Minnesota
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41-1597886
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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9800 59th Avenue North
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Minneapolis, Minnesota
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55442
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(Address of principal executive offices)
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(Zip Code)
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Large accelerated filer
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T
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Accelerated filer o
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Non-accelerated filer
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o
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(Do not check if a smaller reporting company)
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Smaller reporting company o
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Page
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PART I: FINANCIAL INFORMATION
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Item 1.
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3
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4
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5
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6
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7
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8
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Item 2.
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13
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Item 3.
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21
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Item 4.
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21
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21
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Item 1.
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21
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Item 1A.
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22
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Item 2.
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22
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Item 3.
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22
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Item 4.
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22
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Item 5.
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22
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Item 6.
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23
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24
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(unaudited)
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||||||||
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March 31,
2012
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December 31,
2011
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|||
Assets
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Current assets:
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Cash and cash equivalents
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$
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150,943
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$
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116,255
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Marketable debt securities – current
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20,011
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20,020
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Accounts receivable, net of allowance for doubtful accounts of $460 and $397, respectively
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12,454
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13,844
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Inventories
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24,884
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24,851
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Prepaid expenses
|
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5,079
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5,778
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Deferred income taxes
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4,474
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4,443
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Other current assets
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6,042
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6,004
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Total current assets
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223,887
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191,195
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Noncurrent assets:
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||||||||
Marketable debt securities – non-current
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10,029
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10,042
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Property and equipment, net
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49,456
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43,850
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Deferred income taxes
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15,551
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12,964
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Other assets
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4,958
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4,606
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Total assets
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$
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303,881
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$
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262,657
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Liabilities and Shareholders’ Equity
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Current liabilities:
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Accounts payable
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$
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53,873
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$
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50,141
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Customer prepayments
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19,877
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13,529
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Compensation and benefits
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17,379
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29,806
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Taxes and withholding
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19,187
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9,883
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Other current liabilities
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17,698
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15,691
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Total current liabilities
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128,014
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119,050
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Non-current liabilities:
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Warranty liabilities
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2,752
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2,714
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Other long-term liabilities
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11,670
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11,502
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Total liabilities
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142,436
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133,266
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Shareholders’ equity:
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Undesignated preferred stock; 5,000 shares authorized, no shares issued and outstanding
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—
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—
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Common stock, $0.01 par value; 142,500 shares authorized, 56,705 and 56,397 shares issued and outstanding, respectively
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567
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564
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Additional paid-in capital
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57,347
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47,701
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Retained earnings
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103,518
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81,101
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Accumulated other comprehensive income
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13
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25
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Total shareholders’ equity
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161,445
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129,391
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Total liabilities and shareholders’ equity
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$
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303,881
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$
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262,657
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Three Months Ended
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||||||
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March 31,
2012
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April 2,
2011
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Net sales
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$
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262,383
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$
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193,068
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Cost of sales
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98,084
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69,967
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Gross profit
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164,299
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123,101
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Operating expenses:
