. And just a follow-up question, Richard, I think you talked about timing, a wholesale timing shift that's hurting Q3 and I guess will benefit Q4. Can you give us anymore color there? Dollar amount that's shifting around just to help us with our models?

So there's probably a nickel or so of earnings in Q2 that would probably shift into Q3. Not a huge effect from wholesale volumes, a few million dollars or so and then the balance would be spending.

Got it. Thanks so much.

And we go next to Janet Kloppenburg with JJK Research.

Good morning everyone and congratulations on a very nice quarter. I wonder how we should think about wholesale margins going forward with the brick-and-mortar wholesale business coming down and the digital wholesale business growing and Skip Hop's impact. Will you be able to recapture your historically levels of wholesale margins that the highs that you witnessed in the past? And I also was wondering, as compared to the first half, you're looking for gross margins – I guess gross margins were roughly flat in the first half but down a bit in the second quarter. What is the benefit that will impact the second half to help the margins be better in the second half than they were, actually up year-over-year? And just lastly, with the announcement by Gymboree of closing 330 stores, I think probably that those stores will be closed over the next couple of months, I'm wondering if you see any positive impact to your business? Thank you.

Sure, Janet, on the gross margin question, I think there's a number of drivers that give us confidence that we're going to see more expansion in the second half versus the first half. First and foremost, it would be strong revenue growth in our U.S. retail business. So we've very strong growth planned in our stores business, good comp planned there, good comp planned in eCommerce. Canada is expected to have good revenue growth, which is by and large a retail business. As I just mentioned, we are going to benefit, we think, from lower product cost, that trend should continue here in the second half, with cost of those assortments. We have assumed that we will make some additional progress in our pricing in the second quarter, excuse me, the second half of the year versus the first half. But largely, the ongoing benefit of product costs and the ongoing mix shift of the business, which is toward their higher-margin businesses.

Your question with respect to Gymboree, we've taken a look at all of the site locations that they disclosed as part of their bankruptcy. And many of those locations are in high-priced mall locations, that's not part of our real estate strategy. There are some centers that may provide some opportunity. But I'd say by and large, their real estate strategy was very different from ours. Most of our stores are in high-value open air strip centers, and we've had good success with that. The economics are much more attractive for that store model relative to the mall model.

And the wholesale margin?

Wholesale margins going forward? Yes, I think they're encouraging. Can't look at the second quarter and draw conclusions on the trend in our wholesale margin, you have to look to the year. Our margins – our wholesale margins for the year will be, I would say, comparable to slightly down year-over-year, that's our current game plan, and they're down largely because today Skip Hop will weigh a bit on that margin. But that's where it is today. It will improve over time ,is our game plan. But I'd say, we're expecting good margins in wholesale this year. And early part of next year, we'll update you terms of what we expect going forward in the next 5 years. But for this year we will have good wholesale margins.

Okay, and then just lastly, can we expect or are you thinking that the current comp trend here in third quarter can be sustained as we go through the quarter?

That's our plan. We're hoping for a good solid three comp in each of the next 2 quarters.

Great. Thanks so much. Good luck.

And with that, ladies and gentlemen, we have no further questions on our roster. Therefore, Mr. Casey, I will turn the conference back over to you for any closing remarks.

Okay, thanks very much. Thank you all for joining us this morning. We appreciate your time, and we'll update you again on our progress in October. Goodbye, everybody.

And again, ladies and gentlemen, this will conclude today's conference. Thank you for your participation. You may now disconnect.