Correspondence 0001193125-25-130905 from Hanesbrands Inc. (CIK 0001359841)
Hanesbrands Inc. (CIK 0001359841)
Date: May 29, 2025 · CIK: 0001359841 · Accession: 0001193125-25-130905
AI Filing Summary & Sentiment
File numbers found in text: 001-32891
Referenced dates: August 10, 2023, July 27, 2023, May 19, 2025
Letter
Via EDGAR Division of Corporation Finance Office of Trade & Services RE: Hanesbrands Inc. Form 10-K for the Fiscal Year ended December 28, 2024 Form 8-K Furnished February 13, 2025 File No. 001-32891
Dear Messrs. Kim and Jones:
This letter responds to the comments of the Staff (the “Staff”) of the Division of Corporation Finance of the Securities and Exchange Commission (“Commission”) contained in the letter from the Staff dated May 19, 2025 (the “Comment Letter”) in regard to the above-referenced Form 10-K and Item 2.02 Form 8-K filed by Hanesbrands Inc. (the “Company”, “we” or “our”).
The Company’s responses to the comments presented in the Comment Letter are set forth below the full text of the Staff’s respective comment.
Form 8-K Furnished February 13, 2025
Exhibit 99.1
Table 6-A, page 15
1. You appear to present here and Tables 1-B and 2-A in exhibit 99.3, as well as Table 6-A of your Form 8-K furnished May 8, 2025, a full non-GAAP income statement that gives undue prominence to the non-GAAP measures presented therein. Please either eliminate, or revise as appropriate, to be in compliance with Question 100.05 and 102.10(c) of Non-GAAP Financial Measures Compliance and Disclosure Interpretations. If you choose to revise, please provide us your proposed disclosure revisions and revise to clearly label any presentations that include non-GAAP measures as non-GAAP and not merely “as adjusted” such as in Table 1-B of Exhibit 99.3.
Response: The Company respectfully acknowledges the Staff’s comment with respect to Table 1-B in exhibit 99.3 dated February 13, 2025. In response to the Staff’s comment, the Company will revise its future filings such that this table or any similar table will be removed.
Division of Corporation Finance
Office of Trade & Services
U.S. Securities and Exchange Commission
May 29, 2025
Page 2
With respect to Table 2-A in Exhibit 99.3 dated February 13, 2025, and Table 6-A in our Form 8-K dated May 8, 2025 (and February 13, 2025), the Company also respectfully acknowledges the Staff’s comment and notes that a table consistent with the presentation therein was previously provided in a letter to the Staff dated August 10, 2023, in response to the Staff’s comment letter dated July 27, 2023. However, the Company acknowledges the Staff’s additional comment and will modify Table 2-A and Table 6-A in future filings in the format set out below, which is a revised version of the Table 6-A in our Form 8-K dated May 8, 2025, and removes several of the income statement line items and more clearly indicates which metrics are non-GAAP measures:
HANESBRANDS INC.
Supplemental Financial Information
Reconciliation of Select GAAP Measures to Non-GAAP Measures
(in thousands, except per share data)
(Unaudited)
The following tables present a reconciliation of results from continuing operations as reported under GAAP to the results from continuing operations as adjusted for the quarter ended March 29, 2025 and a comparison to prior year. The Company has chosen to present the following non-GAAP measures to investors to enable additional analyses of past, present and future operating performance and as a supplemental means of evaluating continuing operations absent the effect of restructuring and other actions that are deemed to be material stand-alone initiatives apart from the Company’s core operations. While these costs are not expected to continue for any individual transaction on an ongoing basis, similar types of costs, expenses and charges have occurred in prior periods and may recur in future periods depending upon future business plans and circumstances.
Restructuring and other action-related charges in 2025 and 2024 include the following:
Professional services
Represents professional fees, primarily consulting and advisory services, related to restructuring activities including the Company’s cost transformation and technology modernization initiatives.
Headcount actions and related severance
Represents charges related to operating model initiatives primarily headcount actions and related severance charges and adjustments related to restructuring activities.
Supply chain restructuring and consolidation
Represents charges as a result of the sale of the global Champion business and the completed exit of the U.S.-based outlet store business related to significant restructuring and consolidation efforts within the Company’s supply chain network, both manufacturing and distribution, to align the Company’s network to its continuing operations to drive stronger operating performance and margin expansion.
Loss on extinguishment of debt
Represents charges related to the redemption of the Company’s 4.875% Senior Notes and the refinancing of the Company’s Senior Secured Credit Facility in the first quarter of 2025.
Other
Primarily related to the relocation of the Company’s Corporate headquarters in the first quarter of 2025.