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Sales and marketing
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106,185
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80,271
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General and administrative
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16,929
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15,623
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Research and development
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1,290
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731
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CEO transition costs
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5,595
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—
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Asset impairment charges
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4
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78
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Total operating expenses
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130,003
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96,703
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Operating income
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34,296
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26,398
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Other income (expense), net
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7
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(30
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)
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Income before income taxes
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34,303
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26,368
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Income tax expense
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11,886
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9,785
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Net income
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$
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22,417
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$
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16,583
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Basic net income per share:
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Net income per share – basic
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$
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0.40
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$
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0.30
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Weighted-average shares – basic
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55,640
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54,726
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Diluted net income per share:
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Net income per share – diluted
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$
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0.39
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$
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0.30
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Weighted-average shares – diluted
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57,440
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55,977
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Three Months Ended
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||||||
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March 31,
2012
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April 2,
2011
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|||
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Net income
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$
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22,417
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$
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16,583
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Other comprehensive loss – unrealized loss on available-for-sale marketable debt securities, net of tax benefit of $8
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(12
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)
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—
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|||||
Comprehensive income
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$
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22,405
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$
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16,583
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Common Stock
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Additional
Paid-in
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Retained
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Accumulated
Other
Comprehensive
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||||||||||
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Shares
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Amount
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Capital
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Earnings
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Income (Loss)
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Total
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|||||||
Balance at December 31, 2011
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56,397
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$
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564
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$
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47,701
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$
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81,101
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$
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25
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$
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129,391
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|
Comprehensive income:
|
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Net income
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|
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—
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|
|
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—
|
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—
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|
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22,417
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—
|
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22,417
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Unrealized loss on available-for-sale marketable debt securities
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|
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—
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|
|
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—
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|
|
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—
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|
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—
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|
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(12
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)
|
|
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(12
|
)
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Total comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
22,405
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
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Exercise of common stock options
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|
|
208
|
|
|
|
2
|
|
|
|
1,653
|
|
|
|
—
|
|
|
|
—
|
|
|
|
1,655
|
|
Tax effect from stock-based compensation
|
|
|
—
|
|
|
|
—
|
|
|
|
2,244
|
|
|
|
—
|
|
|
|
—
|
|
|
|
2,244
|
|
Stock-based compensation
|
|
|
140
|
|
|
|
1
|
|
|
|
6,963
|
|
|
|
—
|
|
|
|
—
|
|
|
|
6,964
|
|
Repurchases of common stock
|
|
|
(40
|
)
|
|
|
—
|
|
|
|
(1,214
|
)
|
|
|
—
|
|
|
|
—
|
|
|
|
(1,214
|
)
|
Balance at March 31, 2012
|
|
|
56,705
|
|
|
$
|
567
|
|
|
$
|
57,347
|
|
|
$
|
103,518
|
|
|
$
|
13
|
|
|
$
|
161,445
|
|
|
Three Months Ended
|
|
||||||
|
March 31,
2012
|
|
|
April 2,
2011
|
|
|||
Cash flows from operating activities:
|
|
|
|
|
|
|
||
Net income
|
|
$
|
22,417
|
|
|
$
|
16,583
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
|
||
Depreciation and amortization
|
|
|
4,245
|
|
|
|
3,162
|
|
Stock-based compensation
|
|
|
6,964
|
|
|
|
1,134
|
|
Net loss on disposals and impairments of assets
|
|
|
4
|
|
|
|
78
|
|
Excess tax benefits from stock-based compensation
|
|
|
(2,372
|
)
|
|
|
(296
|
)
|
Deferred income taxes
|
|
|
(2,610
|
)
|
|
|
1,442
|
|
Changes in operating assets and liabilities:
|
|
|
|
|
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|
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Accounts receivable
|
|
|
1,390
|
|
|
|
1,159
|
|
Inventories
|
|
|
(33
|
)
|
|
|
1,114
|
|
Income taxes
|
|
|
10,388
|
|
|
|
6,531
|
|
Prepaid expenses and other assets
|
|
|
186
|
|
|
(2,533
|
)
|
|
Accounts payable
|
|
|
6,591
|
|
|
|
4,181
|
|
Customer prepayments
|
|
|
6,348
|
|
|
|
2,580
|
|
Accrued compensation and benefits
|
|
|
(12,449
|
)
|
|
|
(6,681
|
)
|
Other taxes and withholding
|
|
|
1,160
|
|
|
|
1,305
|
|
Warranty liabilities
|
|
|
569
|
|
|
|
(119
|
)
|
Other accruals and liabilities
|
|
|
1,720
|
|
|
|
2,583
|
|
Net cash provided by operating activities
|
|
|
44,518
|
|
|
|
32,223
|
|
|
|
|
|
|
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
|
||
Purchases of property and equipment
|
|
|
(9,281
|
)
|
|
|
(2,744
|
)
|
Proceeds from sales of property and equipment
|
9
|
—
|
||||||
Increase in restricted cash
|
|
|
—
|
|
|
|
(2,650
|
)
|
Net cash used in investing activities
|
|
|
(9,272
|
)
|
|
|
(5,394
|
)
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
Net decrease in short-term borrowings
|
|
|
(3,371
|
)
|
|
|
(1,119
|
)
|
Excess tax benefits from stock-based compensation
|
|
|
2,372
|
|
|
|
296
|
|
Proceeds from issuance of common stock
|
|
|
1,655
|
|
|
|
143
|
|
Repurchases of common stock
|
|
|
(1,214
|
)
|
|
|
(283
|
)
|
Net cash used in financing activities
|
|
|
(558
|
)
|
|
|
(963
|
)
|
|
|
|
|
|
|
|||
Net increase in cash and cash equivalents
|
|
|
34,688
|
|
|
|
25,866
|
|
Cash and cash equivalents, at beginning of period
|
|
|
116,255
|
|
|
|
76,016
|
|
Cash and cash equivalents, at end of period
|
|
$
|
150,943
|
|
|
$
|
101,882
|
|
—
|
Level 1 – observable inputs such as quoted prices in active markets;
|
—
|
Level 2 – inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and
|
—
|
Level 3 – unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions.
