DSW Lifts Full Year Guidance, Proposes Split Stock

DSW Inc. said same store sales increased 4.3 percent in the second quarter ended August 3, and indicated it was raising its full year earnings guidance to $3.60 to $3.80 per share from the previous range of $3.40 to $3.60 per share, excluding one-time and luxury related charges.

Net sales reached approximately $558 million for the second quarter, compared to $512 million a year ago, an increase of approximately 9 percent. The comp gain compared to last year's 4.2 percent increase, and exclude sales from the company's luxury initiative.

This updated earnings guidance assumes low single digit same store sales growth for the full year.

The company will conduct a conference call to discuss earnings results for the second quarter on Tuesday, August 27, 2013 at 8:30 a.m. Eastern Time. A press release detailing the Company's second quarter results will be issued prior to the call.

Special Meeting Called on Proposed Stock Split

The company also announced that it will hold a special meeting of shareholders to seek approval for a 2-for-1 stock split of DSW's common stock. The proposal entails issuing one Class A share for each Class A or Class B share outstanding. If approved by shareholders, the split is expected to create a total of approximately 90.2 million shares, comprised of approximately 81.6 million Class A shares and 8.6 million Class B shares. Currently, the Company has 45.1 million total shares outstanding, which is comprised of 36.5 million Class A shares and 8.6 million Class B shares. The Class A shares will continue to hold one vote per share while the Class B shares will hold eight votes per share. The exact meeting date will be announced in the proxy materials. The proposed stock split will not change the proportion of share ownership of existing shareholders but will reduce the voting control of the Class B shareholders from 65 percent currently to approximately 46 percent post-split.

In conjunction with the upcoming vote, the Board of Directors approved, subject to shareholder approval, an amendment to the Company's Articles of Incorporation increasing the number of authorized Class A shares from 170 million to 250 million.
It is anticipated that DSW shareholders of record at the close of business on Friday, August 16, 2013 will be entitled to vote at the special meeting. We anticipate all actions related to the split to be completed by the end of the Company's third quarter.