UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
FORM 10-Q
ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended September 26, 2004
or
o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
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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incorporation or organization) |
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Classification Code Number) |
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Identification Number) |
8275 Tournament Drive
Suite 200
Memphis, Tennessee 38125
Telephone: (901) 746-2000
(Address, including zip code, and telephone number, including area code, of registrant’s principal executive offices)
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 November 9, 2004 the Registrant had 100 shares of Common Stock, $0.01 par value per share, outstanding.
TRUE TEMPER SPORTS, INC.
INDEX
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Notes to Condensed Consolidated Financial Statements (Unaudited) |
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Management’s Discussion and Analysis of Financial Condition and Results |
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Item 1. Financial Statements
TRUE TEMPER SPORTS, INC.
(A wholly-owned subsidiary of True Temper Corporation)
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollars in thousands)
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Quarterly |
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Year -To-Date |
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Successor Company |
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Predecessor Company |
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Successor Company |
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Predecessor Company |
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Period from June 28 to September 26, 2004 |
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Period from June 30 to September 28, 2003 |
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Period from March 15 to September 26, 2004 |
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Period from January 1 to March 14, 2004 |
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Period from January 1 to September 28, 2003 |
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NET SALES |
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$ |
21,308 |
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$ |
24,667 |
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$ |
56,605 |
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$ |
20,247 |
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$ |
88,759 |
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Cost of sales |
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12,929 |
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13,820 |
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34,040 |
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11,871 |
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52,772 |
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GROSS PROFIT |
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8,379 |
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10,847 |
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22,565 |
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8,376 |
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35,987 |
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Selling, general and administrative expenses |
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2,610 |
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3,704 |
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6,513 |
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3,635 |
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11,383 |
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Business development, start-up and transition costs |
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313 |
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175 |
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495 |
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100 |
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459 |
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Transaction and reorganization expenses |
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25 |
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— |
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25 |
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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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— |
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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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5,431 |
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6,968 |
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15,532 |
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(9,957 |
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24,145 |
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Interest expense, net of interest income |
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4,111 |
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3,242 |
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8,790 |
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2,498 |
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9,893 |
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Other expenses (income), net |
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44 |
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72 |
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58 |
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(2 |
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118 |
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INCOME (LOSS) BEFORE INCOME TAXES |
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1,276 |
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3,654 |
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6,684 |
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(12,453 |
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14,134 |
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Income taxes |
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528 |
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1,355 |
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2,626 |
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(2,845 |
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5,500 |
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NET INCOME (LOSS) |
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$ |
748 |
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$ |
2,299 |
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$ |
4,058 |
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$ |
(9,608 |
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$ |
8,634 |
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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 Company September 26, 2004 |
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Predecessor Company December 31, 2003 |
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ASSETS |
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CURRENT ASSETS |
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Cash and cash equivalents |
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$ |
4,314 |
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$ |
8,389 |
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Receivables, net |
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14,026 |
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15,612 |
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Inventories |
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21,872 |
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15,656 |
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Prepaid expenses and other current assets |
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3,344 |
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2,271 |
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Total current assets |
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43,556 |
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41,928 |
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