-----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, TbPgJG1HctGUic8EqUUP+sbG//dgfUC/zpMKfFNICB1OCYurmYp7lwkBZ6gbcc4C JqUQHvsG+IaHZIr8Z4Nsfg== 0000828750-98-000001.txt : 19980218 0000828750-98-000001.hdr.sgml : 19980218 ACCESSION NUMBER: 0000828750-98-000001 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19971215 ITEM INFORMATION: FILED AS OF DATE: 19980217 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: GLOBAL SPORTS INC CENTRAL INDEX KEY: 0000828750 STANDARD INDUSTRIAL CLASSIFICATION: RUBBER & PLASTICS FOOTWEAR [3021] IRS NUMBER: 042958132 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: SEC FILE NUMBER: 000-16611 FILM NUMBER: 98540229 BUSINESS ADDRESS: STREET 1: 555 S HENDERSON ROAD SUITE B STREET 2: RTE 3 INDUSTRIAL PARK CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 BUSINESS PHONE: 6103372200 MAIL ADDRESS: STREET 1: 555 S HENDERSON RD CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 8-K/A 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A AMENDMENT NO. 1 TO CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934. Date of Report: December 15, 1997 (Date of earliest event reported) GLOBAL SPORTS, INC. (Exact name of registrant as specified in its charter) Delaware 0-16611 04-2958132 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation or organization) File Number) Identification Number) 555 S. Henderson Road, Suite B, King of Prussia, PA 19406 (Address of principal executive offices) (Zip Code) (610) 337-2200 (Registrant's telephone number, including area code) RYKA INC. (Former name or former address, if changed since last report) ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS Item 7 of the Current Report on Form 8-K dated December 15, 1997 and filed December 30, 1997 is amended to include the financial statements of KPR Sports International, Inc. and Affiliates and the pro forma combined financial information of RYKA Inc. and KPR Sports International, Inc. and Affiliates as follows: (a) FINANCIAL STATEMENTS OF BUSINESS ACQUIRED (i) Historical condensed combined financial statements of KPR Sports International, Inc. and Affiliates as of September 30, 1997 (Unaudited) and December 31, 1996 (Audited) and for the nine months ended September 30, 1997 and 1996. (Unaudited). (b) PRO FORMA COMBINED FINANCIAL INFORMATION (i) Pro forma combined financial statements of RYKA Inc. and KPR Sports International, Inc. and Affiliates as of September 30, 1997 and for the nine months then ended. (Unaudited) (ii) Pro forma combined financial statements of RYKA Inc. and KPR Sports International, Inc. and Affiliates for the year ended December 31, 1996. (Unaudited) * ____________________ * Incorporated herein by reference to RYKA Inc.'s Definitive Proxy Materials filed November 12, 1997 (Commission File No. 0-16611). ITEM 7.(a) FINANCIAL STATEMENTS OF BUSINESSES ACQUIRED KPR SPORTS INTERNATIONAL, INC. AND AFFILIATES CONDENSED COMBINED BALANCE SHEETS ASSETS September 30, 1997 December 31, 1996 (Unaudited) Current assets: Cash and cash equivalents. $ 692,978 $ 275,871 Accounts receivable, net of allowance for doubtful accounts of $392,196 and $279,682 14,070,731 9,660,543 Inventory 8,075,418 10,749,460 Prepaid expenses and other current assets 925,592 1,197,819 ------------ ------------ Total current assets 23,764,719 21,883,693 Property and equipment, net of accumulated depreciation 3,132,925 3,331,540 Investment in and advances to RYKA Inc 928,402 1,167,986 Other assets 274,537 295,325 ------------ ------------ Total assets $ 28,100,583 $26,678,544 ============ ============= LIABILITIES AND COMBINED EQUITY (DEFICIT) Current liabilities: Note payable, bank $11,906,596 $ 10,682,171 Current portion of capital lease obligation shareholder 113,339 105,378 Accounts payable 11,002,302 9,664,321 Accrued expenses 356,901 579,292 Payroll and sales tax payable 221,670 212,809 Income taxes payable --- 81,481 ------------ ------------- Total current liabilities 23,600,808 21,325,452 Capital lease obligation -- shareholder 2,339,327 2,425,355 Subordinated note payable -- shareholder 3,123,844 3,479,870 Combined equity (deficit): Common stock no par value; 1,000 shares authorized, 200 