Back to GetFilings.com
UNITED
STATES
SECURITIES AND
EXCHANGE COMMISSION
WASHINGTON, D.C.
20549
FORM
10-K
x
|
ANNUAL
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
|
For the fiscal
year ended January 31, 2000
OR
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
|
For the transition
period from
to
Commission file
number 0-23214
SAMSONITE
CORPORATION
(Exact name of
registrant as specified in its charter)
| Delaware
(State or other
jurisdiction
of incorporation or organization)
11200 East 45th
Avenue
Denver,
Colorado
(Address of
principal executive offices)
|
|
36-3511556
(I.R.S. employer
identification no.)
80239
(ZipCode)
|
|
Registrants
telephone number, including area code: (303) 373-2000
Securities
registered pursuant to Section 12(b) of the Act:
None
Securities
registered pursuant to Section 12(g) of the Act:
Common Stock, par
value $.01 per share
(Title of
class)
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 x No ¨
Indicate by check
mark if disclosure of delinquent filers pursuant to Item 405 of Regulation
S-K is not contained herein, and will not be contained, to the best of
registrants knowledge, in definitive proxy or information statements
incorporated by reference in part III of this Form 10-K or any amendment to
this Form 10-K. ¨
As of April 14, 2000,
the registrant had outstanding 19,725,266 shares of Common Stock, par value
$.01 per share. The aggregate market value of such Common Stock held by
non-affiliates of the registrant, based upon the closing sales price of the
Common Stock on April 14, 2000, as reported on the Nasdaq National Market
was approximately $39.7 million. Shares of Common Stock held by each officer
and director and by each person who owns 5 percent or more of the
outstanding Common Stock have been excluded in that such persons may be
deemed to be affiliates. This determination of affiliate status is not
necessarily a conclusive determination for other purposes.
INDEX
| |
|
|
|
Page |
| PART
I |
| Item 1. |
|
Business
|
|
3 |
| Item 2. |
|
Properties
|
|
10 |
| Item 3. |
|
Legal
Proceedings
|
|
10 |
| Item 4. |
|
Submission of
Matters to a Vote of Security Holders
|
|
10 |
| |
| PART
II |
| Item 5. |
|
Market for
Registrants Common Equity and Related Stockholder
Matters
|
|
11 |
| Item 6. |
|
Selected Financial
Data
|
|
12 |
| Item 7. |
|
Managements
Discussion and Analysis of Financial Condition and Results of
Operations
|
|
14 |
| Item 7A. |
|
Quantitative and
Qualitative Disclosures about Market Risk
|
|
26 |
| Item 8. |
|
Financial
Statements and Supplementary Data
|
|
27 |
| Item 9. |
|
Changes in and
Disagreements with Accountants on Accounting and Financial
Disclosure
|
|
27 |
| |
| PART
III |
| Item 10. |
|
Directors and
Executive Officers of the Registrant
|
|
28 |
| Item 11. |
|
Executive
Compensation
|
|
28 |
| Item 12. |
|
Security Ownership
of Certain Beneficial Owners and Management
|
|
28 |
| Item 13. |
|
Certain
Relationships and Related Transactions
|
|
28 |
| |
| PART
IV |
| Item 14. |
|
Exhibits, Financial
Statement Schedule, and Reports on Form 8-K
|
|
29 |
| Signatures |
|
30 |
| Index to
Consolidated Financial Statements and Schedule |
|
F-1 |
| Index to
Exhibits |
|
E-1 |
PART
I
ITEM
1. BUSINESS
General
We are one of the
worlds largest designers, manufacturers and distributors of luggage.
We sell our products using a number of quality brand names, including
Samsonite® and American Tourister®. With net sales of
$767.7 million for our fiscal year ended January 31, 2000, we are a leader
in the highly fragmented luggage industry. The vast majority of our
competitors have annual luggage sales that are less than 15% of
ours.
We offer a broad
range of luggage and luggage-related products. These include suitcases,
garment bags, business cases, computer cases, casual bags and sports bags.
In fiscal year 2000, we began manufacturing and selling luxury luggage,
casual bags, clothing, shoes and accessories under Samsonite®
Black Label and Hedgren® brands. We also license our brand
names for use on products that include travel accessories, leather goods,
handbags, clothing and furniture.
