UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
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(Mark One) |
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ý QUARTERLY REPORT
PURSUANT TO SECTION 13 OR 15(d) OF |
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For the quarterly period ended October 30, 2004 |
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or |
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o TRANSITION REPORT
PURSUANT TO SECTION 13 OR 15(d) OF |
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For the transition period from to |
Commission File Number: 000-24603
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ELECTRONICS BOUTIQUE HOLDINGS CORP. |
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(Exact Name of Registrant as Specified in its Charter) |
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Delaware |
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51-0379406 |
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(State of Incorporation) |
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(IRS Employer Identification Number) |
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931 South Matlack Street |
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19382 |
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(Address of principal executive offices) |
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(Zip Code) |
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Registrant’s telephone number, including area code: 610/430-8100 |
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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 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 Exchange Act). YES ý NO o
At November 29, 2004, there were 24,278,693 shares of common stock outstanding.
ELECTRONICS BOUTIQUE HOLDINGS CORP.
AND SUBSIDIARIES
INDEX
Part I. |
Financial Information |
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Item 1. |
Financial Statements |
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Consolidated Balance Sheets at October 30, 2004 (unaudited) and January 31, 2004 |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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2
ELECTRONICS BOUTIQUE HOLDINGS CORP. AND SUBSIDIARIES
(Amounts in thousands, except per share amounts)
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October 30, |
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January 31, |
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(unaudited) |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
71,485 |
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$ |
157,968 |
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Accounts receivable: |
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Trade and vendors |
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16,544 |
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22,407 |
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Other |
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2,567 |
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17,405 |
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Merchandise inventories |
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339,979 |
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253,577 |
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Deferred tax asset |
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9,969 |
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9,895 |
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Prepaid expenses and other current assets |
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18,911 |
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16,435 |
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Total current assets |
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459,455 |
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477,687 |
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Property and equipment: |
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Building & leasehold improvements |
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139,111 |
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113,109 |
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Furniture, fixtures and equipment |
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144,332 |
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121,486 |
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Land |
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9,048 |
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5,827 |
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Construction in progress |
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3,598 |
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2,826 |
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296,089 |
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243,248 |
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Less accumulated depreciation and amortization |
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132,866 |
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112,801 |
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Net property and equipment |
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163,223 |
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130,447 |
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Goodwill and other intangible assets, net of accumulated amortization of $1,046 and $666 |
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15,563 |
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13,662 |
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Deferred tax asset |
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11,916 |
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10,476 |
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Other non-current assets |
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4,890 |
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4,103 |
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Total assets |
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$ |
655,047 |
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$ |
636,375 |
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Liabilities and Stockholders’ Equity |
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Current liabilities: |
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Accounts payable |
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$ |
250,787 |
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$ |
220,481 |
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Accrued expenses |
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89,351 |
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73,336 |
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Income taxes payable |
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732 |
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17,862 |
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Total current liabilities |
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340,870 |
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311,679 |
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Deferred rent and other long-term liabilities |
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18,881 |
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20,716 |
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Total liabilities |
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359,751 |
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332,395 |
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Stockholders’ equity: |
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Preferred stock – authorized 25,000 shares; $.01 par value; no shares issued and outstanding at October 30, 2004 and January 31, 2004 |
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— |
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— |
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Common stock – authorized 100,000 shares; $.01 par value; 26,749 shares issued and 23,964 shares outstanding at October 30, 2004; 26,449 shares issued and 24,834 shares outstanding at January 31, 2004 |
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268 |
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264 |
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Treasury stock – 2,785 and 1,615 shares at October 30, 2004 and January 31, 2004, respectively, at cost |
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(66,132 |
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(34,455 |
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Additional paid-in capital |
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187,881 |
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181,204 |
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Accumulated other comprehensive income |
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7,504 |
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5,411 |
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Retained earnings |
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165,775 |
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151,556 |
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Total stockholders’ equity |
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295,296 |
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303,980 |
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Total liabilities and stockholders’ equity |
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$ |
655,047 |
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636,375 |
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See accompanying notes to consolidated financial statements.
3
ELECTRONICS BOUTIQUE HOLDINGS CORP. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
(Amounts in thousands, except per share amounts)
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Thirteen weeks ended |
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Thirty-nine weeks ended |
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October 30, |
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November 1, |
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October 30, |
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November 1, |
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Net sales |
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$ |
444,582 |
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$ |
323,146 |
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$ |
1,176,033 |
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