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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-Q

(mark one)


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

For the quarterly period ended: October 30, 2004

— OR —


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

For the transaction period from _________ to ________

COMMISSION FILE NUMBER 000-20969

HIBBETT SPORTING GOODS, INC.
(Exact name of registrant as specified in its charter)


DELAWARE
(State or other jurisdiction of
incorporation or organization)
63-1074067
(IRS Employee Identification No.)


451 Industrial Lane, Birmingham, Alabama
(Address of principal executive offices)
35211
(Zip code)

(205) 942-4292
(Registrant’s telephone number including area code)

NONE
(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 such filing requirements for the past 90 days.

Yes    X          No          

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act).

Yes    X          No          

Indicate the number of shares outstanding of each of the issuer's common stock, as of the latest practicable date: Shares of common stock, par value $.01 per share, outstanding as of December 8, 2004 were 23,473,323 shares.


HIBBETT SPORTING GOODS, INC.

INDEX

Page No.

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements


Unaudited Condensed Consolidated Balance Sheets at October 30, 2004 and
    January 31, 2004
 

2
Unaudited Condensed Consolidated Statements of Operations for the Thirteen-
    and Thirty-Nine Weeks Ended October 30, 2004 and November 1, 2003
 

3
Unaudited Condensed Consolidated Statements of Cash Flows for the Thirty-Nine
     Weeks Ended October 30, 2004 and November 1, 2003
 

4
Notes to Unaudited Condensed Consolidated Financial Statements 5

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

10

Item 3. Quantitative and Qualitative Disclosures About Market Risk
 

16
Item 4. Controls and Procedures
 
17

 

PART II. OTHER INFORMATION


Item 1. Legal Proceedings
 
18
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
 
18
Item 3. Defaults Upon Senior Securities
 
18
Item 4. Submission of Matters to Vote of Security-Holders
 
18
Item 5. Other Information
 
18
Item 6. Exhibits
 
19

-1-


HIBBETT SPORTING GOODS, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars In Thousands)


October 30,
2004

January 31,
2004

Assets      
  Current Assets:  
     Cash and cash equivalents   $   44,542   $   41,963  
     Accounts receivable, net   5,228   3,594  
     Inventories   105,422   94,777  
     Prepaid expenses and other  906   942  
     Deferred income taxes  938   983  


         Total current assets   157,036   142,259  


  Property and equipment, net   25,694   26,173  


  Other non-current assets:  
     Other, net   142   130  


         Total other non-current assets   142   130  


Total Assets   $ 182,872   $ 168,562  


Liabilities and Stockholders' Investment  
  Current Liabilities:          
     Accounts payable  $   38,241   $   37,976  
     Accrued expenses:          
         Payroll-related  4,108   4,284  
         Income taxes payable  48   --  
         Other  3,943   2,809  


     Total current liabilities  46,340   45,069  


Deferred income taxes   519   603  


Total Liabilities   46,859   45,672  


  Stockholders' Investment:  
     Preferred stock, $.01 par value 1,000,000 shares          
         authorized, no shares outstanding   --   --  
     Common stock, $.01 par value, 50,000,000 shares  
         authorized, 23,447,591 shares issued and  
         outstanding at October 30, 2004 and 23,229,660  
         shares issued and outstanding at January 31,2004   234   232  
      Paid-in-capital   68,330   65,356  
      Retained earnings   74,659   57,302  
      Treasury stock at cost, 365,400 shares repurchased          
          at October 30, 2004 and none at January 31,2004   (7,210 ) --  


         Total stockholders' investment   136,013   122,890  


Total Liabilities and Stockholders' Investment  $ 182,872   $ 168,562  


 

See notes to unaudited condensed consolidated financial statements.

