-----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, BO/8sqMwQySeEYSyBhtt6U7Glk+eJpqxVn+tLwwVbJmPZzJzfhX8oN2t51vQbgG+ Fgxy2DK7gScgmVI3FPhAAQ== 0000950134-01-000298.txt : 20010123 0000950134-01-000298.hdr.sgml : 20010123 ACCESSION NUMBER: 0000950134-01-000298 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010118 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010118 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TANDY BRANDS ACCESSORIES INC CENTRAL INDEX KEY: 0000869487 STANDARD INDUSTRIAL CLASSIFICATION: APPAREL & OTHER FINISHED PRODS OF FABRICS & SIMILAR MATERIAL [2300] IRS NUMBER: 752349915 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-18927 FILM NUMBER: 1511242 BUSINESS ADDRESS: STREET 1: 690 E LAMAR BLVD STE 200 CITY: ARLINGTON STATE: TX ZIP: 76011 BUSINESS PHONE: 8172654113 MAIL ADDRESS: STREET 1: 690 E LAMAR BLVD CITY: ARLINGTON STATE: TX ZIP: 76011 8-K 1 d83413e8-k.txt FORM 8-K 1 ================================================================================ 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): JANUARY 18, 2001 ---------- TANDY BRANDS ACCESSORIES, INC. (Exact name of registrant as specified in charter) DELAWARE -------- (State or other Jurisdiction of Incorporation or Organization) 0-18929 75-2349915 ------- ---------- (Commission File Number) (IRS Employer Identification No.) 690 EAST LAMAR BLVD. SUITE 200 ARLINGTON, TEXAS 76011 ---------------- ----- (Address of Principal Executive Offices) (Zip Code) (817) 265-4113 -------------- (Registrant's telephone number, including area code) NO CHANGE (Former Name or Former Address, if Changed Since Last Report) ================================================================================ 2 ITEM 5. OTHER EVENTS. On January 18, 2001, the Registrant issued a press release announcing its financial results for the second quarter of fiscal 2001 and the acquisition of Stagg Industries, Inc. A copy of the press release is attached hereto as Exhibit 99 and is incorporated herein by reference. ITEM 7. EXHIBITS. Exhibit 99 Press Release, dated January 18, 2001. 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. TANDY BRANDS ACCESSORIES, INC. By: /s/ J.S.B. Jenkins -------------------------------------------- J.S.B. Jenkins, President and Chief Executive Officer -2- 3 INDEX TO EXHIBITS
EXHIBIT NUMBER DESCRIPTION - ------- ----------- 99 Press Release, dated January 18, 2001.
EX-99 2 d83413ex99.txt PRESS RELEASE DATED JANUARY 18, 2001 1 EXHIBIT 99 [TANDY BRANDS ACCESSORIES, INC. LOGO] TANDY BRANDS ACCESSORIES, INC. LIPPERT/HEILSHORN & ASSOC., INC. J.S.B. Jenkins Harriet C. Fried President/Chief Executive Officer Assistant Vice President (817) 548-0090 (212) 838-3777 britt_jenkins@tandybrands.com harriet@lhai.com or www.lhai.com
TANDY BRANDS ACCESSORIES, INC. REPORTS SECOND QUARTER 2001 RESULTS COMPANY ACQUIRES STAGG INDUSTRIES, INC. ARLINGTON, TX, JANUARY 18, 2001 -- TANDY BRANDS ACCESSORIES, INC. (NASDAQ NM: TBAC) today announced financial results for the second fiscal quarter ended December 31, 2000. For the second quarter of fiscal 2001, net sales totaled $56.8 million, as compared to net sales of $57.6 million for the same period in fiscal 2000. Net income for the second quarter totaled $2.8 million, or $0.51 per diluted share, versus $4.9 million, or $0.83 per diluted share, for the same period last year. In November of 1999, the company negotiated an early termination of its handbag licensing agreement with Jones New York. Both the three- and six-month prior year results included a one-time pre-tax benefit, including related costs, of $1.0 million from the termination of this license agreement. Excluding the benefit of the early license termination, net income for the second quarter of fiscal 2000 was $4.3 million, or $0.73 per diluted share. For the six months ended December 31, 2000, net sales totaled $110.9 million, as compared to net sales of $110.8 million for the same period in the prior year. Net income for the six months decreased to $4.9 million, or $0.87 per diluted share, versus net income of $7.7 million, or $1.30 per diluted share for the comparable six-month period in fiscal 2000. Excluding the benefit of the early license termination, net income for the prior year six-month period was $7.0 million, or $1.20 per diluted share. J.S.B. Jenkins, President and Chief Executive Officer, stated, "Although our quarterly earnings were $0.03 below the guidance we provided last quarter, we were generally pleased with our results for the quarter considering the difficult retail economy the majority of retailers unexpectedly experienced during the past holiday sales season. In addition to the difficult retail environment, the other key factors that impacted Tandy Brands' results during the second quarter of fiscal 2001 were a lower margin product sales mix and higher selling, general and administrative expenses. Sales from our men's division were below last year's levels due to the weak retail environment felt industry-wide as well as retail customer consolidations and bankruptcies. Although this shortfall was offset by strong women's product sales, these sales were lower in margin than our historical men's margin." 