-----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, Klx+iWSb5yYIlgJjDl8tXC7oiLEnWReYgfLb9bKvDomE7mOdfYYJQZypPlok/u2l 0Ydp5z/5BHCzZ1IIx+H5vA== 0001157523-04-001020.txt : 20040205 0001157523-04-001020.hdr.sgml : 20040205 20040205071508 ACCESSION NUMBER: 0001157523-04-001020 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040205 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040205 FILER: COMPANY DATA: COMPANY CONFORMED NAME: K SWISS INC CENTRAL INDEX KEY: 0000862480 STANDARD INDUSTRIAL CLASSIFICATION: FOOTWEAR, (NO RUBBER) [3140] IRS NUMBER: 954265988 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-18490 FILM NUMBER: 04568489 BUSINESS ADDRESS: STREET 1: 31248 OAK CREST DRIVE CITY: WESTLAKE VILLAGE STATE: CA ZIP: 91361 BUSINESS PHONE: 8187065100 MAIL ADDRESS: STREET 1: 31248 OAK CREST DR CITY: WESTLAKE VILLAGE STATE: CA ZIP: 91361 8-K 1 a4565850.txt K-SWISS 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 Act of 1934 Date of Report (Date of earliest event reported) February 5, 2004 K-SWISS INC. ________________________________________________________________________________ (Exact name of registrant as specified in its charter) Delaware 0-18490 95-4265988 ________________________________________________________________________________ (State or other jurisdiction of (Commission (I.R.S. Employer incorporation or organization) File Number) Identification No.) 31248 Oak Crest Drive, Westlake Village, CA 91361 ________________________________________________________________________________ (Address of principal executive offices) (Zip code) 818-706-5100 ________________________________________________________________________________ (Registrant's telephone number, including area code) N/A ________________________________________________________________________________ (Former name, former address and former fiscal year, if changed since last report.) Item 7. Financial Statements and Exhibits. (c) Exhibits. Exhibit Number Description of Exhibit ______________ ______________________ 99.1 Press release issued February 5, 2004. Item 12. Results of Operations and Financial Condition. On February 5, 2004, K-Swiss Inc. (the "Company") issued a press release announcing its results of operations and financial condition for the three and twelve months ended December 31, 2003. A copy of the press release is attached hereto as Exhibit 99.1 and incorporated herein by reference. The information in this Current Report, including Exhibit 99.1 hereto, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended. 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 thereunto duly authorized. K-Swiss Inc. Date: February 4, 2005 By: /s/ GEORGE POWLICK ____________________________________ George Powlick, Vice President Finance and Chief Financial Officer and Director EXHIBIT INDEX _____________ Exhibit Description _______ ___________ 99.1 Press Release dated February 5, 2004. EX-99 3 a4565850_ex991.txt K-SWISS EXHIBIT 99.1 Exhibit 99.1 K-Swiss Reports Record Fourth Quarter and Year-End Results WESTLAKE VILLAGE, Calif.--(BUSINESS WIRE)--Feb. 5, 2004--K-Swiss Inc. (NASDAQ/NM:KSWS) today announced record results for the fourth quarter and year ended December 31, 2003. Financial Highlights Net earnings and net earnings per diluted share for the fourth quarter of 2003 increased 81.4% and 91.7%, respectively, to $8,687,000, or $0.23 per diluted share, compared with $4,788,000, or $0.12 per diluted share, in the prior-year period. Net earnings and net earnings per diluted share for the year ended December 31, 2003, increased 74.4% and 80.8%, respectively, to $50,056,000, or $1.32 per diluted share, compared with $28,697,000, or $0.73 per diluted share, at December 31, 2002. For the fourth quarter of 2003, total worldwide revenues increased 51.2% to $80,432,000 compared with $53,186,000 in the prior-year period. Domestic revenues increased 53.2% to $68,416,000 in the fourth quarter, and international revenues increased 40.7% to $12,016,000. Total worldwide revenues for 2003 increased 48.2% to $429,162,000 compared with $289,593,000 in 2002. Domestic revenues increased 50.1% to $372,443,000 in 2003, while international revenues increased 36.5% to $56,719,000. Futures Orders Worldwide futures orders with start ship dates from January through June 2004 increased 33.5% to $224,863,000 at December 31, 2003, compared with $168,449,000 at December 31, 2002. Domestic futures orders increased 31.2% to $193,390,000 at December 31, 2003, from $147,421,000 at December 31, 2002. International futures orders increased 49.7% to $31,473,000 at December 31, 2003, from $21,028,000 the previous year. Stock Repurchase Program The Company purchased 40,000 shares of Class A Common Stock during the fourth quarter of 2003 for a total expenditure of approximately $760,000 as part of its stock repurchase program. There remains authorization to repurchase $26,715,000 of stock under the Company's existing stock repurchase programs. Since August 1996, K-Swiss has purchased under all of its repurchase programs a total of 23.0 million shares of Class A Common Stock for a total expenditure of $108.6 million. K-Swiss also issued guidance for 2004. The Company expects revenues for the first quarter of 2004 to be approximately $142 to $150 million and earnings per diluted share to be in the range of $0.50 to $0.55. The Company expects full year revenues to be approximately $490 to $510 million and expects to report full year earnings per diluted share of approximately $1.50 to $1.65. The Company announced that its Board of Directors declared a 25% increase in its quarterly cash dividend to $0.025 per diluted share. The cash dividend, which equates to a new annualized rate of $0.10 per diluted share compared with the previous annual rate of $0.08 per diluted share, is payable on April 15, 2004, to shareholders of record as of March 31, 2004. Commenting on the fourth quarter results and outlook for 2004, Steven Nichols, Chairman of the Board and President, stated, "In a