-----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, WbtNNjk1U/l3C/+lIUwsig+Vtg35CL3vRVZmW+XQlv8yjadl4ftymb8rSJowYkPO cShh6w5a0CUSWDERqBltiw== 0001157523-11-000948.txt : 20110217 0001157523-11-000948.hdr.sgml : 20110217 20110217075017 ACCESSION NUMBER: 0001157523-11-000948 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20110217 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20110217 DATE AS OF CHANGE: 20110217 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: 11619269 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 a6615441.htm K-SWISS INC. 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)  February 17, 2011

K-SWISS INC.
(Exact name of registrant as specified in its charter)

Delaware

0-18490

95-4265988

(State or other jurisdiction of
incorporation or organization)

(Commission

File Number)

(I.R.S. Employer

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 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 (see General Instruction A.2 below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))


Item 2.02.    Results of Operations and Financial Condition.

On February 17, 2011, 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, 2010.  A copy of the Company’s press release is attached as Exhibit 99.1 to this report and is incorporated herein by this reference.

The information in this Current Report on Form 8-K, including Exhibit 99.1 hereto, is being furnished under Item 2.02 “Results of Operations and Financial Condition.”  Such information shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, (the “Exchange Act”) or otherwise subject to the liabilities of that Section, and shall not be deemed incorporated by reference in any filing, registration statement or other document filed under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01.    Financial Statements and Exhibits.

(d) Exhibits.
 

Exhibit Number

Description of Exhibit

99.1 Press Release issued February 17, 2011.

2

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 17, 2011

 

By:

/s/ GEORGE POWLICK

George Powlick,

Vice President of Finance, Chief
Administrative Officer, Chief Financial
Officer and Secretary

3

EXHIBIT INDEX

Exhibit

Description

 
99.1

Press Release issued February 17, 2011.

4

EX-99.1 2 a6615441ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

K-Swiss Reports Fourth Quarter Results

WESTLAKE VILLAGE, Calif.--(BUSINESS WIRE)--February 17, 2011--K•Swiss Inc. (NASDAQ: KSWS) today announced results for the fourth quarter and year ended December 31, 2010. The sale of Royal Elastics on April 30, 2009 is accounted for as a discontinued operation in the Company’s financial results and is excluded from futures orders data for the prior-year periods.

Financial Results

Net loss for the fourth quarter of 2010 was $20,635,000, or $0.58 per diluted share, compared with a net loss of $12,488,000, or $0.36 per diluted share, for the prior-year period. Net loss for the year ended December 31, 2010, was $68,212,000, or $1.94 per diluted share, compared with a net loss of $27,962,000, or $0.80 per diluted share, for the year ended December 31, 2009. Results for 2010 include a one-time charge of $3,320,000, or $0.09 per diluted share (after tax), for recognition of the net present value of the €3,000,000 future purchase price of Palladium SAS, which was revised in May 2010, and a valuation allowance taken against the Company’s deferred tax assets, resulting in income tax expense for the year of $7,932,000 compared with an income tax benefit of $9,663,000 in the prior year. Results for 2009 also include a one-time, pre-tax, non-cash impairment charge related to the goodwill and intangible assets related to the trademarks of Palladium of $4,830,000, or $0.13 per diluted share (after tax), a pre-tax non-operating loss of $2,616,000, or $0.08 per diluted share (after tax), from the acquisition of the remaining interest in Palladium SAS in June 2009, and a pre-tax gain of $1,367,000, or $0.03 per diluted share (after tax), from the sale of Royal Elastics in April 2009.

For the fourth quarter of 2010, total worldwide revenues increased 1.5% to $42,665,000 compared with $42,020,000 in the prior-year period. Domestic revenues increased 2.8% to $18,596,000 in the fourth quarter, and international revenues increased 0.6% to $24,069,000 for the same period. Total worldwide revenues for 2010 decreased 9.9% to $216,987,000 compared with $240,729,000 in 2009. Domestic revenues decreased 8.7% to $92,382,000 in 2010, and international revenues decreased 10.7% to $124,605,000.

Futures Orders

Worldwide futures orders with start ship dates from January through June 2011 increased 14.8% to $92,904,000 at December 31, 2010. Domestic futures orders increased 52.8% to $45,216,000 at December 31, 2010, from $29,583,000 the previous year. International futures orders decreased 7.1% to $47,688,000 at December 31, 2010, from $51,341,000 the previous year.

Steven Nichols, Chairman of the Board and President, stated, “2010 was a year we committed to innovation and increased brand awareness - at all costs. The positive swing in our future orders suggests our expenditures and efforts were not in vain.”


