CABELAS INC - 10-Q Quarterly Report

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

x	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended April 2, 2005

o	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number: 1-32227

CABELA’S INCORPORATED

(Exact name of registrant as specified in its charter)


Delaware		20-0486586
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification Number)

One Cabela Drive, Sidney, Nebraska		69160
(Address of principal executive offices)		(Zip Code)

(Registrant’s telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report)

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 the filing requirements for at least the past 90 days.

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes o No x

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.

Common stock, $0.01 par value: 64,876,917 shares, including 8,073,205 shares of non-voting common stock, as of May 3, 2005.

QUARTERLY PERIOD ENDED APRIL 2, 2005

PART I -FINANCIAL INFORMATION		Page

Item 1. Financial Statements

	Consolidated Balance Sheets	3

	Consolidated Statements of Income	4

	Consolidated Statements of Cash Flows	5

	Notes to Consolidated Financial Statements	6

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations		17

Item 3. Quantitative and Qualitative Disclosures about Market Risk		32

Item 4. Controls and Procedures		33

PART II - OTHER INFORMATION		34

Item 1. Legal Proceedings		34

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds		34

Item 3. Defaults Upon Senior Securities		34

Item 4. Submission of Matters to a Vote of Security Holders		34

Item 5. Other Information		34

Item 6. Exhibits		34

SIGNATURES		35

INDEX TO EXHIBITS		36

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements.

CABELA'S INCORPORATED AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Dollar Amounts in Thousands Except Share and Per Share Amounts)
(Unaudited)
	April 2,		January 1,
ASSETS	2005		2005

CURRENT ASSETS:
Cash and cash equivalents	$	44,895	$	248,184
Accounts receivable, net of allowance for doubtful accounts of $1,050 at April 2, 2005, and $1,483 at January 1, 2005		30,501		33,524
Credit card loans receivable held for sale (Note 3)		102,220		64,019
Credit card loans receivable, net of allowance of $85 and $65 at April 2, 2005 and January 1, 2005 (Note 3)		6,406		5,209
Inventories		348,278		313,002
Prepaid expenses and deferred catalog costs		35,333		31,294
Deferred income taxes		2,282		2,240
Other current assets		35,664		31,015
Total current assets		605,579		728,487

PROPERTY AND EQUIPMENT, NET		354,674		294,141

OTHER ASSETS:
Intangible assets, net		4,203		4,555
Land held for sale or development		18,214		18,153
Retained interests in securitized receivables (Note 3)		26,529		28,723
Marketable securities		153,768		145,587
Investment in equity method investee		395		830
Other		7,865		7,755
Total other assets		210,974		205,603

Total assets	$	1,171,227	$	1,228,231

LIABILITIES AND STOCKHOLDERS’ EQUITY

CURRENT LIABILITIES:
Accounts payable	$	119,606	$	100,826
Unpresented checks net of bank balance		13,272		34,653
Accrued expenses and other liabilities		35,281		50,264
Gift certificates and credit card reward points		90,687		97,242
Accrued employee compensation and benefits		26,012		54,925
Time deposits		53,752		48,953
Current maturities of long-term debt		28,654		28,327
Income taxes payable		30,361		38,551
Total current liabilities		397,625		453,741

LONG-TERM LIABILITIES:
Long-term debt, less current maturities		118,409		119,825
Long-term time deposits		43,607		51,706
Deferred compensation		9,346		8,614
Deferred grant income		11,216		11,366
Deferred income taxes		16,431		16,625
Total long-term liabilities		199,009		208,136

COMMITMENTS AND CONTINGENCIES (Note 10)

STOCKHOLDERS’ EQUITY:
Common stock, $0.01 par value:
Class A Voting, 245,000,000 shares authorized; 56,528,952 and 56,494,975 shares issued
and outstanding at April 2, 2005 and January 1, 2005, respectively		566		566
Class B Non-voting, 245,000,000 shares authorized; 8,073,205 and 8,073,205 shares issued
and outstanding at April 2, 2005 and January 1, 2005, respectively		80		80
Preferred stock, 10,000,000 shares authorized, no shares issued or outstanding.		-		-
Additional paid-in capital		236,995		236,198
Retained earnings		334,561		326,794
Accumulated other comprehensive income		2,391		2,716
Total stockholders’ equity		574,593		566,354

Total liabilities and stockholders’ equity	$	1,171,227	$	1,228,231

See notes to unaudited consolidated financial statements.

CABELA'S INCORPORATED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(Dollar Amounts in Thousands Except Per Share and Share Amounts)
(Unaudited)

	Three months ended
	April 2,		April 3,
	2005		2004
REVENUES:
Merchandise sales	$	326,595