shares issued and outstanding 2,000 2,000 Additional paid in capital 1,412,916 1,066,758 Foreign currency translation adjustment (48,609) (41,865) Accumulated deficit (2,304,703) (1,554,026) ------------- ------------ (938,396) (527,133) Less treasury stock at cost (25,000) (25,000) ------------- ------------ Net combined deficit (963,396) (552,133) ------------- ------------ Total liabilities and combined equity (deficit) $28,100,583 $26,678,544 ============ ============ See notes to condensed combined financial statements. KPR SPORTS INTERNATIONAL, INC. AND AFFILIATES CONDENSED COMBINED STATEMENT OF OPERATIONS Nine Months Ended September 30, 1997 1996 (Unaudited) Net sales $ 43,888,180 $ 32,549,413 Cost of goods sold 34,266,455 24,928,447 Gross profit 9,621,725 7,620,966 Operating expenses 9,010,813 5,571,201 ------------- -------------- Operating income 610,912 2,049,765 Other income (expenses): Interest expense (1,339,460) (767,376) Interest income 49,022 67,777 Royalty income 67,447 -- Rental income 35,625 35,625 Loss on disposal of assets (71,393) (5,820) ------------ ------------ (1,258,759) (669,794) ------------ ------------ Equity in losses of RYKA Inc (102,830) (191,706) ------------ ------------ Net income (loss) $ (750,677) $ 1,188,265 ============= =========== See notes to condensed combined financial statements. KPR SPORTS INTERNATIONAL, INC. AND AFFILIATES STATEMENT OF COMBINED EQUITY (DEFICIT) Foreign Additional Currency Common Paid-in Translation Accumulated Treasury Stock Stock Capital Adjustment Deficit Shares Cost Balance, December 31, 1996 $2,000 $1,066,758 $(41,865) $(1,554,026) 100 $(25,000) Net loss (750,677) Equity in stock issuance ofRYKA Inc. 193,825 Warranty compensation related to former officer 152,333 Cumulative foreign currency translation adjustment (6,744) --------- ----------- --------- ----------- ------ ---------- Balance, September 30, 1997 $2,000 $1,412,916 $(48,609) $(2,304,703) 100 $(25,000) ======== ========== ======== ========== ===== ========== See notes to condensed consolidated financial statements. KPR SPORTS INTERNATIONAL, INC. AND AFFILIATES STATEMENT OF CASH FLOWS Nine Months Ended September 30, 1997 1996 INCREASE (DECREASE) IN CASH Cash flows from operating activities: Net income (loss) $(750,677) $ 1,188,265 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Depreciation and amortization 317,744 189,270 Allowance for doubtful accounts 112,514 20,646 Equity in undistributed loss of RYKA Inc 102,830 57,536 Gain on sale of equipment 48,000 -- Warrant expense 152,333 -- Provisions for loss on inventory 182,021 (250,000) (Increase) decrease in operating assets: Accounts receivable (4,522,702) (2,413,055) Inventory 2,492,021 (1,750,148) Prepaid expenses and other current assets 272,227 (130,643) Other assets (43,580) 20,021 Increase (decrease) in operating liabilities: Accounts payable 1,337,981 2,211,169 Accrued expenses (235,037) 67,026 ----------- ----------- Net cash provided by (used in) operating activities (534,325) (789,913) Cash flows from investing activities: Acquisition of property and equipment (242,182) (688,178) Proceeds from sale of assets 85,000 -- ----------- ------------ Net cash provided by (used in) investing activities (157,182) (688,178) Cash flows from financing activities: Net borrowings under line-of-credit 1,224,425 2,463,148 Distribution to shareholder -- (872,342) Repayment of capitalized lease obligation (78,067) (40,705) Repayment of subordinated shareholder's advances (416,000) -- Proceeds from retirement of subordinated debt 385,000 -- ------------ ------------- Net cash provided by (used in) financing activities 1,115,358 1,550,101 Foreign currency translation adjustment (6,744) (16,978) ------------ ------------- Net increase in cash 417,107 55,032 Cash, beginning of period 275,871 19,475 ----------- ------------- Cash, end of period $ 692,978 $ 74,507 ============ ============= See notes to condensed consolidated financial statements. KPR SPORTS INTERNATIONAL, INC. AND AFFILIATES NOTES TO CONDENSED COMBINED FINANCIAL STATEMENTS NOTE 1. BASIS OF PRESENTATION The accompanying condensed combined financial statements of KPR Sports