|
|
March 31,
2012
|
|
|
December 31,
2011
|
|
|||
Raw materials
|
|
$
|
4,173
|
|
|
$
|
4,834
|
|
Work in progress
|
|
|
143
|
|
|
|
96
|
|
Finished goods
|
|
|
20,568
|
|
|
|
19,921
|
|
|
$
|
24,884
|
|
|
$
|
24,851
|
|
|
Amortized
Cost
|
|
|
Fair
Value(1)
|
|
|||
Marketable debt securities – current (U.S. Treasury securities, due in less than one year)
|
|
$
|
20,005
|
|
|
$
|
20,011
|
|
Marketable debt securities – non-current (U.S. Treasury securities, due in 12 to 18 months)
|
|
|
10,014
|
|
|
|
10,029
|
|
|
$
|
30,019
|
|
|
$
|
30,040
|
|
|
Amortized
Cost
|
|
|
Fair
Value(1)
|
|
|||
Marketable debt securities – current (U.S. Treasury securities, due in less than one year)
|
|
$
|
20,004
|
|
|
$
|
20,020
|
|
Marketable debt securities – non-current (U.S. Treasury securities, due in 12 to 18 months)
|
|
|
10,017
|
|
|
|
10,042
|
|
|
$
|
30,021
|
|
|
$
|
30,062
|
|
|
Three Months Ended
|
|
||||||
|
March 31,
2012
|
|
|
April 2,
2011
|
|
|||
Interest income
|
|
$
|
50
|
|
|
$
|
27
|
|
Interest expense
|
|
|
(43
|
)
|
|
|
(57
|
)
|
Other income (expense), net
|
|
$
|
7
|
|
$
|
(30
|
)
|
|
Three Months Ended
|
|
||||||
|
March 31,
2012
|
|
|
April 2,
2011
|
|
|||
Net income
|
|
$
|
22,417
|
|
$
|
16,583
|
|
|
|
|
|
|
|
||||
Reconciliation of weighted-average shares outstanding:
|
|
|
|
|
|
|||
Basic weighted-average shares outstanding
|
|
|
55,640
|
|
|
54,726
|
|
|
Effect of dilutive securities:
|
|
|
|
|
|
|||
Options
|
|
|
1,156
|
|
|
714
|
|
|
Restricted shares
|
|
|
644
|
|
|
537
|
|
|
|
|
|
|
|
||||
Diluted weighted-average shares outstanding
|
|
|
57,440
|
|
|
55,977
|
|
|
|
|
|
|
|
||||
Net income per share – basic
|
|
$
|
0.40
|
|
$
|
0.30
|
|
|
Net income per share – diluted
|
|
$
|
0.39
|
|
$
|
0.30
|
|
|
Three Months Ended
|
|
||||||
|
March 31,
2012
|
|
|
April 2,
2011
|
|
|||
Balance at beginning of year
|
|
$
|
4,402
|
|
|
$
|
2,944
|
|
Additions that reduce net sales
|
|
|
13,066
|
|
|
|
10,581
|
|
Deductions from reserves
|
|
|
(12,047
|
)
|
|
|
(9,497
|
)
|
Balance at end of period
|
|
$
|
5,421
|
|
|
$
|
4,028
|
|
|
Three Months Ended
|
|
||||||
|
March 31,
2012
|
|
|
April 2,
2011
|
|
|||
Balance at beginning of year
|
|
$
|
6,310
|
|
|
$
|
5,744
|
|
Additions charged to costs and expenses for current-year sales
|
|
|
1,448
|
|
|
|
1,074
|
|
Deductions from reserves
|
|
|
(1,383
|
)
|
|
|
(1,050
|
)
|
Changes in liability for pre-existing warranties during the current year, including expirations
|
|
|
505
|
|
|
|
(142
|
)
|
Balance at end of period
|
|
$
|
6,880
|
|
|
$
|
5,626
|
|
|
●
|
Risk Factors
|
|
●
|
Overview
|
|
●
|
Results of Operations
|
|
●
|
Liquidity and Capital Resources
|
|
●
|
Non-GAAP Financial Data
|
|
●
|
Off-Balance-Sheet Arrangements and Contractual Obligations
|
|
●
|
Critical Accounting Policies
|
●
|
Current and future general and industry economic trends and consumer confidence;
|
●
|
The effectiveness of our marketing messages;
|
●
|
The efficiency of our advertising and promotional efforts;
|
●
|
Availability of attractive and cost-effective consumer credit options, including the impact of recent changes in federal law that restrict various forms of consumer credit promotional offerings;
