0001299933-13-000755.txt : 20130425 0001299933-13-000755.hdr.sgml : 20130425 20130425172929 ACCESSION NUMBER: 0001299933-13-000755 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20130424 ITEM INFORMATION: Changes in Registrant's Certifying Accountant ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20130425 DATE AS OF CHANGE: 20130425 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SKECHERS USA INC CENTRAL INDEX KEY: 0001065837 STANDARD INDUSTRIAL CLASSIFICATION: FOOTWEAR, (NO RUBBER) [3140] IRS NUMBER: 954376145 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-14429 FILM NUMBER: 13784043 BUSINESS ADDRESS: STREET 1: 228 MANHATTAN BEACH BLVD CITY: MANHATTAN BEACH STATE: CA ZIP: 90266 BUSINESS PHONE: 3103183100 MAIL ADDRESS: STREET 1: 228 MANHATTAN BEACH BLVD CITY: MANHATTAN BEACH STATE: CA ZIP: 90266 8-K 1 htm_47555.htm LIVE FILING SKECHERS U.S.A., INC. (Form: 8-K)  

 


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):   April 24, 2013

SKECHERS U.S.A., INC.
__________________________________________
(Exact name of registrant as specified in its charter)

     
Delaware 001-14429 95-4376145
_____________________
(State or other jurisdiction
_____________
(Commission
______________
(I.R.S. Employer
of incorporation) File Number) Identification No.)
      
228 Manhattan Beach Boulevard, Manhattan Beach, California   90266
_________________________________
(Address of principal executive offices)
  ___________
(Zip Code)
     
Registrant’s telephone number, including area code:   (310) 318-3100

Not Applicable
______________________________________________
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 4.01 Changes in Registrant's Certifying Accountant.

(b) Effective on April 24, 2013, the Audit Committee of Skechers U.S.A., Inc. (the "Company") approved the appointment of BDO USA, LLP ("BDO") as the Company’s new independent registered public accounting firm to perform independent audit services for the fiscal year ending December 31, 2013 and to re-audit the Company’s financial statements for the fiscal years ended December 31, 2011 and 2012. During the fiscal years ended December 31, 2011 and 2012, and through April 24, 2013, neither the Company, nor anyone on its behalf, consulted BDO regarding either (i) the application of accounting principles to a specified transaction, either completed or proposed, or the type of audit opinion that might be rendered with respect to the consolidated financial statements of the Company, and no written report or oral advice was provided to the Company by BDO that was an important factor considered by the Company in reaching a decision as to any accounting, auditing or financial reporting issue; or (ii) any matter that was the subject of a "disagreement" (as defined in Item 304(a)(1)(iv) of Regulation S-K and the related instructions) or a "reportable event" (as that term is defined in Item 304(a)(1)(v) of Regulation S-K).

As previously disclosed by the Company in a Current Report on Form 8-K filed on April 10, 2013, as amended by a Form 8-K/A filed on April 17, 2013, the change in auditors was the result of KPMG LLP’s ("KPMG") resignation as the Company’s independent auditors, solely due to the impairment of KPMG’s independence resulting from to its now former partner’s alleged unlawful activities. The resignation of KPMG was not related to the Company’s financial statements, its accounting practices, the integrity of the Company’s management, or for any other reason.





Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Press release issued by Skechers U.S.A., Inc. on April 24, 2013.






SIGNATURES

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

         
    SKECHERS U.S.A., INC.
          
April 25, 2013   By:   David Weinberg
       
        Name: David Weinberg
        Title: Chief Operating Officer and Chief Financial Officer


Exhibit Index


     
Exhibit No.   Description

 
99.1
  Press Release dated April 24, 2013
EX-99.1 2 exhibit1.htm EX-99.1 EX-99.1

FOR IMMEDIATE RELEASE

Company Contact:
Jennifer Clay
SKECHERS USA, Inc.
(310) 937-1326

Investor Relations:
Andrew Greenebaum
(310) 829-5400

SKECHERS APPOINTS BDO USA, LLP AS NEW AUDITORS

Expects to File Its 10-Q on May 10

Preliminary First Quarter 2013 Net Sales between $440 to $450 Million and EPS between
$0.08 to $0.12

Two one-time items negatively impacted EPS by $0.07

MANHATTAN BEACH, CA. – April 24, 2013 – SKECHERS USA, Inc. (NYSE:SKX), today announced that the Audit Committee of its Board of Directors has appointed BDO USA, LLP (“BDO”) as the Company’s independent auditors. BDO will commence work immediately with the re-audit of the Company’s financial statements for the fiscal years ended December 31, 2011 and 2012, as well as reviewing the financial statements for the first quarter of 2013. The appointment of BDO was made after an extensive evaluation process by the Company’s Audit Committee.