We design the vast
majority of our products at our research, development and design centers in
Europe and the United States. Our products are produced around the world at
13 Samsonite-operated manufacturing facilities or by carefully selected
third party suppliers. We sell our products in more than 100 countries at
approximately 28,000 retail locations that include department stores,
specialty stores, mass merchants, warehouse clubs and catalog showrooms. We
also sell certain products through approximately 200 Samsonite-operated
stores in the United States, Canada, Latin American, Asia and Europe. In
addition, our products are available through approximately 50 of our
wholesale customers websites.
Our principal
corporate office is at 11200 East 45th Avenue, Denver, Colorado 80239, and
our telephone number is (303) 373-2000.
Luggage
Leader
Our leading position
in the global luggage industry is due primarily to:
Widely-Recognized
Brand Names. Samsonite and American
Tourister are two of the most widely-recognized luggage brand names in
the world. Our Lark® brand is also well-recognized in the premium
segment of the market. We also license and sell products using the
well-known brands Hedgren and Hummer®.
Innovative Quality
Products. We design, manufacture and sell
innovative, quality products. Consumers know our products to be well-made
and durable and to contain features and functions that are innovative. We
are an industry leader in new luggage technologies due to our substantial
product development efforts. We introduced many of todays most
successful luggage products and features, including molded suitcases on
wheels, suitcases with a built-in luggage cart and full-featured structured
garment bags.
Global
Manufacturing and Distribution. Our global
production network consists of 13 Samsonite-operated manufacturing
facilities and carefully-selected third-party suppliers in the Far East,
Eastern Europe and the Dominican Republic. Our large size and leading
position in the worldwide luggage industry allow us volume-driven purchasing
and manufacturing economies. By operating our own facilities to produce
hardside luggage and certain softside products, we control manufacturing
quality and reduce production lead time and delivery costs. Our global
sourcing network also enables us to opportunistically source products from
countries with low production costs and favorable currency exchange rates.
Our luggage distribution networks in the United States and Europe are the
largest and most technologically advanced in the industry.
Our
Strategy
Our strategy is to
use our worldwide leading position and our substantial existing
assetsour strong brands, our quality products and our global
capabilitiesto gain a larger portion of worldwide luggage and luggage
related sales. We intend to do this by:
Expanding Channels
of Distribution. We are increasing our presence
in channels of distribution where we are under-represented using targeted
sales efforts tailored to each channel. For instance, in fiscal year 2000 we
began aggressively selling our American Tourister products to
specialty stores, department stores, mass merchants and other high-volume
merchants (known in Europe as hyper-markets). We are also
implementing a strategy to use the Internet as an extension of our retail
distribution channel and to develop and enhance business to business
commerce while minimizing conflicts with our existing channels of
distribution.
Expanding Product
Offerings. We are increasing our product
offerings by designing, manufacturing and selling more casual and sport
bags, luxury luggage, computer cases, clothing, shoes and accessories. To do
this, we have enlisted the aid of internationally-recognized designers and
have created or licensed new upscale brands that include Hummer, Hedgren
and Samsonite Black Label.
Creating
Innovative Products. Samsonites historical
success and the strength of its brands are based, in large part, upon
continually creating technologically superior, innovative luggage. Recently,
we introduced in Europe Ziplite®, an extremely light-weight
hardside luggage made from an ultra-thin, flexible polymer, and in the
United States Carbon 2010®, a hybrid luggage that possesses the
desirable qualities of both hardside and softside luggage.
Continuing
International Expansion. We continue to look for
opportunities to expand into countries where growing economies and reduced
political and trade barriers provide opportunities for long-term growth. We
are growing our existing business in a number of emerging foreign markets,
including India, China, Latin America and the Pacific Rim.
Improve product
marketing execution, including sales and inventory forecasting, brand
positioning, product development and customer
service. The strength of our brand and product
marketing has been key to our historical success. In order to return our
operations to historical levels of profitability, we are focusing resources
to improve forecasting, brand positioning and advertising, product
development and customer service.
Luggage
Market
The worldwide luggage
market encompasses a wide range of products, product quality and prices. At
one end of the market are high-quality, full-featured products that have
prestigious brand names, higher prices and selective distribution. Beneath
this luxury segment is a broad middle market segment in which
products are differentiated by features, brand name and price. Within this
market segment sales are largest at mid and low prices. Product
differentiation decreases and breadth of distribution increases at lower
price levels. At the other of end of the luggage market, unbranded products
with few differentiating features are sold in significant volumes and at low
margins, competing primarily on the basis of price. We sell products into
all three segments of the luggage market.