|
●
|
Our ability to execute our retail distribution strategy;
|
●
|
Our ability to continue to improve our product line and service levels, and consumer acceptance of our products, product quality, innovation and brand image;
|
●
|
Our ability to achieve and maintain acceptable levels of product quality and acceptable product return and warranty claims rates;
|
●
|
Pending and unforeseen litigation and the potential for adverse publicity associated with litigation;
|
●
|
Industry competition and the adequacy of our intellectual property rights to protect our products and brand from competitive or infringing activities;
|
●
|
Our “just-in-time” manufacturing processes with minimal levels of inventory, which may leave us vulnerable to shortages in supply;
|
●
|
Our dependence on significant suppliers and our ability to maintain relationships with key suppliers, including several sole-source suppliers;
|
●
|
Rising commodity costs and other inflationary pressures;
|
●
|
Risks inherent in global sourcing activities;
|
●
|
Risks of disruption in the operation of either of our two manufacturing facilities;
|
●
|
Increasing government regulation;
|
●
|
The adequacy of our management information systems to meet the evolving needs of our business and existing and evolving regulatory standards applicable to data privacy and security;
|
●
|
Our ability to attract and retain senior leadership and other key employees, including qualified sales professionals; and
|
●
|
Uncertainties arising from global events, such as terrorist attacks or a pandemic outbreak, or the threat of such events.
|
|
●
|
Know our customers as no one else can…use that insight to set new standards in end-to-end customer experience;
|
|
●
|
Broaden awareness and consideration…to take share; earn leadership in premium sleep; and
|
|
●
|
Leverage our core business to achieve new levels of margin…to fund acceleration and innovation.
|
|
●
|
Net income increased 35% to $22.4 million, or $0.39 per diluted share, compared with net income of $16.6 million, or $0.30 per diluted share, for the same period one year ago. Excluding a $5.6 million non-recurring, non-cash charge associated with our chief executive officer (CEO) transition, as adjusted net income increased 57% to $26.1 million, or $0.45 per diluted share, compared with the same period one year ago.
|
|
●
|
Net sales increased 36% to $262.4 million, compared with $193.1 million for the same period one year ago, primarily due to a 34% comparable sales increase in our Company-Controlled channel.
|
|
●
|
Operating income improved to $34.3 million, or 13.1% of net sales, for the three months ended March 31, 2012, compared with $26.4 million, or 13.7% of net sales, for the same period one year ago. Excluding CEO transition costs, as adjusted operating income improved to $39.9 million, or 15.2% of net sales. The operating income improvement was driven by strong comparable sales growth and continued efficiency enhancements. Retail sales-per-store (for stores open at least one year), on a trailing twelve-month basis, increased by 34% from one year ago to $1.9 million.