2011 Guidance

For 2011, the Company expects full year consolidated revenues to be 25% to 35% above 2010. Consolidated gross margin is expected to be approximately 39%, which is comparable to 2010. Selling, general and administrative expenses are expected to be $145 million to $155 million due to continued support of the Company’s marketing initiatives. These expenditures will be continually evaluated and could change over time, including the possibility of even greater marketing expenditures depending on available branding opportunities.

Investor Conference Call and Web Simulcast

K•Swiss will conduct a conference call on its fourth quarter 2010 results today, at 11:00 a.m. ET. The number to call for this interactive teleconference is (212) 231-2903. A replay of this conference call will be available until February 24, 2011, by dialing (402) 977-9140 and entering the passcode, 21508967.

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.earnings.com today, beginning at 11:00 a.m. ET. The online replay will follow shortly after the call and continue through February 24, 2011.

Founded more than forty years ago in Van Nuys, California, K•Swiss introduced the first all-leather tennis shoe, the K•Swiss "Classic" in 1966. Since its inception, K•Swiss has rooted itself in California Sport with an aim to be the most inspiring and innovative sports brand in the market. Today the Company offers performance and lifestyle footwear and apparel for several categories under its California Sports umbrella including Tennis Heritage, California Fit (Running, Triathlon and Fitness) and California Youth. K•Swiss also designs, develops and markets footwear under the Palladium brand and owns the FORM Athletics brand. For more information about K•Swiss, visit www.kswiss.com.

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: the ability to adequately replace lost manufacturing capacity in Thailand, non-achievement of the assumptions discussed herein, general and regional economic conditions, availability of credit, industry trends, merchandise trends, including market acceptance of the Company's product offerings, 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 deepening of the current worldwide recession. 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, 2010, which is currently on file with the SEC. Futures orders as of any date, represents orders scheduled to be shipped within the next six months. Futures orders as of a certain date do not include orders scheduled to be shipped on or prior to that date. The mix of "futures" 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 Loss
(In thousands, except earnings per share data)
       
Three Months Ended

Year Ended

December 31, December 31,
  2010     2009     2010     2009  
(Unaudited)
Revenues $ 42,665 $ 42,020 $ 216,987 $ 240,729
Cost of goods sold   28,860     26,693     131,908     154,558  
Gross profit 13,805 15,327 85,079 86,171
Selling, general and administrative expenses 34,925 27,694 142,474 118,303
Impairment on intangibles and goodwill   -     4,830     -     4,830  
Operating loss (21,120 ) (17,197 ) (57,395 ) (36,962 )
Other expense, net - - (3,320 ) (1,249 )
Interest income, net   265     352     435     1,050  
Loss before income taxes and discontinued operations (20,855 ) (16,845 ) (60,280 ) (37,161 )
Income tax expense (benefit)   (220 )   (4,605 )   7,932     (9,663 )
Loss from continuing operations (20,635 ) (12,240 ) (68,212 ) (27,498 )
Loss from discontinued operations, less applicable income tax benefit   -     (248 )   -     (464 )
Net loss $ (20,635 ) $ (12,488 ) $ (68,212 ) $ (27,962 )
Basic loss per share $ (0.58 ) $ (0.36 ) $ (1.94 ) $ (0.80 )
Diluted loss per share $ (0.58 ) $ (0.36 ) $ (1.94 ) $ (0.80 )
Weighted average number of shares outstanding

 

Basic 35,297 35,118 35,218 34,962
Diluted 35,297 35,118 35,218 34,962
K•Swiss Inc. Condensed Balance Sheets
(In thousands)
         
December 31,
  2010   2009
ASSETS
CURRENT ASSETS
Cash and cash equivalents $ 49,164 $ 139,663
Restricted cash and cash equivalents and restricted investments available for sale 22,918 22,270
Investments available for sale 66,277 31,209
Accounts receivable, net 24,040 27,487
Inventories 66,959 48,183
Prepaid expenses and other current assets 5,058 2,472
Income taxes receivable 770 13,821
Deferred income taxes   -   2,881
Total current assets 235,186 287,986
PROPERTY, PLANT AND EQUIPMENT, NET 20,695 22,053
OTHER ASSETS
Intangible assets 18,212 15,259
Deferred income taxes 3,913 9,538
Other   10,159   9,314
Total other assets   32,284   34,111
$ 288,165 $ 344,150
 
LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
Bank lines of credit and current portion of long-term debt $ 566 $ 3,463
Trade accounts payable 19,111 11,639
Accrued income taxes payable 203 335
Accrued liabilities   13,068   12,898
Total current liabilities 32,948 28,335
OTHER LIABILITIES
Long-term debt 404 744
Other liabilities 14,101 13,288
Contingent purchase price   5,799   -
Total other liabilities 20,304 14,032
STOCKHOLDERS' EQUITY   234,913   301,783
$ 288,165 $ 344,150

CONTACT:
K•Swiss Inc.
George Powlick, 818-706-5100
Chief Financial Officer

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