International, Inc. and Affiliates (the Company) have been prepared in accordance with generally accepted accounting principles for interim financial information. Accordingly, they do not include all information and footnotes required by generally accepted accounting principles for complete financial statements. The accompanying financial information is unaudited; however, in the opinion of management, all adjustments (consisting solely of normal receiving accruals) necessary for a fair presentation of the operating results of the periods reported have been included. The results of operations for the periods reported are not necessarily indicative of those that may be expected for a full year. This quarterly report should be read in conjunction with the consolidated financial statements and footnotes thereto included in the Company's Audited Combined Financial Statements as of December 31, 1996. NOTE 2. INVESTMENT IN AND ADVANCES TO RYKA Investment in and advances to RYKA, December 31, 1996 $1,167,986 Equity in net loss of RYKA (102,830) Equity in stock issuance of RYKA 193,825 Amortization of negative goodwill 9,741 RYKA partial repayment of initial advance (385,000) Additional RYKA advances 44,680 ----------- Investment in and advances to RYKA, September 30, 1997 $ 928,402 =========== NOTE 3. NOTE PAYABLE, BANK The Company's credit facility consists of a $15,000,000 asset based revolving credit facility. The facility makes funds available to the Company based upon a percentage of inventory and accounts receivable, as defined in the agreement. At September 30, 1997 $11,906,596 was outstanding under the revolver with $2,252,536 in outstanding letters of credit. The revolving credit facility is payable upon demand and is collateralized by all the assets of the Company and a $2,000,000 limited personal guaranty by the sole shareholder of the Company. The revolving credit facility is subject to certain covenants including the maintenance of prescribed amounts of net worth and leverage ratios. KPR SPORTS INTERNATIONAL, INC. AND AFFILIATES NOTES TO CONDENSED COMBINED FINANCIAL STATEMENTS On February 7, 1997, the Company entered into a forbearance agreement with the bank requiring the Company to obtain new financing by March 31, 1997. This refinancing was not successfully completed by March 31, 1997, therefore, the bank provided a further extension through April 18, 1997. On June 4, 1997, the Company obtained an extension through November 30, 1997 to allow the Company time to obtain new financing. The terms of the extension provided for a seasonal increase of the credit line of up to $5.75 million, with seasonal advances of up to $5.2 million in excess of the collateral value as defined by the bank. In consideration for these conditions, the interest rate on the borrowing under this facility increased to prime plus 2 1/4% for the first thirty days ended June 30, 1997, increasing 1% per month through the termination date of the loan (November 30, 1997). In addition, the bank obtained the shareholder's guaranty of the debt and placed certain additional financial covenants on the Company. See Note 5 for the subsequent refinancing of this credit line. Interest expense related to the existing revolving credit facility was $1,021,536 for the nine months ended September 30, 1997. NOTE 4. RELATED PARTY TRANSACTIONS The Company subleases a portion of its facility to RYKA at a rate of approximately $4,000 per month. Rental income pursuant to the sublease was $35,625 for the nine months ended September 30, 1997 and 1996. The Company has advanced certain funds to RYKA on a temporary basis in the ordinary course of business and RYKA has advanced certain funds to the Company. Such amounts are included in the balance sheet as either a current asset due from affiliate or a current liability due to affiliate. In connection with the subordinated note receivable from RYKA (originally $851,440), the Company recorded interest income of $59,974 and $47,575 for the nine months ended September 30, 1997 and 1996, respectively. On April 21, RYKA repaid $385,000 of the subordinated note receivable; therefore, the balance outstanding as shown in the