|
|
●
|
Cash provided by operating activities totaled $44.5 million for the three months ended March 31, 2012, compared with $32.2 million for the same period one year ago.
|
|
●
|
As of March 31, 2012, cash, cash equivalents and marketable debt securities totaled $181.0 million compared with $146.3 million at December 31, 2011, and we had no borrowings under our revolving credit facility.
|
Three Months Ended
|
||||||||||||||||
March 31, 2012
|
|
April 2, 2011
|
||||||||||||||
Net sales
|
$
|
262.4
|
100.0
|
%
|
|
$
|
193.1
|
|
100.0
|
%
|
||||||
Cost of sales
|
|
98.1
|
37.4
|
%
|
|
|
70.0
|
|
36.2
|
%
|
||||||
Gross profit
|
|
164.3
|
62.6
|
%
|
|
|
123.1
|
|
63.8
|
%
|
||||||
|
|
|
|
|
|
|||||||||||
Operating expenses:
|
|
|
|
|
|
|
||||||||||
Sales and marketing
|
|
106.2
|
40.5
|
%
|
|
|
80.3
|
|
41.6
|
%
|
||||||
General and administrative
|
|
16.9
|
6.5
|
%
|
|
|
15.6
|
|
8.1
|
%
|
||||||
Research and development
|
|
1.3
|
0.5
|
%
|
|
|
0.7
|
|
0.4
|
%
|
||||||
CEO transition costs
|
5.6
|
2.1
|
%
|
—
|
0.0
|
%
|
||||||||||
Asset impairment charges
|
|
—
|
0.0
|
%
|
|
|
0.1
|
|
0.0
|
%
|
||||||
Total operating expenses
|
|
130.0
|
49.5
|
%
|
|
|
96.7
|
|
50.1
|
%
|
||||||
Operating income
|
|
34.3
|
13.1
|
%
|
|
|
26.4
|
|
13.7
|
%
|
||||||
Operating income – as adjusted(1)
|
39.9
|
15.2
|
%
|
26.4
|
13.7
|
%
|
||||||||||
Other income (expense), net
|
|
—
|
0.0
|
%
|
|
|
—
|
0.0
|
%
|
|||||||
Income before income taxes
|
|
34.3
|
13.1
|
%
|
|
|
26.4
|
|
13.7
|
%
|
||||||
Income tax expense
|
|
11.9
|
4.5
|
%
|
|
|
9.8
|
|
5.1
|
%
|
||||||
Net income
|
$
|
22.4
|
8.5
|
%
|
|
$
|
16.6
|
|
8.6
|
%
|
||||||
Net income – as adjusted(1)
|
$
|
26.1
|
9.9
|
%
|
$
|
16.6
|
8.6
|
%
|
||||||||
|
|
|
|
|
|
|
|
|||||||||
Net income per share:
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
$
|
0.40
|
|
|
|
$
|
0.30
|
|
|
|
||||||
Diluted
|
$
|
0.39
|
|
|
|
$
|
0.30
|
|
|
|
||||||
Diluted – as adjusted(1)
|
$
|
0.45
|
$
|
0.30
|
||||||||||||
Weighted-average number of common shares:
|
|
|
|
|
|
|
|
|
||||||||
Basic
|
|
55.6
|
|
|
|
|
54.7
|
|
|
|
||||||
Diluted
|
|
57.4
|
|
|
|
|
|
56.0
|
|
|
|
(1)
|
This non-GAAP measure is not in accordance with, or preferable to, GAAP financial data. However, we are providing this information as we believe it facilitates annual and year-over-year comparisons for investors and financial analysts. See page 19 for a reconciliation of this non-GAAP measure to the appropriate GAAP measure.