year filled with as many impressive accomplishments and financial results as 2003, none are more important to us than the measures that gauge how well we performed for our stockholders. During 2003, we were able to increase the cash dividend for the fourth time in five years, repurchase over $19 million of stock and post a return on average invested capital of approximately 31% despite nearly half of our equity base invested in cash. The K-Swiss brand and our commitment to its long-term health and vitality are the driving force behind every decision we make. With the marketing campaign and product offerings we have planned for 2004, a brighter outlook for continued improvement in international operations due to previous investments made and continued demand among retailers and customers for our shoes, we believe a strong foundation has been set for another strong year for K-Swiss and our stockholders." The per share results reported herein reflect the effect of the two-for-one stock split which was distributed on December 26, 2003, to stockholders of record on December 22, 2003. Discontinued operations are comprised of the results of the National Geographic brand. Investor Conference Call and Web Simulcast K-Swiss will conduct a conference call on its fourth quarter 2003 earnings release on February 5, 2004, at 10:00 am EST. The number to call for this interactive teleconference is (913) 981-5508. A replay of this conference call will be available until February 12, 2004, by dialing (719) 457-0820 and entering the passcode, 636996. The Company will also provide an online Web simulcast and rebroadcast of this conference call. The live broadcast of K-Swiss' quarterly conference call will be available online at www.streetevents.com and www.fulldisclosure.com on February 5, 2004, beginning at 10:00 a.m. EST. The online replay will follow shortly after the call and continue through February 19, 2004. K-Swiss Inc. designs, develops and markets an array of athletic footwear for high performance sports use, fitness activities and casual wear under the K-Swiss brand. The Company also designs and manufactures footwear under the Royal Elastics brand. Royal Elastics, a wholly owned subsidiary, is the leading innovator of slip-on, laceless footwear. Certain matters discussed in this press release are subject to certain risks and uncertainties that could cause actual results to differ materially, including, but not limited to: non-achievement of the assumptions discussed herein, general and regional economic conditions, industry trends, merchandise trends, including market acceptance of the Company's training shoe and new Limited Edition lines, and Royal Elastics brand, market acceptance of the Company's casual product in Europe, customer demand, competition, the impact of terrorism and/or a potential global conflict on the worldwide economy, dependence on large customers and credit concentrations and order cancellations and reduced sales resulting from a slower worldwide economy. A complete description of these factors, as well as others which could affect the Company's business, is set forth in the Company's periodic filings, including its Form 10-K for the year ended December 31, 2003, which is currently on file with the SEC. "Backlog" as of any date, represents orders scheduled to be shipped within the next six months. Backlog does not include orders scheduled to be shipped on or prior to the date of determination of backlog. The mix of "future" and "at-once" orders can vary significantly from quarter to quarter and year to year and, therefore, "futures" are not necessarily indicative of revenues for subsequent periods. K-Swiss Inc. Consolidated Statements of Earnings (In thousands, except earnings per share data) Three Months Ended Year Ended December 31, December 31, ------------------ ------------------ (Unaudited) 2003 2002 2003 2002 -------- -------- -------- -------- Revenues $80,432 $53,186 $429,162 $289,593 Cost of goods sold 45,436 29,693 235,603 159,026 -------- -------- -------- -------- Gross profit 34,996 23,493 193,559 130,567 Selling, general and administrative expenses 23,542 15,199 106,267 79,258 -------- -------- -------- -------- Operating profit 11,454 8,294 87,292 51,309 Interest income, net 248 347 699 1,058 -------- -------- -------- -------- Earnings from continuing operations before income taxes 11,702 8,641 87,991 52,367 Income tax expense 4,140 3,270 34,199 20,554 -------- -------- -------- -------- Earnings from continuing operations 7,562 5,371 53,792 31,813 Income/(loss) from discontinued operations 1,125 (583) (3,736) (3,116) -------- -------- -------- -------- Net earnings $8,687 $4,788 $50,056 $28,697 ======== ======== ======== ======== Basic earnings per share $0.25 $0.13 $1.41 $0.78 ======== ======== ======== ======== Diluted earnings per share $0.23 $0.12 $1.32 $0.73 ======== ======== ======== ======== Weighted average number of shares outstanding Basic 35,345 36,281 35,396 36,700 Diluted 37,925 38,719 37,913 39,415 K-Swiss Inc. Condensed Balance Sheets (In thousands) December 31, 2003 2002 -------- -------- ASSETS CURRENT ASSETS Cash and cash equivalents $81,455 $67,593 Accounts receivable, net 51,006 37,048 Inventories 73,660 53,227 Prepaid expenses and other 4,760 3,497 Deferred taxes 3,014 2,428 -------- -------- Total current assets 213,895 163,793 PROPERTY, PLANT AND EQUIPMENT, NET 8,596 8,444 OTHER ASSETS Intangible assets 7,301 8,107 Other 4,838 3,539 -------- -------- 12,139 11,646 -------- -------- $234,630 $183,883 ======== ======== LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES Bank lines of credit $-- $-- Trade accounts payable 19,447 13,936 Accrued liabilities 17,062 16,939 -------- -------- Total current liabilities 36,509 30,875 OTHER LIABILITIES 15,234 7,408 DEFERRED TAXES 3,360 5,807 STOCKHOLDERS' EQUITY 179,527 139,793 -------- -------- $234,630 $183,883 ======== ======== CONTACT: K-Swiss Inc., Westlake Village George Powlick, 818-706-5100 -----END PRIVACY-ENHANCED MESSAGE-----