Products
We offer a broad
range of products that include softside suitcases, garment bags, hardside
suitcases, casual bags, sport bags, business cases, computer cases,
clothing, shoes, accessories and other non-luggage products.
Fiscal 2000 Sales
Mix by Product Type
| Product
Type |
|
|
| Softside suitcases
and garment bags |
|
44 |
% |
| Hardside
suitcases |
|
27 |
% |
| Casual
bags |
|
12 |
% |
| Business and
computer cases |
|
6 |
% |
| Footwear and
clothing |
|
2 |
% |
| Other |
|
9 |
% |
| |
|
|
|
| |
|
100 |
% |
| |
|
|
|
Below is our market
positioning for each of our principal brands:
Brand
Name
|
|
Market
Positioning
|
|
U.S.
Consumer
|
|
Europe
Consumer
|
| Samsonite Black
Label |
|
super
luxury |
|
very
affluent |
|
very
affluent |
| Lark |
|
luxury |
|
affluent |
|
affluent |
| Samsonite |
|
high-quality,
innovative |
|
mid to upper
income |
|
affluent |
| Hedgren |
|
sport
luxury |
|
affluent |
|
affluent |
| American
Tourister |
|
quality and
value |
|
middle income and
value-conscious |
|
middle income and
value-conscious |
Softside Suitcases
and Garment Bags. Approximately 60% of the
softside suitcases and garment bags we sell are made by independent
suppliers located around the world. We produce the balance of our softside
suitcases and garment bags in our own facilities located in several
countries. Our softside products are sold under all of our major
brands.
We sell numerous
softside products with innovative proprietary features. These include the
Ultravalet® garment bag that has a unique wrinkle-free folding
system and is available on wheels and the EZ Big Wheel® system
that allows very easy passage over carpets and rough surfaces.
Hardside
Suitcases. We manufacture most of our hardside
suitcases in our own factories. Our hardside luggage is sold globally under
the Samsonite brand. In the United States and Europe, our hardside
luggage is also sold under the American Tourister brand. In Europe
and the United States, hardside products are offered in several lines under
each brand. Each line includes a variety of sizes and styles to suit
differing consumer needs.
Our hardside
suitcases have proprietary features that include the patented
Piggyback® system that incorporates a luggage cart, an extendable
handle and a strap allowing additional bags to be attached and transported,
and our EZ Cart® system that has four wheels to support the weight of
the case and a push handle to provide optimum stability and
mobility.
In fiscal year 2000
we introduced two unique products in the hardside area that include
important proprietary designs and features. The first is Ziplite, a
hardside luggage taking the form of a sleek pod that zips shut, rather than
latching shut, and that is made of a thin, light-weight polymer which is
laminated to an attractive textile using a patented process. The second is
Carbon 2010, a hybrid of hardside and softside luggage for which
patents are pending. Carbon 2010 possesses the features that are
sought after in each of hardside luggage and softside luggage. The bottom of
a Carbon 2010 suitcase is a shell of light, rugged ABS that provides
structure to the bag and helps protect the contents. The top half is
attractive, high quality DuPont® Cordura® Plus fabric
with zippered pockets for easy access and organization and adjustable cinch
straps for security and capacity control.
Casual and Sport
Bags. The worldwide market for casual and sport
bags is larger than the market we have historically sold our products into,
that being luggage and business cases (suitcases, garment bags, business
cases and computer cases). The casual and sport bag market includes
backpacks, shoulder packs, fanny packs, unstructured bags,
athletic bags, school bags, duffle bags, ladies handbags, other types
of bags and containers for eyeglasses, pencils and pens. We entered this
market in a modest way in the last several years with the Samsonite
Sport® and Trunk & Co.® product lines. We decided in
fiscal year 2000 to expand significantly our business in this important
market and did so by introducing products under our licensed Hedgren,
Hummer and Wild California brands. We believe that by
offering these consumers a number of product lines having varying styles and
price points, we have the opportunity to capture a larger portion of this
market.