|
|
Three Months Ended
|
|||||||
|
March 31,
2012
|
|
April 2,
2011
|
|||||
Percent of net sales:
|
|
|
|
|
|
|
||
Company-Controlled
|
|
|
96.2
|
%
|
|
|
95.9
|
%
|
Wholesale
|
|
|
3.8
|
%
|
|
|
4.1
|
%
|
Total
|
|
|
100.0
|
%
|
|
|
100.0
|
%
|
|
Three Months Ended
|
|||||||
|
March 31,
2012
|
|
April 2,
2011
|
|||||
Net sales change rates:
|
|
|
|
|
|
|
||
Retail comparable-store sales
|
|
|
36
|
%
|
|
|
30
|
%
|
Direct and E-Commerce
|
|
|
17
|
%
|
|
|
(3
|
%)
|
Company-Controlled comparable sales change
|
|
|
34
|
%
|
|
|
26
|
%
|
Net new/(closed) stores
|
|
|
2
|
%
|
|
|
(3
|
%)
|
Total Company-Controlled channel
|
|
|
36
|
%
|
|
|
23
|
%
|
Wholesale
|
|
|
26
|
%
|
|
|
4
|
%
|
Total net sales change
|
|
|
36
|
%
|
|
|
22
|
%
|
Other sales metrics were as follows: | ||||||||
Three Months Ended
|
||||||||
|
March 31,
2012
|
|
|
April 2,
2011
|
|
|||
Other sales metrics:
|
|
|
|
|
|
|
||
Average sales per store(1) ($ in thousands)
|
|
$
|
1,897
|
|
|
$
|
1,416
|
|
Average sales per square foot(1)
|
|
$
|
1,229
|
|
|
$
|
951
|
|
Stores > $1 million in net sales(1)
|
|
|
97%
|
|
|
|
81%
|
|
Stores > $2 million in net sales(1)
|
|
|
36%
|
|
|
|
10%
|
|
Average mattress sales per mattress unit – Company-Controlled channel
|
|
$
|
2,298
|
|
|
$
|
2,107
|
|
(1)
|
Trailing twelve months for stores open at least one year.
|
Three Months Ended
|
|
|||||||
March 31,
2012
|
|
|
April 2,
2011
|
|
||||
Company-Controlled retail stores:
|
|
|
|
|
|
|||
Beginning of period
|
|
381
|
|
|
|
386
|
|
|
Opened
|
|
10
|
|
|
|
1
|
|
|
Closed
|
|
(11
|
)
|
|
|
(12
|
)
|
|
End of period
|
|
380
|
|
|
|
375
|
|
|
Three Months Ended
|
|
||||||
|
March 31,
2012
|
|
|
April 2,
2011
|
|
|||
Total cash provided by (used in):
|
|
|
|
|
|
|
||
Operating activities
|
|
$
|
44.5
|
|
|
$
|
32.2
|
|
Investing activities
|
|
|
(9.3
|
)
|
|
|
(5.4
|
)
|
Financing activities
|
|
|
(0.6
|
)
|
|
|
(1.0
|
)
|
Net increase in cash and cash equivalents
|
|
$
|
34.7
|
|
|
$
|
25.9
|
|
Three Months Ended | ||||||||||||||||
March 31, 2012 | April 2, 2011 | |||||||||||||||
As
Reported
|
CEO
Transition
Costs(1)
|
As
Adjusted
|
As
Reported
|
|||||||||||||
Operating income
|
$ | 34,296 | $ | 5,595 | $ | 39,891 | $ | 26,398 | ||||||||
Other income (expense), net
|
7 | — | 7 | (30 | ) | |||||||||||
Income before income taxes
|
34,303 | 5,595 | 39,898 | 26,368 | ||||||||||||
Income tax expense(2)
|
11,886 | 1,941 | 13,827 | 9,785 | ||||||||||||
Net income
|
$ | 22,417 | $ | 3,654 | $ | 26,071 | $ | 16,583 | ||||||||
Net income per share:
|
||||||||||||||||
Basic
|
$ | 0.40 | $ | 0.07 | $ | 0.47 | $ | 0.30 | ||||||||
Diluted
|
$ | 0.39 | $ | 0.06 | $ | 0.45 | $ | 0.30 | ||||||||
Basic shares
|
55,640 | 55,640 | 55,640 | 54,726 | ||||||||||||
Diluted shares
|
57,440 | 57,440 | 57,440 | 55,977 |
(1)
|
In February 2012, we announced that William R. McLaughlin, President and Chief Executive Officer would retire from the Company and our Board of Directors effective June 1, 2012. In recognition of Mr. McLaughlin’s leadership and contributions to the Company, the Company’s Compensation Committee approved the modification of Mr. McLaughlin’s unvested stock awards, including performance stock awards. The performance stock awards are subject to applicable performance adjustments based on free cash flows and actual market share growth versus performance targets. During the three months ended March 31, 2012, we incurred $5.6 million of non-recurring, non-cash expenses associated with these stock award modifications.
