Form 8-K Filing

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Li6VGy+r04Jnd7ZbLIwhbXA31hLsB4BzkkV6wx72LXNR/p86FtStYzqzbTpBqCWs GLxbD/usqNITYYbqGi4eLg== 0001171843-09-000797.txt : 20090805 0001171843-09-000797.hdr.sgml : 20090805 20090805171512 ACCESSION NUMBER: 0001171843-09-000797 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090805 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090805 DATE AS OF CHANGE: 20090805 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ADAMS GOLF INC CENTRAL INDEX KEY: 0001059763 STANDARD INDUSTRIAL CLASSIFICATION: [3949] IRS NUMBER: 752320087 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33978 FILM NUMBER: 09989075 BUSINESS ADDRESS: STREET 1: 2801 EAST PLANO PARKWAY CITY: PLANO STATE: TX ZIP: 75074 BUSINESS PHONE: 9726739000 MAIL ADDRESS: STREET 1: 2801 EAST PLANO PARKWAY CITY: PLANO STATE: TX ZIP: 75074 8-K 1 document.htm FORM 8-K FILING DOCUMENT Form 8-K Filing

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of
The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) August 5, 2009

Adams Golf, Inc.
(Exact name of registrant as specified in its charter)

Delaware		001-33978		75-2320087
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

	2801 E. Plano Pkwy, Plano, Texas		75074
	(Address of principal executive offices)		(Zip Code)

Registrant's telephone number, including area code: (972) 673-9000

________________________________________________________________________________
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
	[ ]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
	[ ]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
	[ ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
	[ ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition.

On August 5, 2009, the registrant released information regarding the registrant's results of operations for the quarterly period ended June 30, 2009. The text of the release is included herewith as Exhibit 99.1.

The information furnished pursuant to Item 2.02 of this report shall not be considered or deemed to be "filed" under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section and all exhibits to this report relating to Item 2.02 of this report are intended to be, and shall be, deemed furnished and not filed and such information and exhibits shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, notwithstanding any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit No.
Description of Exhibit

99.1
Press Release (furnished herewith pursuant to Item 2.02 of this Form 8-K)

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Adams Golf, Inc.
(Registrant)

August 5, 2009
(Date) /s/ PAMELA J. HIGH
Pamela J. High
Interim Chief Financial Officer

(d) Exhibits.
Exhibit No.
Description of Exhibit

99.1
Press Release (furnished herewith pursuant to Item 2.02 of this Form 8-K)

EX-99.1 2 newsrelease.htm PRESS RELEASE Adams Golf Announces Results for Second Quarter 2009
EXHIBIT 99.1
Adams Golf Announces Results for Second Quarter 2009

PLANO, Texas, Aug. 5, 2009 (GLOBE NEWSWIRE) -- Adams Golf (Nasdaq:ADGF) today reported net sales of $23.3 million for the three months ended June 30, 2009, as compared to $33.3 million for the three months ended June 30, 2008, a decrease of 30% year-over-year. The Company had a net loss of $5.2 million, or $0.78 per fully diluted share, for the second quarter 2009, as compared to net income of $1.6 million, or $0.21 per fully diluted share, for the comparable period of 2008. The net loss for the second quarter includes a $3.6 million, non-recurring, charge to cost of goods sold for the write-down of inventory to the lower of cost or market and the increase to the inventory obsolescence reserve.

The Company reported net sales of $46.7 million for the six month period ended June 30, 2009, compared to net sales of $61.3 million for the comparable period of 2008, a decrease of 24%. The Company reported a net loss of $4.8 million, or $0.73 per diluted share, for the six month period ended June 30, 2009, compared to net income of $2.4 million, or $0.32 per share, for the comparable period of 2008.

"Q2 was a challenging quarter for our company. Contractions in market demand, the fact that we were between product introductions during the quarter, the non-recurring, non-cash inventory charge, as well as competitive pricing and promotional behavior offered stiff head winds. As a result, our financial performance lagged both our expectations and our track record," said Mr. Chip Brewer, CEO and President of Adams Golf. "On the positive side, I am pleased with our efforts to re-structure our business model in response to market realities and believe we have continued to strengthen both our brand and our market positions."

* According to Golf Datatech, through June our year to date dollar market share in irons and woods were 8.42% and 4.94% respectively. Our woods market share was up 20% year-over-year, which we believe was due to market share gains in drivers and hybrids. Our iron market share was down 5%, which we believe was due to an increase in off-price competitive products and the fact that our Idea a3os product line was at the later stages of its product life cycle. We were relatively pleased with this market share performance. * Our product pipeline remains robust. We recently announced two remarkable products in the Idea a7 irons and hybrids and the Speedline 9032 driver and hybrid-fairway woods. We believe these products provide superior technology and will further strengthen our brand positions. Additionally, we anticipate, and are excited about, further product launches during the second half of this year and into 2010. * We believe our brand benefited from outstanding tour exposure during 2009, with staff players winning six events year to date and great showings by Chad Campbell at this year's Masters and by Tom Watson at this year's British Open. Furthermore, according to the Darrell Survey, our individual hybrids continue to be the #1 hybrid in play on the PGA, Champions and Nationwide Tours and, according to Golf Datatech, we remain the perceived leader in hybrid technology. We believe that this performance will further strengthen our brand in the marketplace. * Lastly, we believe our balance sheet and financial position remain strong.

"Looking forward, we are cautiously optimistic that market conditions will bottom out by year's end; and, that our efforts will deliver long term shareholder value when market conditions improve," Mr. Brewer concluded.

Adams Golf will host a conference call at 4:30 p.m. Eastern Daylight time on Thursday, August 6, 2009, with Chip Brewer, CEO and President, and Pamela High, Interim Chief Financial Officer, to review Adams' Q2 2009 financial results. For telephone access to the conference call, dial (888) 241-0558 or (647) 427-3417 for international calls, and request connection to the Adams Golf conference call. The conference ID # is 20345946.