Business and
Computer Cases. We sell a variety of business and
computer cases under our Samsonite and American Tourister
brand names. We design and manufacture most of the hardside briefcases we
offer. We design and have our suppliers manufacture our softside briefcases
and computer cases. In addition, we license our brands to experienced
business case producers for the sale of certain of these products in the
United States.
Luxury
Products. In the first quarter of fiscal year
2001, we created our Specialty Products Groupe, which designs, manufactures
and sells super-premium luggage, casual and sport bags, clothing, shoes and
accessories under the brands Samsonite Black Label, Hedgren and
Samsonite. Our Samsonite Black Label and Hedgren
premium product lines each operate under the creative direction of its
own internationally-recognized designer. Our first offerings in each of our
luxury lines were very well received by the fashion world and the
press.
Licensed
Products. We license our luggage brand names and
certain apparel brand names, which include McGregor®, Botany
500® and Bert Pulitzer®, to third parties for the sale of
a variety of products. Our licensees are selected for competency in their
product categories and usually sell parallel lines of products under other
brands. Our licensed products include leather business and computer cases,
apparel, furniture, travel accessories, photo and audio storage gear,
personal leather goods, ladies handbags, umbrellas, binoculars, pet
carriers, auto accessories, cellular phone cases, school bags and
childrens products.
Product
Development. We devote significant resources to
new product design and development. We use market research to identify
consumers needs and style preferences and develop products that meet
those needs and preferences. We employ designers and development engineers
and work with outside designers to ensure a continuous flow of new product
ideas based on developments and trends in consumer preferences and in
technologies. We believe that our intensive product design and development
and our emphasis on innovative features distinguish us from our competitors
worldwide.
Distribution
Our products are sold
in more than 100 countries around the world from the retail locations of
others, from our own stores and over the Internet.
United
States. Our products are sold in the United
States primarily through department stores, luggage specialty stores and
national retailers such as JCPenney and Sears. Discount channels, such as
mass merchants, warehouse clubs and factory outlets, are increasingly
important to the distribution of our products in the United States. Our
direct sales force of approximately 55 professionals serve approximately
10,000 stores in the United States.
We also operate
approximately 200 retail stores in the United States that distribute
Samsonite and American Tourister products designed for these
stores, as well as excess, discontinued and obsolete products. Our stores
allow us to efficiently balance inventories and test market new products and
designs. Our stores also sell a variety of travel-related
products.
Europe.
Our Samsonite products in Europe are sold through
specialty stores and department stores. Our American Tourister brand
has been introduced in Europe to balance our retail distribution in each of
the primary retail channels and to establish a single pan-European brand
name in the discount channel. We service an estimated 11,000 stores in
Europe with our direct sales and product demonstration force of
approximately 100 persons.
We also sell our
products in certain European markets where we do not have a direct sales
force, through distributors and agents located in over 20 countries. These
distributors and agents, as well as those mentioned under Elsewhere in
the World below, handle various non-luggage products in addition to
our products. Distribution agreements generally provide for mutual
exclusivity, whereby distributors do not handle competitors luggage
products and we do not deal with other distributors or agents in their
territory.
We also sell our
products through 11 Samsonite-operated stores located throughout Western
Europe.
Elsewhere in the
World. In markets outside the United States and
Western Europe, we sell our products either directly or through agents and
distributors or under license. Products sold in these international markets
are shipped from the United States, Mexico, Western Europe or Asia depending
upon product type and availability. In some instances, we initially entered
new markets through third party distributors and subsequently acquired these
third party distributors as markets have matured. We have long-standing
licensing arrangements to sell our products in Japan, Australia and Canada.
We have joint ventures in Singapore, South Korea, India, and China, as well
as wholly-owned distribution organizations in Hong Kong and Taiwan. We also
have joint ventures in Argentina, Uruguay and Brazil to distribute
Samsonite products in those countries as well as other major Latin
American markets.
Advertising
We commit substantial
resources to brand advertising programs that promote the features,
durability and quality of our luggage and travel products under the
marketing theme Samsonite Worldproof®. In connection with
launching a new line of our American Tourister products in the second
half of fiscal 2000, we brought back our very popular gorilla
advertising theme. We are the only luggage maker to advertise on television
in the United States and Europe. For the last five fiscal years we have
invested, on average, in excess of $50 million annually in national and
co-op advertising programs and related promotional activities.