|
(2)
|
Reflects effective income tax rate, before discrete adjustments, of 34.7% for 2012.
|
Note-
|
Our “as adjusted” data is considered a non-GAAP financial measure and is not in accordance with, or preferable to, “as reported,” or GAAP financial data. However, we are providing this information as we believe it facilitates annual and year-over-year comparisons for investors and financial analysts.
|
|
Three Months Ended
|
|
|
Trailing-Twelve
Months Ended
|
|
|||||||||||
|
March 31,
2012
|
|
|
April 2,
2011
|
|
|
March 31,
2012
|
|
|
April 2,
2011
|
|
|||||
Net income
|
|
$
|
22,417
|
|
|
$
|
16,583
|
|
|
$
|
66,312
|
|
|
$
|
40,390
|
|
Income tax expense
|
|
|
11,886
|
|
|
|
9,785
|
|
|
|
32,043
|
|
|
|
23,998
|
|
Interest expense
|
|
|
43
|
|
|
|
57
|
|
|
|
173
|
|
|
|
284
|
|
Depreciation and amortization
|
|
|
4,230
|
|
|
|
3,149
|
|
|
|
14,574
|
|
|
|
12,834
|
|
Stock-based compensation
|
|
|
6,964
|
|
|
|
1,134
|
|
|
|
10,801
|
|
|
|
4,334
|
|
Asset impairments
|
|
|
4
|
|
|
|
78
|
|
|
|
35
|
|
|
|
338
|
|
EBITDA
|
|
$
|
45,544
|
|
|
$
|
30,786
|
|
|
$
|
123,938
|
|
|
$
|
82,178
|
|
|
Three Months Ended
|
|
|
Trailing-Twelve
Months Ended
|
|
|||||||||||
|
March 31,
2012
|
|
|
April 2,
2011
|
|
|
March 31,
2012
|
|
|
April 2,
2011
|
|
|||||
Net cash provided by operating activities
|
|
$
|
44,518
|
|
|
$
|
32,223
|
|
|
$
|
103,341
|
|
|
$
|
73,268
|
|
Subtract: Purchases of property and equipment
|
|
|
9,281
|
|
|
|
2,744
|
|
|
|
30,064
|
|
|
|
9,094
|
|
Free cash flows
|
|
$
|
35,237
|
|
|
$
|
29,479
|
|
|
$
|
73,277
|
|
|
$
|
64,174
|
|
(c)
|
Issuer Purchases of Equity Securities
(in thousands, except per share amounts)
|
Fiscal Period
|
|
Total Number
of Shares
Purchased
|
|
|
Average
Price Paid
per Share
|
|
|
Total Number
of Shares
Purchased as
Part of Publicly
Announced Plans
or Programs(1)
|
|
|
Approximate
Dollar Value of
Shares that May
Yet Be Purchased
Under the Plans or
Programs
|
|
||||
January 1, 2012 through January 28, 2012
|
|
|
—
|
|
|
|
NA
|
|
|
|
—
|
|
|
|
|
|
January 29, 2012 through February 25, 2012
|
|
|
—
|
|
|
|
NA
|
|
|
|
—
|
|
|
|
|
|
February 26, 2012 through March 31, 2012
|
|
|
—
|
|
|
|
NA
|
|
|
|
—
|
|
|
|
|
|
Total
|
|
|
—
|
|
|
|
NA
|
|
|
|
—
|
|
|
$
|
206,762
|
|
(1)
|
On April 20, 2007, our Board of Directors authorized the Company to repurchase up to an additional $250.0 million of our common stock. As of March 31, 2012, the amount remaining under this authorization was $206.8 million. In 2012, we plan to reinitiate repurchasing our stock with the objective to maintain common shares outstanding at current levels. There is no expiration date with respect to this repurchase authority. We may terminate or limit the stock repurchase program at any time.
