-----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, UJLHG197lTjC8C+yB6S5K1kCREzS9MaLu9CqeFTdr02Dp2ENZDUY9uavGphd4jsa BEu8Qg8Pf2EFPm7N6ubVEQ== 0000950152-03-007026.txt : 20030724 0000950152-03-007026.hdr.sgml : 20030724 20030724093153 ACCESSION NUMBER: 0000950152-03-007026 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030724 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030724 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ROCKY SHOES & BOOTS INC CENTRAL INDEX KEY: 0000895456 STANDARD INDUSTRIAL CLASSIFICATION: FOOTWEAR, (NO RUBBER) [3140] IRS NUMBER: 311364046 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-21026 FILM NUMBER: 03799549 BUSINESS ADDRESS: STREET 1: 39 EAST CANAL STREET CITY: NELSONVILLE STATE: OH ZIP: 45764 BUSINESS PHONE: 6147531951 MAIL ADDRESS: STREET 1: 39 EAST CANAL STREET CITY: NELSONVILLE STATE: OH ZIP: 45764 8-K 1 l02287ae8vk.txt ROCKY SHOES & BOOTS, INC. 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: JULY 24, 2003 -------------------- ROCKY SHOES & BOOTS, INC. (EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER) -------------------- Ohio 0-21026 31-1364046 - ------------ -------------------------- ---------- (State or other (Commission File No.) (IRS Employer jurisdiction of Identification Number) incorporation or organization) -------------------- 39 East Canal Street Nelsonville, Ohio 45764 (740) 753-1951 (ADDRESS, INCLUDING ZIP CODE, AND TELEPHONE NUMBER INCLUDING AREA CODE OF REGISTRANT'S PRINCIPAL EXECUTIVE OFFICES) -------------------- Not Applicable (FORMER NAME OR FORMER ADDRESS, IF CHANGED SINCE LAST REPORT) ------------------- ITEM 7. EXHIBITS. (C) EXHIBITS. Exhibit No. Description 99 Press Release, dated July 24, 2003, entitled "Rocky Shoes & Boots, Inc. Reports Significantly Improved Second Quarter Results." ITEM 9. REGULATION FD DISCLOSURE. On July 24, 2003, Rocky Shoes & Boots, Inc. (the "Company") issued a press release regarding its consolidated financial results for the quarter ended June 30, 2003. A copy of the Company's press release is furnished as an exhibit to this Form 8-K and is incorporated herein by reference. The information contained in this report on Form 8-K is being furnished pursuant to Item 12 under Item 9 of Form 8-K as directed by the Securities and Exchange Commission in Release No. 34-47583. The information contained or incorporated by reference in this Form 8-K contains forward-looking statements, including certain plans, expectations, goals, and projections, which are subject to numerous assumptions, risks, and uncertainties. A number of factors, including but not limited to those set forth under the heading "Business Risks" included in the Company's Annual Report on Form 10-K for the year ended December 31, 2002, and other factors described from time to time in the Company's other filings with the Securities and Exchange Commission, could cause actual conditions, events, or results to differ significantly from those described in the forward-looking statements. All forward-looking statements included in this Form 8-K are based on information available at the time of the report. The Company assumes no obligation to update any forward-looking statement. 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. ROCKY SHOES & BOOTS, INC. Date: July 24, 2003 By: /s/ James E. McDonald --------------------------------------- James E. McDonald, Vice President and Chief Financial Officer EXHIBIT INDEX Exhibit No. Description 99 Press Release, dated July 24, 2003, entitled "Rocky Shoes & Boots, Inc. Reports Significantly Improved Second Quarter Results." EX-99 3 l02287aexv99.txt EX-99 PRESS RELEASE EXHIBIT 99 FOR IMMEDIATE RELEASE For Additional Information Contact: Jim McDonald Vice President & CFO (740) 753-1951 ROCKY SHOES & BOOTS, INC. REPORTS SIGNIFICANTLY IMPROVED SECOND QUARTER RESULTS Net income per share $0.25 versus $0.03 a year ago Net sales 13.9% above prior year NELSONVILLE, Ohio (July 24, 2003) Rocky Shoes & Boots, Inc. (NASDAQ: RCKY) today reported improved results for the three months and six months ended June 30, 2003. Net income was $1.1 million for the second quarter 2003 compared with $0.1 million for the same period last year. Net income per diluted share rose to $0.25 for the quarter versus $0.03 for the second quarter 2002. Mike Brooks, Chairman and CEO, stated, "We are pleased with the Company's second quarter results, which benefited from double-digit growth in net sales, including a solid increase in branded sales, and further improvement in gross margin. The ROCKY(R) brand, consistent with our head-to-toe strategy, is being leveraged particularly in the occupational category through the introduction of important line extensions. As a result, our sales are expected to become less sensitive to seasonal factors over time." SECOND QUARTER RESULTS Net sales rose 13.9% to $21.9 million for the quarter ended June 