accompanying balance sheet as of September 30, 1997 was $466,440. NOTE 5. SUBSEQUENT EVENTS Refinancing On November 20, 1997 the Company entered into an agreement with a new lender for a revolving line of credit of $20,000,000, availability on which is based on a percentage of accounts receivable and inventory. The term of the loan is 5 years and has an interest rate choice of prime plus 1/4% or LIBOR (Adjusted Eurodollar Rate) plus 2.75%. The new lender has consented to the reorganization and merger as described below. Reorganization and Merger On December 15, 1997, the Company completed a reorganization of its affiliated companies and merged into RYKA as a wholly-owned subsidiary. The combined entity subsequently changed its name to Global Sports, Inc. ITEM 7.(b) PRO FORMA COMBINED FINANCIAL INFORMATION RYKA INC. AND KPR SPORTS INTERNATIONAL, INC. AND AFFILIATES UNAUDITED PRO FORMA COMBINED FINANCIAL INFORMATION The following unaudited pro forma financial information reflects the reorganization of RYKA Inc. ("RYKA") and KPR Sports International, Inc. and Affiliates ("KPR") on December 15, 1997. Refer to Item 2 of the Form 8-K dated December 30, 1997 for more information on the transaction. The following unaudited pro forma combined balance sheet gives effect to the reorganization as if it had occurred on September 30, 1997. The following unaudited pro forma combined statements of operations for the nine months ended September 30, 1997 give effect to the reorganization as if it had occurred January 1, 1997. The pro forma financial information is based on the historical financial statements of RYKA and KPR after giving effect to the reorganization using the purchase method of accounting and assumptions and adjustments deemed appropriate by management, certain of which are described in the accompanying notes to the pro forma combined financial statements. The pro forma combined financial information does not purport to represent what the combined company's results of operations and financial position actually would have been had the reorganization occurred on the dates specified, or to project the combined company's results of operations or financial position for any future period or date. The pro forma adjustments are based upon available information and certain adjustments that management believes are reasonable. In the opinion of management, all adjustments have been made that are necessary to present fairly the pro forma data. The pro forma combined financial information should be read in conjunction with the separate audited historical financial statements of RYKA Inc. and the notes thereto set forth in RYKA's 1996 Annual Report on Form 10-K and the historical financial statements of KPR and the notes thereto set forth in Item 7(a) of this Form 8-K/A. RYKA INC. AND KPR SPORTS INTERNATIONAL, INC. AND AFFILIATES UNAUDITED PRO FORMA COMBINED BALANCE SHEET September 30, 1997 Historical Historical Pro Forma Pro Forma RYKA KPR Adjustments Combined ASSETS Current Assets: Cash $ 506,069 $ 692,978 $ 1,199,047 Accounts Receivable, net of Allowance for Doubtful Accounts 3,965,559 14,070,731 18,036,290 Inventory 2,100,281 8,075,418 10,175,699 Prepaid Expenses and Other Current Assets 385,645 925,592 1,311,237 Note Receivable, Officer 20,000 -- 20,000 ---------- ----------- ----------- Total Current Assets 6,977,554 23,764,719 30,742,273 Property and Equipment, Net 231,025 3,132,925 3,363,950 Investment in and Advances to RYKA -- 928,402 (60,745)(a) (466,440)(b) (401,217)(c) -- Goodwill -- -- 4,074,746 (c) 4,074,746 Other Assets 80,947 274,537 1,762,800 (c) 2,118,284 ------------ ------------ ----------- Total Assets $ 7,289,526 $ 28,100,583 $40,299,253 ============ ============ =========== LIABILITIES AND STOCKHOLDERS' EQUITY Current Liabilities: Note Payable, Bank $ 2,855,221 $ 11,906,596 $14,761,817 Current Portion of Capital Lease Obligation -- 113,339 113,339 Accounts Payable and Accrued Expenses 2,245,013 11,580,873 13,825,886 Due to Affiliate 527,185 -- (60,745)(a) (466,440)(b) -- ------------- ------------ ----------- Total Current Liabilities 5,627,419 23,600,808 28,701,042 Capital Lease Obligation -- 2,339,327 