Developing high-performance and technologically innovative golf products is the cornerstone of Adams Golf. From the initial design, through manufacturing and servicing, Adams Golf is committed to helping golfers of all abilities enjoy the game of golf. For more information on Adams Golf, please visit www.adamsgolf.com or view prior press releases at http://www.adamsgolf.com/news.htm.

The Adams Golf logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=5031

This press release contains "forward-looking statements" made under the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. The statements include, but are not limited to statements regarding our ability to continue manufacturing products that are commercially acceptable to consumers, the global economic recession, and statements using terminology such as "may," "will," "expect," "intend," "estimate," "anticipate," "plan," "seek," "inevitably," "appears," or "believe". Such statements reflect the current view of the Company with respect to future events and are subject to certain risks, uncertainties and assumptions related to certain factors including, without limitation, the following: the impact of changing economic conditions; our ability to further reduce fixed costs; product introduction and development difficulties; product approval and conformity to governing body regulations; assembly difficulties; competing product introductions; patent infringement risks; uncertainty of our ability to protect our intellectual property rights; market demand and acceptance of products; the success of our marketing strategy; our dependence on a limited number of customers; business conditions in the golf industry; reliance on third parties, including suppliers; the actions of competitors, including pricing, advertising and product development risks concerning future technology; the management of sales channels and re-distribution; and one-time events and other factors detailed under "Risk Factors" in our 10-K's, 10-Q's and other Securities and Exchange Commission filings. These filings can be obtained by contacting Adams Golf Investor Relations.

Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. Based upon changing conditions, should any one or more of these risks or uncertainties materialize, or should any underlying assumptions prove incorrect, actual results may vary materially from those described herein. Except as required by federal securities laws, Adams Golf undertakes no obligation to publicly update or revise any written or oral forward-looking statements, whether as a result of new information, future events, changed circumstances or any other reason after the date of this press release. All subsequent written and oral forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by the applicable cautionary statements.

ADAMS GOLF, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands, except share amounts) ASSETS June 30, Dec. 31, 2009 2008 -------- -------- (unaudited) Current assets: Cash and cash equivalents $ 3,268 $ 5,960 Trade receivables, net of allowance for doubtful accounts of $1,579 (unaudited) and $1,321 in 2009 and 2008, respectively 22,853 14,743 Inventories, net 22,816 33,611 Prepaid expenses 638 908 Other current assets 40 29 -------- -------- Total current assets 49,615 55,251 Property and equipment, net 1,133 1,210 Deferred tax asset - non current 10,228 10,228 Other assets, net 315 367 -------- -------- $ 61,291 $ 67,056 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 2,396 $ 9,471 Accrued expenses 6,604 7,253 Credit facility 5,076 -- Other current liabilities 15 -- -------- -------- Total current liabilities 14,091 16,724 Other liabilities 9 18 -------- -------- Total liabilities 14,100 16,742 Stockholders' equity: Preferred stock, $0.01 par value; authorized 1,250,000 shares; none issued -- -- Common stock, $.001 par value; authorized 12,500,000 shares; 7,094,304 and 6,909,866 shares issued and 6,683,367 and 6,498,929 shares outstanding at June 30, 2009 (unaudited) and December 31, 2008, respectively 7 7 Additional paid-in capital 93,136 92,701 Accumulated other comprehensive income 1,847 565 Accumulated deficit (43,045) (38,205) Treasury stock, 410,937 common shares at June 30, 2009 and December 31, 2008, at cost (4,754) (4,754) -------- -------- Total stockholders' equity 47,191 50,314 -------- -------- $ 61,291 $ 67,056 ======== ======== Contingencies

ADAMS GOLF, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (in thousands, except per share amounts) (unaudited) Three Months Ended Six Months Ended June 30, June 30, --------------------------------------------- 2009 2008 2009 2008 -------- -------- -------- -------- Net sales $ 23,254 $ 33,260 $ 46,730 $ 61,261 Cost of goods sold 20,476 19,524 34,943 35,414 -------- -------- -------- -------- Gross profit 2,778 13,736 11,787 25,847 Operating expenses: Research and development expenses 738 793 1,590 1,879 Selling and marketing expenses 5,437 9,125 11,387 16,780 General and administrative expenses 1,743 2,200 3,586 4,750 -------- -------- -------- -------- Total operating expenses 7,918 12,118 16,563 23,409 -------- -------- -------- -------- Operating income (loss) (5,140) 1,618 (4,776) 2,438 -------- -------- -------- -------- Other income (expense): Interest income (expense), net (36) (54) (53) (20) Other income (expense), net 2 (1) 50 (51) -------- -------- -------- -------- Income (loss) before income taxes (5,174) 1,563 (4,779) 2,367 Income tax expense 32 9 61 16 -------- -------- -------- -------- Net income (loss) $ (5,206) $ 1,554 $ (4,840) $ 2,351 ======== ======== ======== ======== Net income (loss) per common share - basic $ (0.78) $ 0.24 $ (0.73) $ 0.37 ======== ======== ======== ======== diluted $ (0.78) $ 0.21 $ (0.73) $ 0.32 ======== ======== ======== ========

CONTACT: Adams Golf Pamela High, Interim Chief Financial Officer (972) 673-9000 InvestorInfo@adamsgolf.com
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Exhibit No.		Description of Exhibit
99.1		Press Release (furnished herewith pursuant to Item 2.02 of this Form 8-K)

		Adams Golf, Inc. (Registrant)
August 5, 2009 (Date)		/s/ PAMELA J. HIGH Pamela J. High Interim Chief Financial Officer