UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
FORM 10-Q
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ý QUARTERLY REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE |
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For the Quarterly Period Ended March 28, 2004 |
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or |
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o TRANSITION REPORT PURSUANT
TO SECTION 13 OR 15(d) OF THE |
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Commission file number 333-72343 |
TRUE TEMPER SPORTS, INC.
(Exact name of registrant as specified in its charter)
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Delaware |
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3949 |
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52-2112620 |
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(State of other jurisdiction of |
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(Primary Standard Industrial |
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(I.R.S. Employer |
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8275 Tournament Drive |
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(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices) |
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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 ý No o.
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Act) Yes o No ý.
As of May 12, 2004 the Registrant had 100 shares of Common Stock, $0.01 par value per share, outstanding.
TRUE TEMPER SPORTS, INC.
INDEX
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Notes to Condensed Consolidated Financial Statements (Unaudited) |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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Item 1. Financial Statements
TRUE TEMPER SPORTS, INC.
(A wholly-owned subsidiary of True Temper Corporation)
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollars in thousands)
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Successor |
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Predecessor Company |
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Three |
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Period
from |
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Period
from |
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NET SALES |
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$ |
9,964 |
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$ |
20,247 |
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$ |
31,601 |
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Cost of sales |
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5,988 |
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11,871 |
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19,753 |
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GROSS PROFIT |
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3,976 |
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8,376 |
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11,848 |
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Selling, general and administrative expenses |
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564 |
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3,635 |
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4,074 |
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Business development and start-up costs |
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83 |
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100 |
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125 |
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Transaction and reorganization expenses |
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— |
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5,381 |
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— |
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Loss on early extinguishment of long-term debt |
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— |
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9,217 |
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— |
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OPERATING INCOME (LOSS) |
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3,329 |
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(9,957 |
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7,649 |
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Interest expense, net of interest income |
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685 |
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2,498 |
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3,328 |
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Other expenses (income), net |
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2 |
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(2 |
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5 |
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INCOME (LOSS) BEFORE INCOME TAXES |
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2,642 |
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(12,453 |
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4,316 |
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Income taxes |
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1,045 |
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(2,845 |
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1,732 |
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NET INCOME (LOSS) |
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$ |
1,597 |
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$ |
(9,608 |
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$ |
2,584 |
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See accompanying notes to condensed consolidated financial statements
1
TRUE TEMPER SPORTS, INC.
(A wholly-owned subsidiary of True Temper Corporation)
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
(Dollars in thousands)
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Successor |
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Predecessor |
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ASSETS |
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CURRENT ASSETS |
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Cash and cash equivalents |
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$ |
3,352 |
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$ |
8,389 |
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Receivables, net |
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19,890 |
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15,612 |
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Inventories |
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15,881 |
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15,656 |
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Prepaid expenses and other current assets |
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3,046 |
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2,271 |
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Total current assets |
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42,169 |
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41,928 |
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Property, plant and equipment, net |
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14,648 |
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15,026 |
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Goodwill, net |
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256,028 |
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71,506 |
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Deferred tax assets |
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50,835 |
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47,902 |
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Other assets |
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7,560 |
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3,254 |
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Total assets |
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$ |
371,240 |
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$ |
179,616 |
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LIABILITIES & STOCKHOLDER’S EQUITY |
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CURRENT LIABILITIES |
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Current portion of long-term debt |
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$ |
1,100 |
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$ |
4,500 |
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Accounts payable |
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5,665 |
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4,992 |
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Accrued expenses and other current liabilities |
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10,054 |
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8,675 |
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Total current liabilities |
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16,819 |
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