Quarters Ended
March 29,
March 30,
GAAP gross profit, as reported
$ 316,700
$ 297,433
As a % of net sales
41.7 %
39.9 %
Restructuring and other action-related charges:
Headcount actions and related severance
(121 )
Supply chain restructuring and consolidation
(179 )
Non-GAAP gross profit, as adjusted
$ 316,400
$ 297,636
As a % of net sales
41.6 %
40.0 %
Division of Corporation Finance
Office of Trade & Services
U.S. Securities and Exchange Commission
May 29, 2025
Page 3
Quarters Ended
March 29,
March 30,
GAAP operating profit, as reported
$ 79,908
$ 35,414
As a % of net sales
10.5 %
4.8 %
Restructuring and other action-related charges:
Professional services
Headcount actions and related severance
12,187
Supply chain restructuring and consolidation
(60 )
2,107
Other
Non-GAAP operating profit, as adjusted
$ 81,017
$ 50,383
As a % of net sales
10.7 %
6.8 %
Quarters Ended
March 29,
March 30,
GAAP income (loss) from continuing operations, as reported
$ 14,146
$ (32,802 )
Restructuring and other action-related charges:
Professional services
Headcount actions and related severance
12,187
Supply chain restructuring and consolidation
(60 )
2,107
Other
Loss on extinguishment of debt1
9,979
—
Non-GAAP income (loss) from continuing operations, as adjusted
$ 25,234
$ (17,833 )
Loss on extinguishment of debt is reflected within Other expenses.
Quarters Ended
March 29,
March 30,
GAAP diluted earnings (loss) per share from continuing operations, as reported1
$ 0.04
$ (0.09 )
Restructuring and other action-related charges:
Professional services
0.00
0.00
Headcount actions and related severance
0.00
0.03
Supply chain restructuring and consolidation
0.00
0.01
Other
0.00
0.00
Loss on extinguishment of debt
0.03
0.00
Non-GAAP diluted earnings (loss) per share from continuing operations, as adjusted
$ 0.07
$ (0.05 )
Amounts may not be additive due to rounding.
In connection with your comment, we acknowledge that the Company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the Staff.
Division of Corporation Finance
Office of Trade & Services
U.S. Securities and Exchange Commission
May 29, 2025
Page 4
If you have any questions regarding the foregoing, please do not hesitate to contact me at (336) 519-2018 or Scott.Lewis@hanes.com.
Very truly yours,
/s/ M. Scott Lewis
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CORRESP 1 filename1.htm CORRESP May 29, 2025 Via EDGAR Messrs. Stephen Kim and Doug Jones Division of Corporation Finance Office of Trade & Services U.S. Securities and Exchange Commission 100 F Street, NE Washington, D.C. 20549 RE: Hanesbrands Inc. Form 10-K for the Fiscal Year ended December 28, 2024 Form 8-K Furnished February 13, 2025 File No. 001-32891 Dear Messrs. Kim and Jones: This letter responds to the comments of the Staff (the “Staff”) of the Division of Corporation Finance of the Securities and Exchange Commission (“Commission”) contained in the letter from the Staff dated May 19, 2025 (the “Comment Letter”) in regard to the above-referenced Form 10-K and Item 2.02 Form 8-K filed by Hanesbrands Inc. (the “Company”, “we” or “our”). The Company’s responses to the comments presented in the Comment Letter are set forth below the full text of the Staff’s respective comment. Form 8-K Furnished February 13, 2025 Exhibit 99.1 Table 6-A, page 15 1. You appear to present here and Tables 1-B and 2-A in exhibit 99.3, as well as Table 6-A of your Form 8-K furnished May 8, 2025, a full non-GAAP income statement that gives undue prominence to the non-GAAP measures presented therein. Please either eliminate, or revise as appropriate, to be in compliance with Question 100.05 and 102.10(c) of Non-GAAP Financial Measures Compliance and Disclosure Interpretations. If you choose to revise, please provide us your proposed disclosure revisions and revise to clearly label any presentations that include non-GAAP measures as non-GAAP and not merely “as adjusted” such as in Table 1-B of Exhibit 99.3. Response: The Company respectfully acknowledges the Staff’s comment with respect to Table 1-B in exhibit 99.3 dated February 13, 2025. In response to the Staff’s comment, the Company will revise its future filings such that this table or any similar table will be removed. Division of Corporation Finance Office of Trade & Services U.S. Securities and Exchange Commission May 29, 2025 Page 2 With respect to Table 2-A in Exhibit 99.3 dated February 13, 2025, and Table 6-A in our Form 8-K dated May 8, 2025 (and February 13, 2025), the Company also respectfully acknowledges the Staff’s comment and notes that a table consistent with the presentation therein was previously provided in a letter to the Staff dated August 10, 2023, in response to the Staff’s comment letter dated July 27, 2023. However, the Company acknowledges the Staff’s additional comment and will modify Table 2-A and Table 6-A in future filings in the format set out below, which is a revised version of the Table 6-A in our