Manufacturing and
Sourcing Products
Our global product
sourcing network consists of 13 Samsonite-operated manufacturing facilities
and various third party suppliers located principally in the Far East,
Eastern Europe and the Dominican Republic. By operating our own facilities
to produce hardside luggage and more complex softside products, we are able
to control manufacturing quality and reduce lead times and delivery costs.
Our global sourcing network also enables us to source products from
countries with lower production costs and favorable currency exchange rates.
Samsonite-operated manufacturing facilities are located in Belgium, France,
Hungary, Italy, the Slovak Republic, Mexico, Spain, India, China and the
United States.
In fiscal year 2000,
approximately 40% of our revenues from softside luggage products were from
products manufactured in our own facilities. We purchased the remainder of
our softside luggage products from third-party vendors in the Far East,
Eastern Europe and the Dominican Republic. We select different third party
vendors to take advantage of changes in manufacturing, payment terms and
shipping costs. We do not rely on any single third party vendor, the loss of
whom would be material to us.
We manufacture most
of the hardside luggage products that we sell. Our hardside production
facilities are located in Denver, Colorado; Oudenaarde, Belgium; Nashik,
India; Hein-Beaumont, France; Ningbo, China; and Mexico City,
Mexico.
We maintain a rigorous
quality control program for goods manufactured at our own plants and at
third party vendor facilities. A prototype of each new product is put
through a series of simulation and stress tests. In our manufacturing
facilities and our Asian sourcing office, we use quality control inspectors,
engineers and lab technicians to perform inspection and laboratory testing
on raw materials, parts and finished goods.
Competition
Competition in the
worldwide luggage industry is very fragmented. The vast majority of our
competitors have less than 15% of our annual luggage sales. In the United
States, we compete based on brand name, consumer advertising, product
innovation, product quality, differentiation, customer service and price. In
Europe, we compete based on our premium brand name, product design, product
quality, access to established distribution channels and new product
offerings.
The manufacture of
softside luggage is labor intensive but not capital intensive, so that the
barriers to entry by competitors in this market segment are relatively low.
We have many competitors in the softside luggage market and in all ends of
the market. In addition, we compete with various larger retailers, some of
whom are our customers, who have the ability to purchase private label
softside luggage directly from manufacturers that operate in low labor cost
countries. The manufacture of hardside luggage is capital intensive;
consequently, barriers to entry are relatively high. Nonetheless, we have
several competitors worldwide in the hardside luggage market.
Customers
Our customers include
specialty stores featuring luggage products, major department stores that
carry luggage, retail chain stores, catalog showrooms, mass merchants,
premium sales (sales direct to business), Internet retailers and
discounters. We also sell certain products directly to consumers through
Samsonite-operated retail stores in the United States and Europe. We do not
depend on any single customer for more than 5% of our consolidated
revenues.
Trademarks and
Patents
Trademarks and
patents are important to us. We are the registered owner of Samsonite,
American Tourister, Lark and other trademarks. As of January 31, 2000,
we had approximately 2,131 trademark registrations and 351 trademark
applications pending in the United States and abroad covering luggage,
travel equipment, apparel products and retail services. We also own
approximately 139 United States patents and approximately 521 patents
(patents of inventions, industrial design registrations and utility models)
in selected foreign countries. In addition, we have approximately 303 patent
applications pending worldwide. We pursue a policy of seeking patent
protection where appropriate for inventions embodied in our products. Our
patents cover features popularized in our EZ CART, Smart Pocket,
Easy Turn®, Piggyback, Ultravalet and Oyster luggage.
We have also patented our CPX production technology for making luggage
shells. Although some companies have sought to imitate some of our patented
products and our trademarks, we have generally been successful in enforcing
our worldwide intellectual property rights.
Employees and
Labor Relations
At January 31, 2000,
we had approximately 7,200 employees worldwide, with approximately 2,000
employees in the United States and approximately 5,200 employees in other
countries. In the United States, approximately 500 employees are unionized
under a contract that is renewed every three years and was most recently
renewed in April 1999. We employ approximately 2,600 workers in our five
European manufacturing plants located in Belgium, France, Spain, Italy, the
Slovak Republic and Hungary. In Europe, union membership varies from country
to country and is not officially known to Samsonite. It is probable that
most of our European workers are affiliated with a union. Most European
union contracts have a one-year duration. We believe our employee and union
relations are satisfactory.