30, 2003 from $19.2 million for the second quarter 2002. The solid improvement was led by an increase of approximately 22% in ROCKY(R) branded sales, representing the third consecutive quarter-over-quarter increase. Double-digit sales increases were realized in the Company's occupational and rugged outdoor categories. The Company recorded $2.1 million of Gates(R) branded sales in the second quarter 2003. There were approximately $2.6 million of net sales to the U.S. military in the second quarter 2002 and none this year. Gross profit improved $1.8 million to $6.7 million, or 30.8% of net sales, for the second quarter 2003 from $4.9 million, or 25.7% of net sales, the prior year. This 510 basis point improvement particularly benefited from increased sales of sourced footwear, which rose to 62% of net sales from 42% a year ago, and no sales of military footwear in 2003. Selling, general and administrative expenses were $4.9 million, or 22.6% of net sales, for the second quarter 2003 compared with $4.5 million, or 23.5% of net sales, for the same period last year. The increase in SG&A expenses was primarily due to sales commissions for the increase in branded product sales. Income from operations improved to $1.8 million, or 8.2% of net sales, for the second quarter 2003 from $0.4 million, or 2.2% of net sales, a year ago. (more) FUNDED DEBT Funded debt rose to $25.7 million at June 30, 2003 from $20.5 million on the same date last year. This was principally due to funding the acquisition of Gates, approximately $3.5 million, earlier this year and the recently completed stock repurchase program, approximately $3.0 million, through the Company's line of credit. INVENTORY Inventory rose to $38.3 million at June 30, 2003 versus $31.3 million the prior year. The $7.0 million increase in inventory is to specifically support anticipated sales of branded products during the second half of 2003. Shipments for the rugged outdoor category are highest during the months of June through September annually. The inventory at June 30, 2003 also includes additional products in the occupational category and the inventory purchased from Gates in the second quarter 2003. SIX MONTH 2003 RESULTS The Company's results for the first half of 2003 improved versus the same period last year. Net sales rose to $35.6 million for the first half of 2003 from $32.9 million a year ago due to solid growth in branded product sales in 2003. Increased Rocky branded sales and $2.1 million of Gates branded sales in 2003 more than offset the $6.4 million in sales to the U.S. military in 2002. There were no sales to the U.S. military in 2003. Gross margin improved 650 basis points to 28.6% for the first six months of 2003 as a result of additional sourced product sales, improved manufacturing efficiencies, and no sales to the U.S. military. Net income rose to $0.5 million, or $0.11 per diluted share, for the first half of 2003, from a net loss of $1.1 million, or $0.25 per diluted share, the prior year. OUTLOOK The Company's outlook for 2003 remains positive based on the results for the first half, the April 2003 acquisition of Gates(R), and current orders for shipment in the second half of this year. As a result, net sales are expected to be at least $100 million, or $2 million above previous guidance. If the Company achieves net sales of at least $100 million for the year 2003 net income is expected to exceed $1.05 per diluted share for the year 2003 compared with prior guidance of at least $1.00 per diluted share, and $0.62 per diluted share for the year 2002. The Company cautions investors that the fiscal 2003 net sales and earnings outlook is based on present market conditions. If net sales do not reach $100 million, actual earnings may be less than the current guidance. ABOUT ROCKY SHOES & BOOTS, INC. Rocky Shoes & Boots, Inc. designs, develops, manufactures and markets premium quality rugged outdoor, occupational, and casual footwear, as well as branded clothing and accessories. The Company's footwear, clothing and accessories are marketed through several distribution channels, primarily under the registered trademarks, ROCKY and GATES. (more) This press release contains certain forward-looking statements with in the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended, which are intended to be covered by the safe harbors created thereby. Those statements include, but may not be limited to, all statements regarding intent, beliefs, expectations, projections, forecasts, and plans of the Company and its management, and include statements in this press release regarding leverage of the ROCKY brand through important line extensions and expectations that sales will become less sensitive to seasonal factors over time (paragraph two) and the positive outlook for 2003 sales and earnings per share (paragraph 10). These forward-looking statements involve numerous risks