|
Exhibit
Number
|
|
Description
|
|
Method of Filing
|
|
|
|
|
|
10.1
|
|
Amendment Three to Lease dated February 28, 2012 (with respect to leased premises located in Irmo, S.C.)
|
|
Incorporated by reference to Exhibit 10.1 in
Select Comfort’s Current Report on
Form 8-K filed March 2, 2012
|
|
|
|
|
|
31.1
|
|
Certification of CEO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
Filed herewith
|
|
|
|
|
|
31.2
|
|
Certification of CFO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
Filed herewith
|
|
|
|
|
|
32.1
|
|
Certification of CEO pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350
|
|
Furnished herewith
|
|
|
|
|
|
32.2
|
|
Certification of CFO pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350
|
|
Furnished herewith
|
|
|
|
|
|
101
|
|
The following financial information from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2012, filed with the SEC on April 27, 2012, formatted in eXtensible Business Reporting Language: (i) Condensed Consolidated Balance Sheets as of March 31, 2012 and December 31, 2011, (ii) Condensed Consolidated Statements of Operations for the three months ended March 31, 2012 and April 2, 2011, (iii) Condensed Consolidated Statements of Comprehensive Income for the three months ended March 31, 2012 and April 2, 2011, (iv) Condensed Consolidated Statement of Shareholders’ Equity for the three months ended March 31, 2012, (v) Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2012 and April 2, 2011, and (vi) Notes to Condensed Consolidated Financial Statements.
|
|
Filed herewith(1)
|
(1)
|
This exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Act of 1934, as amended, (15 U.S.C. 78r) or otherwise subject to the liability of that section. Such exhibit will not be deemed to be incorporated by reference into any document filed under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, as amended, except as otherwise expressly stated in any such filing.
|
SELECT COMFORT CORPORATION | ||||
(Registrant) | ||||
Dated: April 27, 2012
|
By:
|
/s/ William R. McLaughlin | ||
William R. McLaughlin | ||||
Chief Executive Officer | ||||
(principal executive officer) | ||||
By:
|
/s/ Robert J. Poirier | |||
Robert J. Poirier | ||||
Chief Accounting Officer | ||||
(principal accounting officer) |
Exhibit
Number
|
|
Description
|
|
Method of Filing
|
|
|
|
|
|
10.1
|
|
Amendment Three to Lease dated February 28, 2012 (with respect to leased premises located in Irmo, S.C.)
|
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Incorporated by reference to Exhibit 10.1 in
Select Comfort’s Current Report on
Form 8-K filed March 2, 2012
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Certification of CEO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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Filed herewith
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Certification of CFO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
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Filed herewith
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Certification of CEO pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350
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Furnished herewith
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Certification of CFO pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350
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Furnished herewith
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101
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The following financial information from the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2012, filed with the SEC on April 27, 2012, formatted in eXtensible Business Reporting Language: (i) Condensed Consolidated Balance Sheets as of March 31, 2012 and December 31, 2011, (ii) Condensed Consolidated Statements of Operations for the three months ended March 31, 2012 and April 2, 2011, (iii) Condensed Consolidated Statements of Comprehensive Income for the three months ended March 31, 2012 and April 2, 2011, (iv) Condensed Consolidated Statement of Shareholders’ Equity for the three months ended March 31, 2012, (v) Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2012 and April 2, 2011, and (vi) Notes to Condensed Consolidated Financial Statements.
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Filed herewith(1)
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(1)
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This exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Act of 1934, as amended, (15 U.S.C. 78r) or otherwise subject to the liability of that section. Such exhibit will not be deemed to be incorporated by reference into any document filed under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, as amended, except as otherwise expressly stated in any such filing.
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