Forward-Looking
Statements
Certain statements
under Business, Managements Discussion and Analysis
of Financial Condition and Results of Operations, Quantitative
and Qualitative Disclosures About Market Risk and other places in this
Annual Report constitute forward-looking statements under the
Private Securities Litigation Reform Act of 1995. These forward-looking
statements may be indicated by words such as may,
will, anticipate, believe,
estimate, intend, plan,
expect and similar expressions. Variations on those or similar
words, or the negative of those words, also may indicate forward-looking
statements. These forward-looking statements involve known and unknown
risks, uncertainties and other factors that may cause our actual results,
performance or achievements to be materially different from any future
results, performance or achievements expressed or implied by the
forward-looking statements. These factors include, among others, general
economic and business conditions, including foreign currency fluctuations;
industry capacity; changes in consumer preferences; demographic changes;
competition; changes in methods of distribution and technology; changes in
political, social and economic conditions and local regulations; general
levels of economic growth in emerging market countries such as India, China,
Brazil, Argentina and other Asian and South American countries; the loss of
significant customers; completion of new product developments within
anticipated time frames; changes in interest rates; and other factors that
are beyond our control.
ITEM
2. PROPERTIES
The following table
sets forth certain information relating to our principal properties and
facilities. All of our manufacturing plants, in our opinion, have been
adequately maintained and are in good operating condition. We believe that
our existing facilities have sufficient capacity, together with sourcing
capacity from third parties, to handle our sales volumes for the foreseeable
future. The Companys headquarters in Denver share the same location as
a manufacturing facility.
Location
|
|
Owned or
Leased
|
|
Approximate
Facility Size
(thousands of sq. ft.)
|
| Denver,
CO |
|
Owned/Leased |
|
1,609 |
| Tucson,
AZ |
|
Owned/Leased |
|
68 |
| Jacksonville,
FL |
|
Leased |
|
528 |
| Warren,
RI |
|
Owned |
|
490 |
| Stratford,
Canada |
|
Owned |
|
212 |
| Nogales,
Mexico |
|
Leased |
|
275 |
| Mexico City,
Mexico |
|
Owned |
|
278 |
| Oudenaarde,
Belgium |
|
Owned |
|
649 |
| Ningbo,
China |
|
Owned |
|
100 |
| Nashik,
India |
|
Owned |
|
743 |
| Torhout,
Belgium |
|
Owned |
|
79 |
| Henin-Beaumont,
France |
|
Owned |
|
98 |
| Szekszard,
Hungary |
|
Owned |
|
81 |
| Tres Cantos,
Spain |
|
Owned |
|
37 |
| Saltrio,
Italy |
|
Leased |
|
74 |
| Singapore |
|
Leased |
|
13 |
| Hong
Kong |
|
Leased |
|
26 |
| Seoul, South
Korea |
|
Leased |
|
19 |
| Samorin, Slovak
Republic |
|
Owned |
|
43 |
| Buenos Aires,
Argentina |
|
Leased |
|
19 |
| Sao Paulo,
Brazil |
|
Leased |
|
5 |
We also maintain
numerous sales offices, retail outlets and distribution centers in the
United States and abroad.
ITEM
3. LEGAL PROCEEDINGS
Information regarding
our legal proceedings is contained in Note 15 to our consolidated financial
statements included elsewhere herein and is incorporated herein by
reference.
ITEM
4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY
HOLDERS
Not
applicable.
PART
II
ITEM
5. MARKET FOR REGISTRANTS COMMON EQUITY AND
RELATED STOCKHOLDER MATTERS
Our common stock, par
value $.01 per share (the Common Stock), is presently traded on
the Nasdaq National Market (the NNM) under the symbol
SAMC. The table below sets forth the high and low per share sale
prices for the Common Stock for fiscal years 1999 and 2000 and through April
14, 2000 (as reported on the NNM). The closing price of the Common Stock on
the NNM on April 14, 2000 was $5 1
/16 per share.