As previously announced, the change in auditors was the result of KPMG LLP’s (“KPMG”) resignation as Skechers’ independent auditors, due to the impairment of KPMG’s independence resulting from to its now former partner’s alleged unlawful activities. The resignation of KPMG was not related to Skechers’ financial statements, its accounting practices, the integrity of Skechers’ management, or for any other reason.

“Skechers’ focus during this transition period has been on finding new auditors, preparing to report our first quarter 2013 earnings, and managing our global footwear business,” began David Weinberg, Skechers Chief Operating Officer and Chief Financial Officer. “With BDO now in place, we believe that they will efficiently audit the last two fiscal years of our consolidated financial statements and expertly handle our future audit needs.”

Mr. Weinberg continued: “We look forward to our first quarter earnings announcement and expect to report net sales between $440 million to $450 million versus first quarter 2012 net sales of $351.3 million, and earnings per share between $0.08 to $0.12. It is important to note that the combination of two one-time items which negatively impacted our earnings per share by $0.07. First, due to a stronger dollar when our short-term intercompany investments in our foreign subsidiaries were translated into U.S. dollars it resulted in a foreign currency translation loss of $3.0 million in our consolidated financial statements during the first quarter of 2013. In addition, during the first quarter we agreed to a $2.5 million credit to an account that had purchased a significant portion of our excess toning inventory in 2011. We determined this was appropriate due to various issues relating to market conditions, pricing and the amount of toning inventory in the market place.”

The Company also announced that it will schedule its conference call discussing financial results for the first quarter of 2013 on the same day that its quarterly report on Form 10-Q is filed. The Company expects to timely file its Form 10-Q for the first quarter of 2013 on May 10, 2013, or, if necessary, no later than May 15, 2013 with the required notice being filed in accordance with SEC rules. Participating on the call will be David Weinberg, Chief Operating Officer and Chief Financial Officer.

ABOUT SKECHERS USA, INC.

SKECHERS USA, Inc., based in Manhattan Beach, California, designs, develops and markets a diverse range of footwear for men, women and children under the SKECHERS name. SKECHERS footwear is available in the United States via department and specialty stores, Company-owned SKECHERS retail stores and its e-commerce website, and over 100 countries and territories through the Company’s global network of distributors and subsidiaries in Brazil, Canada, Chile, Japan, and across Europe, as well as through joint ventures in Asia. For more information, please visit www.skechers.com, and follow us on Facebook () and Twitter ().

ABOUT BDO USA, LLP

BDO is the brand name for BDO USA, LLP, a U.S. professional services firm providing assurance, tax, financial advisory and consulting services to a wide range of publicly traded and privately held companies. For more than 100 years, BDO has provided quality service through the active involvement of experienced and committed professionals. The firm serves clients through 45 offices and more than 400 independent alliance firm locations nationwide. As an independent Member Firm of BDO International Limited, BDO serves multi-national clients through a global network of 1,204 offices in 138 countries.

BDO USA, LLP, a Delaware limited liability partnership, is the U.S. member of BDO International Limited, a UK company limited by guarantee, and forms part of the international BDO network of independent member firms. BDO is the brand name for the BDO network and for each of the BDO Member Firms. For more information please visit: www.bdo.com.

This announcement may contain forward-looking statements that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include, without limitation, any statement that may predict, forecast, indicate or simply state future results, performance or achievements, and can be identified by the use of forward looking language such as “believe,” “anticipate,” “expect,” “estimate,” “intend,” “plan,” “project,” “will be,” “will continue,” “will result,” “could,” “may,” “might,” or any variations of such words with similar meanings. Any such statements are subject to risks and uncertainties that could cause actual results to differ materially from those projected in forward-looking statements. Factors that might cause or contribute to such differences include international, national and local general economic, political and market conditions including the ongoing global economic slowdown and market instability; entry into the highly competitive performance footwear market; sustaining, managing and forecasting costs and proper inventory levels; losing any significant customers, decreased demand by industry retailers and cancellation of order commitments due to the lack of popularity of particular designs and/or categories of products; maintaining brand image and intense competition among sellers of footwear for consumers; anticipating, identifying, interpreting or forecasting changes in fashion trends, consumer demand for the products and the various market factors described above; sales levels during the spring, back-to-school and holiday selling seasons; and other factors referenced or incorporated by reference in the Company’s annual report on Form 10-K for the year ended December 31, 2012. The risks included here are not exhaustive. The Company operates in a very competitive and rapidly changing environment. New risks emerge from time to time and the companies cannot predict all such risk factors, nor can the companies assess the impact of all such risk factors on their respective businesses or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. Given these risks and uncertainties, you should not place undue reliance on forward-looking statements as a prediction of actual results. Moreover, reported results should not be considered an indication of future performance.