-2-


HIBBETT SPORTING GOODS, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars In Thousands, Except Share and Per Share Amounts)


Thirteen Weeks Ended
Thirty-Nine Weeks Ended
October 30,
2004

November 1,
2003

October 30,
2004

November 1,
2003

Sales, net     $ 92,139   $ 78,418   $ 270,453   $ 229,742  
Cost of goods sold,    
  including warehouse, distribution   
  and store occupancy costs       61,710     51,971     184,615     156,349  




      Gross profit       30,429     26,447     85,838     73,393  
                             
Store operating, selling and    
  administrative expenses       18,718     16,194     52,912     46,251  
                             
Depreciation and amortization       1,877     1,820     5,576     5,370  




      Operating income       9,834     8,433     27,350     21,772  




Interest income, net (see Note 1)       147     33     309     75  




      Income before provision for income taxes       9,981     8,466     27,659     21,847  
                             
Provision for income taxes       3,718     3,090     10,303     7,974  




      Net income     $ 6,263   $ 5,376   $ 17,356   $ 13,873  




                             
Basic earnings per common share     $ 0.27   $ 0.23   $ 0.74   $ 0.60  




Diluted earnings per common share     $ 0.26   $ 0.23   $ 0.72   $ 0.59  




Weighted average shares outstanding:    
     Basic       23,327,206     23,094,818     23,361,303     22,947,801  




     Diluted       23,807,564     23,689,179     23,941,032     23,477,754  





See notes to unaudited condensed consolidated financial statements.



-3-


HIBBETT SPORTING GOODS, INC. AND SUBSIDIARIES
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)


Thirty-Nine Weeks Ended
October 30,
2004

November 1,
2003

Cash flows from operating activities:            
  Net income     $ 17,356   $ 13,873  


  Adjustments to reconcile net income to net    
      cash provided by operating activities:    
      Depreciation and amortization       5,576     5,370  
      Deferred income taxes       (38 )   207  
      Loss on disposal of assets       329     236  
      Change in operating assets and liabilities       (9,670 )   (4,177 )


         Total adjustments       (3,803 )   1,636  


         Net cash provided by operating activities       13,553     15,509  


Cash flows from investing activities:    
  Capital expenditures       (5,452 )   (5,011 )
  Proceeds from sale of property and equipment       35     7  


         Net cash used in investing activities       (5,417 )   (5,004 )


Cash flows from financing activities:    
  Cash used for stock repurchase       (7,210 )   --  
  Proceeds from options exercised and sale                
      of shares under employee stock purchase plan       1,653     3,354  


         Net cash provided by (used in) financing activities       (5,557 )   3,354  


Net increase in cash and cash equivalents       2,579     13,859  
Cash and cash equivalents, beginning of period       41,963     12,016  


Cash and cash equivalents, end of period     $ 44,542   $ 25,875  


Supplemental Disclosures of Cash Flow Information:    
      Cash paid during the period for:    
           Interest     $ 23   $ 40  


           Income taxes, net of refunds     $ 8,969   $ 8,363  



See notes to unaudited condensed consolidated financial statements.



-4-


HIBBETT SPORTING GOODS, INC. AND SUBSIDIARIES
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1. Basis of Presentation & Accounting Policies

        The accompanying unaudited condensed consolidated financial statements of Hibbett Sporting Goods, Inc. and its wholly-owned subsidiaries (the “Company” or “we” or “Hibbett”) have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and are presented in accordance with the requirements of Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. These financial statements should be read in conjunction with the consolidated financial statements and notes thereto for the fiscal year ended January 31, 2004. In our opinion, the unaudited condensed consolidated financial statements included herein contain all adjustments (consisting only of normal recurring adjustments) considered necessary for a fair presentation of our financial position as of October 30, 2004 and January 31, 2004 and the results of our operations and cash flows for the periods presented.

        We have experienced and expect to continue to experience seasonal fluctuations in our net sales and operating income. Therefore, the results of the interim periods presented herein are not necessarily indicative of the results to be expected for any other interim period or the full year.

Interest

        Interest income for the thirteen and thirty-nine weeks ended October 30, 2004 was $147,455 and $309,223, respectively, shown net of interest expense of $8,506 and $23,283, respectively. Interest income for the thirteen and thirty-nine weeks ended November 1, 2003 was $32,591 and $75,250, respectively, shown net of interest expense of $13,453 and $40,340, respectively.

Advertising

        We participate in various advertising and marketing cooperative programs with our vendors, who, under these programs, reimburse us for certain costs incurred. A receivable for cooperative advertising to be reimbursed is recorded as a decrease to expense as the reimbursements are earned. The following table presents the components of our advertising expense:


Thirteen Weeks Ended
Thirty-Nine Weeks Ended
October 30,
2004

November 1,
2003

October 30,
2004

November 1,
2003

Gross advertising costs     $ 861,590   $ 629,685   $ 2,947,510   $ 2,084,550  
Advertising reimbursements       (499,083 )   (311,523 )   (2,154,096 )   (1,366,259 )




Net advertising costs     $ 362,507   $ 318,162   $ 793,414   $ 718,291  





Sales Returns, Exchanges and Allowances

        For the thirteen weeks ended October 30, 2004 and November 1, 2003, sales returns, exchanges and allowances equaled $2.5 million and $2.0 million, respectively. For the thirty-nine weeks ended October 30, 2004 and November 1, 2003, sales returns, exchanges and allowances were $6.9 million and $5.6 million, respectively.