Fiscal
1999 |
|
High |
|
Low |
| Fiscal quarter
ended: |
| April
30, 1998 |
|
37 7
/8
|
|
|
26 9
/16
|
|
| July
31, 1998* |
|
33 5
/8
|
|
|
7 1
/2
|
|
| October
31, 1998 |
|
8 9
/16
|
|
|
4 1
/8
|
|
| January
31, 1999 |
|
9 15
/16
|
|
|
5 |
|
|
Fiscal
2000 |
|
|
|
|
| Fiscal quarter
ended: |
| April
30, 1999 |
|
6 7
/8
|
|
|
4 7
/8
|
|
| July
31, 1999 |
|
6 3
/4
|
|
|
5 |
|
| October
31, 1999 |
|
7 9
/16
|
|
|
5 3
/4
|
|
| January
31, 2000 |
|
6 3
/4
|
|
|
5 3
/8
|
|
|
Fiscal
2001 |
|
|
|
|
|
February 1, 2000 through April 14, 2000 |
|
6 3
/16
|
|
|
4 7
/8
|
|
*
|
On June 24, 1998,
we completed our Recapitalization as described under Item 6, Selected
Financial Data.
|
As of April 14, 2000,
the number of holders of record of our Common Stock was 90.
All holders of shares
of our Common Stock share ratably in any dividends declared by our Board of
Directors. Any payment of dividends are at the discretion of our Board of
Directors and will depend upon, among other things, the Companys
earnings, financial condition, capital requirements, extent of indebtedness
and contractual restrictions with respect to the payment of dividends. The
terms of our indebtedness and the certificate of designation for our
13 7
/8% Senior Redeemable
Exchangeable Preferred Stock (the Senior Redeemable Preferred
Stock) currently restrict us from paying dividends on our Common
Stock.
ITEM
6. SELECTED FINANCIAL DATA
The selected
historical consolidated financial information presented below is derived
from our audited consolidated financial statements.
The selected
historical consolidated financial information presented below should be read
in conjunction with Managements Discussion and Analysis of
Financial Condition and Results of Operations and the Companys
consolidated financial statements and related notes thereto included
elsewhere herein.
| |
|
Year Ended
January 31,
|
| |
|
1996
|
|
1997
|
|
1998
|
|
1999
|
|
2000
|
| |
|
(In thousands,
except per share amounts) |
| Statement of
Operations Data |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Net
Sales |
|
$675,209 |
|
|
741,138 |
|
|
736,875 |
|
|
697,421 |
|
|
767,685 |
|
| Cost of Goods
Sold |
|
414,691 |
|
|
449,333 |
|
|
424,349 |
|
|
413,124 |
|
|
442,325 |
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Gross
Profit |
|
260,518 |
|
|
291,805 |
|
|
312,526 |
|
|
284,297 |
|
|
325,360 |
|
| Selling, General
and Administrative Expenses |
|
203,701 |
|
|
233,761 |
|
|
234,257 |
|
|
263,892 |
|
|
261,792 |
|
| Amortization of
Intangible Assets |
|
63,824 |
|
|
31,837 |
|
|
7,101 |
|
|
5,633 |
|
|
5,712 |
|
| Provision for
Restructuring Operations |
|
2,369 |
|
|
10,670 |
|
|
1,866 |
|
|
6,598 |
|
|
|
|
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Operating Income
(Loss) |
|
(9,376 |
) |
|
15,537 |
|
|
69,302 |
|
|
8,174 |
|
|
57,856 |
|
| Interest
Income |
|
4,709 |
|
|
1,419 |
|
|
2,574 |
|
|
2,453 |
|
|
2,022 |
|
Interest Expense
and Amortization of Debt Issue Costs
and Premium |
|
39,974 |
|
|
35,670 |
|
|
19,918 |
|
|
39,954 |
|
|
52,293 |
|
| Other Income
(Expense)Net |
|
3,967 |
|
|
18,821 |
|
|
28,294 |
|
|
(25,351 |
) |
|
3,671 |
|
| Income Tax
Expense |
|
9,095 |
|
|
10,389 |
|
|
23,088 |
|
|
26,800 |
|
|
12,576 |
|
| Minority Interest
in Earnings of Subsidiaries |
|
(1,385 |
) |
|
(1,041 |
) |
|
(287 |
) |
|
(840 |
) |
|
(1,747 |
) |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Income (Loss) from
Continuing Operations |
|
(51,154 |
) |
|
(11,323 |
) |
< |