Form 8-K dated May 8, 2025, and removes several of the income statement line items and more clearly indicates which metrics are non-GAAP measures: HANESBRANDS INC. Supplemental Financial Information Reconciliation of Select GAAP Measures to Non-GAAP Measures (in thousands, except per share data) (Unaudited) The following tables present a reconciliation of results from continuing operations as reported under GAAP to the results from continuing operations as adjusted for the quarter ended March 29, 2025 and a comparison to prior year. The Company has chosen to present the following non-GAAP measures to investors to enable additional analyses of past, present and future operating performance and as a supplemental means of evaluating continuing operations absent the effect of restructuring and other actions that are deemed to be material stand-alone initiatives apart from the Company’s core operations. While these costs are not expected to continue for any individual transaction on an ongoing basis, similar types of costs, expenses and charges have occurred in prior periods and may recur in future periods depending upon future business plans and circumstances. Restructuring and other action-related charges in 2025 and 2024 include the following: Professional services Represents professional fees, primarily consulting and advisory services, related to restructuring activities including the Company’s cost transformation and technology modernization initiatives. Headcount actions and related severance Represents charges related to operating model initiatives primarily headcount actions and related severance charges and adjustments related to restructuring activities. Supply chain restructuring and consolidation Represents charges as a result of the sale of the global Champion business and the completed exit of the U.S.-based outlet store business related to significant restructuring and consolidation efforts within the Company’s supply chain network, both manufacturing and distribution, to align the Company’s network to its continuing operations to drive stronger operating performance and margin expansion. Loss on extinguishment of debt Represents charges related to the redemption of the Company’s 4.875% Senior Notes and the refinancing of the Company’s Senior Secured Credit Facility in the first quarter of 2025. Other Primarily related to the relocation of the Company’s Corporate headquarters in the first quarter of 2025. Quarters Ended March 29, 2025 March 30, 2024 GAAP gross profit, as reported $ 316,700 $ 297,433 As a % of net sales 41.7 % 39.9 % Restructuring and other action-related charges: Headcount actions and related severance (121 ) 36 Supply chain restructuring and consolidation (179 ) 167 Non-GAAP gross profit, as adjusted $ 316,400 $ 297,636 As a % of net sales 41.6 % 40.0 % Division of Corporation Finance Office of Trade & Services U.S. Securities and Exchange Commission May 29, 2025 Page 3 Quarters Ended March 29, 2025 March 30, 2024 GAAP operating profit, as reported $ 79,908 $ 35,414 As a % of net sales 10.5 % 4.8 % Restructuring and other action-related charges: Professional services 457 671 Headcount actions and related severance 209 12,187 Supply chain restructuring and consolidation (60 ) 2,107 Other 503 4 Non-GAAP operating profit, as adjusted $ 81,017 $ 50,383 As a % of net sales 10.7 % 6.8 % Quarters Ended March 29, 2025 March 30, 2024 GAAP income (loss) from continuing operations, as reported $ 14,146 $ (32,802 ) Restructuring and other action-related charges: Professional services 457 671 Headcount actions and related severance 209 12,187 Supply chain restructuring and consolidation (60 ) 2,107 Other 503 4 Loss on extinguishment of debt1 9,979 — Non-GAAP income (loss) from continuing operations, as adjusted $ 25,234 $ (17,833 ) 1 Loss on extinguishment of debt is reflected within Other expenses. Quarters Ended March 29, 2025 March 30, 2024 GAAP diluted earnings (loss) per share from continuing operations, as reported1 $ 0.04 $ (0.09 ) Restructuring and other action-related charges: Professional services 0.00 0.00 Headcount actions and related severance 0.00 0.03 Supply chain restructuring and consolidation 0.00 0.01 Other 0.00 0.00 Loss on extinguishment of debt 0.03 0.00 Non-GAAP diluted earnings (loss) per share from continuing operations, as adjusted $ 0.07 $ (0.05 ) 1 Amounts may not be additive due to rounding. In connection with your comment, we acknowledge that the Company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the Staff. Division of Corporation Finance Office of Trade & Services U.S. Securities and Exchange Commission May 29, 2025 Page 4 If you have any questions regarding the foregoing, please do not hesitate to contact me at (336) 519-2018 or Scott.Lewis@hanes.com. Very truly yours, /s/ M. Scott Lewis Chief Financial Officer and Chief Accounting Officer cc: Gini Piekarski, Esq., Hanesbrands Carlyle Cromer, Hanesbrands