and uncertainties, including the risks that sales plans will not be met, that present orders may be cancelled or delayed, that the general economy or consumer spending habits will depress the market for the Company's products, that there may be disruption in the shipment of products from overseas to the Company, that the weather in 2003 is drier and warmer than normal, and all of the other various risks inherent in the Company's business as set forth in periodic reports filed with the Securities and Exchange Commission, including, the Company's annual report on Form 10-K for the year ended December 31, 2002. One or more of these factors have affected, and could in the future effect, the Company's businesses and financial results in future periods and could cause actual results to differ materially from plans and projections. Therefore there can be no assurance that the forward-looking statements included in this press release will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the Company, or any other person should not regard the inclusion of such information as a representation, that the objectives and plans of the Company will be achieved. All forward-looking statements made in this press release are based on information presently available to the management of the Company. The Company assumes no obligation to update any forward-looking statements. (more) ROCKY SHOES & BOOTS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
THREE MONTHS ENDED SIX MONTHS ENDED JUNE 30, JUNE 30, 2003 2002 2003 2002 ---- ---- ---- ---- NET SALES $21,863,148 $19,194,071 $35,618,089 $32,943,659 COST OF GOODS SOLD 15,128,164 14,256,438 25,417,577 25,665,373 ---------- ---------- ---------- ---------- GROSS MARGIN 6,734,984 4,937,633 10,200,512 7,278,286 SELLING, GENERAL AND ADMINISTRATIVE EXPENSES 4,944,319 4,517,033 9,194,925 8,416,534 --------- --------- --------- --------- INCOME /(LOSS) FROM OPERATIONS 1,790,665 420,600 1,005,587 (1,138,248) OTHER INCOME AND (EXPENSES): Interest expense (313,438) (332,959) (509,618) (616,068) Other - net 88,230 78,198 180,103 167,029 ------- ------- ------- ------- Total other - net (225,208) (254,761) (329,515) (449,039) --------- --------- --------- --------- INCOME /(LOSS) BEFORE INCOME TAX BENEFIT 1,565,457 165,839 676,072 (1,587,287) INCOME TAX/(BENEFIT) 469,638 48,752 202,822 (477,186) ------- ------ ------- --------- NET INCOME/(LOSS) $ 1,095,819 $ 117,087 $ 473,250 ($1,110,101) =========== ========= ========== =========== NET INCOME/(LOSS) PER SHARE Basic $0.27 $0.03 $0.11 ($0.25) Diluted $0.25 $0.03 $0.11 ($0.25) WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING Basic 4,067,353 4,502,608 4,214,417 4,498,240 ========= ========= ========= ========= Diluted 4,361,037 4,680,002 4,424,355 4,498,240 ========= ========= ========= =========
(more) ROCKY SHOES & BOOTS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS
JUNE 30, 2003 DECEMBER 31, 2002 JUNE 30, 2002 ------------- ----------------- ------------- UNAUDITED UNAUDITED --------- --------- ASSETS CURRENT ASSETS: Cash and cash equivalents $ 1,450,044 $ 4,276,722 $ 1,514,834 Trade receivables - net 21,356,964 15,282,618 15,072,183 Other receivables 1,062,552 1,173,714 2,345,324 Inventories 38,332,365 23,181,989 31,319,150 Deferred income taxes 578,951 584,511 615,609 Prepaid expenses 1,706,029 1,267,097 1,491,523 --------- --------- --------- Total current assets $ 64,486,905 $ 45,766,651 $ 52,358,623 FIXED ASSETS - net 18,270,014 19,049,287 19,965,259 DEFERRED PENSION ASSET 1,651,222 1,651,222 2,311,806 DEFERRED INCOME TAXES 153,495 153,495 295,784 OTHER ASSETS 3,208,827 1,796,359 2,469,050 --------- --------- --------- TOTAL ASSETS $ 87,770,463 $ 68,417,014 $ 77,400,522 ============ ============ ============ LIABILITIES AND SHAREHOLDERS' EQUITY: CURRENT LIABILITIES: Accounts payable $ 7,637,974 $ 1,642,306 $ 4,207,401 Current maturities - long-term debt 490,218 486,161 480,751 Accrued taxes - other 471,780 346,168 606,690 Accrued salaries and wages 904,834 807,611 852,859 Accrued plant closing costs 210,000 210,000 780,499 Accrued other 753,743 523,118 282,721 ------- ------- ------- Total current liabilities 10,468,549 4,015,364 7,210,921 LONG TERM DEBT - less current maturities 25,228,589 10,488,388 20,004,450 DEFERRED LIABILITIES 1,842,769 1,520,338 180,500 --------- --------- ------- TOTAL LIABILITIES 37,539,907 16,024,090 27,395,871 SHAREHOLDERS' EQUITY: Common stock, no par value 32,653,419 35,289,038 35,373,578 Accumulated other comprehensive loss (2,311,749) (2,311,749) (831,161) Retained earnings 19,888,886 19,415,635 15,462,234 ---------- ---------- ---------- Total shareholders' equity 50,230,556 52,392,924 50,004,651 ---------- ---------- ---------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 87,770,463 $ 68,417,014 77,400,522 ============ ============ ==========
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