2,339,327 Subordinated Stockholder's Advances -- 3,123,844 3,123,844 Stockholders' Equity: Common Stock 612,671 2,000 (2,000)(c) 1,471,000 (c) 2,083,671 Additional Paid In Capital 21,146,844 1,412,916 (16,007,079)(c) 347,000 (d) 6,899,681 Cumulative Foreign Currency Translation Adjustment -- (48,609) (48,609) Retained Earnings (Accumulated Deficit) (20,097,408) (2,304,703) 20,097,408 (c) (347,000)(d) (2,651,703) Less Treasury Stock, at Cost -- (25,000) 25,000 (c) (148,000)(c) (148,000) ---------- ---------- ---------- Total Stockholders' Equity 1,662,107 (963,396) 6,135,040 ---------- ---------- ---------- Total Liabilities and Stockholders' Equity $7,289,526 $28,100,583 $40,299,253 ========== =========== =========== See Notes to Unaudited Pro Forma Combined Financial Statements. RYKA INC. AND KPR SPORTS INTERNATIONAL, INC. AND AFFILIATES UNAUDITED PRO FORMA COMBINED STATEMENT OF OPERATIONS For the Nine Months Ended September 30, 1997 Historical Historical Pro Forma Pro Forma RYKA KPR Adjustments Combined ----------- ----------- -------------- ---------- Net Sales $12,067,933 $43,888,180 $55,956,113 Costs and Expenses: Costs of Goods Sold 8,639,014 34,266,455 42,905,469 Operating Expenses 3,498,369 9,010,813 437,816 (h) (35,625)(g) 12,911,373 ----------- ---------- ----------- Total Costs and Expenses 12,137,383 43,277,268 55,816,842 ----------- ---------- ----------- Income (Loss) before Other Expenses (69,450) 610,912 139,271 Other Expenses, net 299,717 1,258,759 35,625 (g) 210,000 (e) 1,804,101 ---------- ---------- ----------- Loss before Equity in Net Loss of RYKA (369,167) (647,847) (1,664,830) Equity in Net Loss of RYKA -- (102,830) (102,830)(f) -- ----------- ---------- ----------- Loss before Provision for Income Taxes (369,167) (750,677) (1,664,830) Provisions for Income Taxes -- -- -- ---------- ---------- ----------- Net Loss $(369,167) $(750,677) $(1,664,830) ========== ========== =========== See Notes to Unaudited Pro Forma Combined Financial Statements. RYKA INC. AND KPR SPORTS INTERNATIONAL, INC. AND AFFILIATES NOTES TO UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS NOTE 1. GENERAL The historical cost of assets and liabilities recorded by RYKA as of the date of the reorganization equals fair value. An independent valuation has been performed to identify and value intangible assets (patents and trademarks). The value of such intangibles are included in these pro forma financial statements. These intangibles will be amortized over ten years. The remainder of the purchase price will be allocated to goodwill. RYKA has authorized the issuance of stock warrants to athletes endorsing its products contingent upon the consummation of the reorganization. The pro forma results of operations do not give effect for the resolution of the contingent stock warrants issued to athletes endorsing KPR products as the adjustment is considered to result directly from the reorganization and will be included in the results of operations of RYKA within twelve months following the reorganization. There are no undistributed earnings in KPR to distribute to the shareholder upon the termination of KPR's status as an S-Corporation. The termination of KPR's status as an S-Corporation does not give rise to deferred taxes which require recording. RYKA has entered into an agreement with an employee which stipulates that upon the date of the reorganization, RYKA will grant such employee a five-year option to purchase 30,000 shares of RYKA Common Stock at an exercise price equal to the lesser of the fair market value of the underlying common stock on the date of the grant or $8.00 per share. In the event the fair market value of the underlying shares is greater than $8.00 per share on the grant date, RYKA will recognize compensation expense equal to the number of shares multiplied by the amount the fair value exceeds $8.00. Fair market value at December 15, 1997 (the date of the reorganization) was $3.20 per share, after giving effect to RYKA's 20:1 reverse stock split. RYKA INC. AND KPR SPORTS INTERNATIONAL, INC. AND AFFILIATES NOTES TO UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS NOTE 2. PRO FORMA BALANCE SHEET