UNITED STATES
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| X | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
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For the quarterly period ended: October 30, 2004 OR |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. |
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For the transaction period from _________ to ________ COMMISSION FILE NUMBER 000-20969 HIBBETT SPORTING GOODS,
INC. |
| DELAWARE (State or other jurisdiction of incorporation or organization) |
63-1074067 (IRS Employee Identification No.) |
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451 Industrial Lane, Birmingham, Alabama (Address of principal executive offices) |
35211 (Zip code) |
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(205) 942-4292 NONE 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.INDEXPage No.PART I. FINANCIAL INFORMATIONItem 1. Financial Statements |
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Unaudited Condensed Consolidated Balance
Sheets at October 30, 2004 and January 31, 2004 |
2 |
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Unaudited Condensed Consolidated Statements of Operations
for the Thirteen- and Thirty-Nine Weeks Ended October 30, 2004 and November 1, 2003 |
3 |
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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 |
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-1-
HIBBETT SPORTING GOODS, INC. AND
SUBSIDIARIES
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| 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 | |||
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See notes to unaudited condensed consolidated financial statements. -2-
HIBBETT SPORTING
GOODS, INC. AND SUBSIDIARIES
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| Thirteen Weeks Ended
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Thirty-Nine Weeks Ended
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|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 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
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| Thirty-Nine Weeks Ended
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|---|---|---|---|---|---|---|---|---|
| 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 | ||||
| Thirteen Weeks Ended
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Thirty-Nine Weeks Ended
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|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 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 | ||||||
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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 | ||||||||||||||