-5-


Reportable Segments

        We are an operator of sporting good stores in small to mid-sized markets predominately in the Southeast, Mid-Atlantic and Midwest. Given the economic characteristics of our store formats, the similar nature of the products we sell, the type of customers and methods of distribution, our operations constitute only one reportable segment.

Customers

        No customer accounted for more than 5% of our sales during the thirteen and thirty-nine weeks ended October 30, 2004 or November 1, 2003.

Vendors

        For the thirteen weeks ended October 30, 2004 Nike, our largest vendor, represented approximately 39.6% of our purchases. Reebok represented approximately 9.0% of our purchases and New Balance represented approximately 8.2% of our purchases. For the thirteen weeks ended November 1, 2003, Nike, our largest vendor, represented approximately 32.4% of our purchases, Reebok represented approximately 13.9% of our purchases and Adidas represented approximately 5.1% of our purchases.

        For the thirty-nine weeks ended October 30, 2004, Nike, our largest vendor, represented approximately 39.3% of our purchases. New Balance represented approximately 9.9% of our purchases and Reebok represented approximately 8.1% of our purchases. For the thirty-nine weeks ended November 1, 2003, Nike, our largest vendor, represented approximately 35.6% of our purchases, Reebok represented approximately 10.8% of our purchases and New Balance represented approximately 9.1% of our purchases.

Store Opening and Closing Costs

        New store opening costs are charged to expense as incurred. Store opening costs primarily include store payroll and general operating costs incurred prior to the store opening.

        We consider individual store closings to be a normal part of operations and expense all related costs at the time of closing.

Revenue Recognition

        All merchandise sales occur on-site in our retail stores, and the customers have the option of paying the full purchase price of the merchandise upon sale or paying a down payment and placing the merchandise on layaway. The customer may make further payments in installments, but we must receive the entire purchase price for merchandise placed on layaway within 30 days. We record the down payment and any installments as deferred revenue until the customer pays the entire purchase price for the merchandise and takes possession of such merchandise. We recognize merchandise revenues at the time the customer takes possession of the merchandise.

        We recognize the cost of coupon sales incentives at the time the related revenue is recognized. Proceeds received from the issuance of gift cards are initially recorded as deferred revenue, and such proceeds are subsequently recognized as revenue at the time the customer redeems such gift cards and takes possession of the merchandise.

-6-


Stock-Based Compensation

        We account for our stock option plans under the recognition and measurement principles of Accounting Pronouncements Bulletin (APB) Opinion No. 25, “Accounting for Stock Issued to Employees”, and related Interpretations. No stock-based employee compensation cost for our plans are reflected in net income, as all options granted under the plans have an exercise price equal to the market value of the underlying common stock on the date of grant.

        The following table illustrates the effect on earnings and earnings per share if we had applied the fair value recognition provisions of Statement of Financial Accounting Standards No. 148 (“SFAS 148”), “Accounting for Stock-Based Compensation – Transition and Disclosure,” to stock-based employee compensation (in thousands except per share amounts):


Thirteen Weeks
Ended

Thirty-Nine Weeks
Ended

October 30,
2004

November 1,
2003

October 30,
2004

November 1,
2003

Net income--as reported     $ 6,263   $ 5,376   $ 17,356   $ 13,873  
Add: Stock-based employee compensation    
   expense, included in the determination    
   of net income, net of tax       --     --     --     --  
Deduct: Stock-based employee compensation                            
   expense, determined under the fair value based                            
   method for all awards, net of tax       (329 )   (244 )   (6,893 )   (5,860 )




Net income--pro forma     $ 5,934   $ 5,132   $ 10,463   $ 8,013  




Basic earnings per share - as reported       .27   .23   .74   .60
Basic earnings per share - pro forma       .25   .22   .70   .57
Diluted earnings per share - as reported