ADJUSTMENTS (a) To eliminate the amount due to RYKA from KPR. (b) To eliminate the subordinated note payable by RYKA to KPR. (c) To record the reverse acquisition entries based on a purchase price of $6,299,565 computed as follows: Number of RYKA shares outstanding at merger date 66,367,100 Fair value per share as determined by an independent valuation x $0.14 * Percentage of RYKA not already owed by KPR x 67.8 % -------------- $6,299,565 Above share and per share amounts do not give effect for the proposed 1-for-20 reverse stock split. _____________________________ * This amount is discounted 25% from the current value of RYKA stock for the following reasons: 1. Recent purchases of large blocks of RYKA common stock sold at a 25% discount from the trading price of the stock. 2. The shares to be issued in connection with the reorganization also represents a large block of RYKA stock. _____________________________ (1) eliminates KPR's investment in RYKA; (2) records identified intangible assets (patents and trademarks) of RYKA which were valued by an independent valuation. Amount recorded is limited to the percentage RYKA was not already owned by KPR; (3) records goodwill and intangible assets; (4) eliminates RYKA's historical accumulated deficit; (5) eliminates KPR's common stock; (6) creates treasury shares due to RYKA's acquisition of KPR, which owned RYKA shares prior to the reorganization. Treasury shares are valued at KPR's original cost; (7) eliminates KPR's treasury shares; (8) records issuance of 142,000,000 shares to MR; and (9) records adjustment to additional paid in capital for above. (d) To record the effects of the resolution of the contingency surrounding the issuance of contingent stock purchase warrants to athletes endorsing KPR products. Such stock purchase warrants will be issued with the exercise price equal to the market value of the stock immediately after the reorganization ($3.20 per share as of December 15, 1997, after giving effect to RYKA's 20:1 reverse stock split occuring on the same date). An independent valuation concludes that the value of such warrants issued to non-employees is $347,000. Such amount will be included in the results of operations of RYKA at the time they are issued. RYKA INC. AND KPR SPORTS INTERNATIONAL, INC. AND AFFILIATES NOTES TO UNAUDITED PRO FORMA COMBINED FINANCIAL STATEMENTS NOTE 3. PRO FORMA STATEMENTS OF OPERATIONS ADJUSTMENTS (e) Upon the consummation of the transaction, the subordinated shareholder's advance will no longer be non interest bearing, but will bear interest at the prime lending rate. This adjustment records such interest at 8.375%. A variance of 1/8% in the rate used would increase or decrease this adjustment by approximately $4,400. (f) To eliminate the equity in the net loss of RYKA which had been recorded KPR as a result ofits equity ownership of RYKA. (g) To eliminate intercompany transactions. (h) To record the effect of the amortization expense related to the goodwill that was recorded in relation to the reverse acquisition ($4,074,746 amortized over 10 years). Also to record amortization of intangibles ($1,762,800 amortized over 10 years). RYKA's accounting policy regarding goodwill and intangibles will be as follows: The cost of goodwill and intangibles are amortized on a straight-line basis over ten years. The realizability of goodwill and intangibles are evaluated periodically as events or circumstances indicate a possible inability to recover their carrying amount. Such evaluation is based on various analyses, including undiscounted cash flow and profitability projections that incorporate, as applicable, the impact on existing company businesses. The analyses necessarily involve significant management judgment. 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. GLOBAL SPORTS, INC. ---------------------------- (Registrant) Date: February 13, 1997 By: /s/ Michael G. Rubin ----------------------------- Michael G. Rubin Chief Executive Officer Date: February 13, 1997 By: /s/ Steven A. Wolf ---------------------------- Steven A. Wolf Vice President of Finance & Chief Financial Officer
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