2 Mr. Jenkins continued, "We are always looking for opportunities for sales and earnings growth. Today we are pleased to announce the acquisition of all outstanding equity interests of Stagg Industries, Inc. for a cash purchase price of $2.75 million, plus a contingent consideration of up to $250,000. Based in Birmingham, Alabama, Stagg has a long-standing reputation in the sale of men's and children's belts, neckwear, small leather goods and other accessories with distribution in the department and specialty retail segments of the market. As part of the transaction, Tandy Brands also repaid all of Stagg's outstanding debt of approximately $2.8 million. For its fiscal year ended April 30, 2000, Stagg generated sales of approximately $9.5 million. This acquisition, which we anticipate to be immediately accretive to earnings, provides a strong complement to our existing men's and children's accessory business and strengthens Tandy Brands' position in department and specialty stores." Mr. Jenkins concluded, "A real positive for the first six months was the performance of our private label and Rolfs(R) handbag lines. With our current handbag placement success, we are excited about the upcoming launch of a Dockers(R) line of women's handbags, small leather goods and belts, which is on schedule for July 2001. We continue to be optimistic about Tandy Brands' future as we pursue growth opportunities through acquisitions such as our purchase of Stagg Industries, innovative product introductions, expansion of new product placement and development of additional distribution channels." Investors and interested parties will have the opportunity to listen to management's discussion of Tandy Brands' second quarter results in a conference call to be held today, Thursday, January 18th, at 11:00 a.m. EST. The dial-in number for the call is (888) 209-3793. For those who are unable to listen to the live broadcast, an audio replay of the call will be available beginning at 1:00 p.m. EST on January 18th through 1:00 p.m. on Thursday, January 25th, via telephone at (800) 6633-8284 or (858) 812-6440, reservation code #17623513. Tandy Brands Accessories, Inc. designs, manufactures and markets fashion accessories for men, women and children. Key product categories include belts, wallets, handbags, suspenders, socks, scarves, cold weather and hair accessories. Merchandise is sold under various national brand names as well as private labels to all major levels of retail distribution, including the Rolfs(R) e-commerce web site at www.rolfs.net. Except for historical information contained herein, the statements in this release are forward-looking and made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks and uncertainties, which may cause the Company's actual results in future periods to differ materially from forecasted or expected results. Those risks include, among other things, the competitive environment in the industry in general and in the Company's specific market areas, inflation, changes in costs of goods and services and economic conditions in general and in the Company's specific market area. Those and other risks are more fully described in the Company's filings with the Securities and Exchange Commission. (TABLES TO FOLLOW) 3 TANDY BRANDS ACCESSORIES, INC. Condensed Consolidated Statements of Income (In thousands, except per share amounts) (Unaudited)
Three Months Ended Six Months Ended December 31, December 31, ------------------------ ------------------------ 2000 1999 2000 1999 ---------- ---------- ---------- ---------- Net sales $ 56,757 $ 57,566 $ 110,941 $ 110,822 Cost of goods sold 36,567 35,901 71,855 70,273 ---------- ---------- ---------- ---------- Gross margin 20,190 21,665 39,086 40,549 Selling, general and administrative expenses 13,437 12,920 26,943 25,587 Depreciation and amortization 1,134 866 2,192 1,699 ---------- ---------- ---------- ---------- Total operating expenses 14,571 13,786 29,135 27,286 ---------- ---------- ---------- ---------- Operating Income 5,619 7,879 9,951 13,263 Interest expense (1,000) (922) (2,021) (1,815) Royalty income and early termination of license agreement 17 1,043 34 1,074 ---------- ---------- ---------- ---------- Income before provision for income taxes 4,636 8,000 7,964 12,522 Provision for income taxes 1,788 3,107 3,081 4,861 ---------- ---------- ---------- ---------- Net income $ 2,848 $ 4,893 $ 4,883 $ 7,661 ========== ========== ========== ========== Earnings per share $ 0.51 $ 0.84 $ 0.87 $ 1.32 Earnings per share--assuming dilution $ 0.51 $ 0.83 $ 0.87 $ 1.30 Common shares outstanding 5,578 5,802 5,595 5,799 Common shares outstanding--assuming dilution 5,582 5,868 5,604 5,871
4 TANDY BRANDS ACCESSORIES, INC. Condensed Consolidated Balance Sheets (In thousands)
December 31, June 30, 2000 2000 ------------ ---------- ASSETS (Unaudited) Current assets: Cash and short-term investments $ 352 $ 661 Accounts receivable, net 40,166 31,105 Inventories 58,715 55,340 Other current assets 2,800 2,371 ------------ ---------- Total current assets 102,033 89,477 ------------ ---------- Fixed assets: Property, plant and equipment, at cost 23,786 22,317 Accumulated depreciation (10,575) (9,305) ------------ ---------- Net property, plant and equipment 13,211 13,012 ------------ ---------- Goodwill, less amortization 10,957 11,410 Other noncurrent assets 8,224 7,785 ------------ ---------- Total other assets 19,181 19,195 ------------ ---------- TOTAL ASSETS $ 134,425 $ 121,684 ============ ========== LIABILITIES & STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 7,329 $ 6,547 Accrued expenses 5,973 4,004 ------------ ---------- Total current liabilities 13,302 10,551 ------------ ---------- Notes payable 46,925 41,075 Other noncurrent liabilities 189 184 ------------ ---------- Total liabilities 60,416 51,810 ------------ ---------- Stockholders' equity: Common stock, $1 par value; 10,000,000 shares authorized; 5,817,406 shares and 5,808,968 shares issued as of December 31, 2000 and June 30, 2000, respectively 5,818 5,809 Additional paid-in capital 22,353 22,426 Cumulative other comprehensive income (512) (479) Retained earnings 48,444 43,560 Treasury stock, at cost (2,094) (1,442) ------------ ---------- Total stockholders' equity 74,009 69,874 ------------ ---------- TOTAL LIABILITIES & STOCKHOLDERS' EQUITY $ 134,425 $ 121,684 ============ ==========
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