-----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, Iw15KaQ9gw2cqhZZ9lRduRIG2nDVs8Cl56Q/wP1stxhdnzkA2RNA3GlpOUd8G+OI UCtudB7+klnGJaV9Ojs5vw== 0000950152-05-001290.txt : 20050216 0000950152-05-001290.hdr.sgml : 20050216 20050216161502 ACCESSION NUMBER: 0000950152-05-001290 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20050216 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050216 DATE AS OF CHANGE: 20050216 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: 05621171 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 l12191ae8vk.txt ROCKY SHOES & BOOTS 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 16, 2005 -------------------------------- ROCKY SHOES & BOOTS, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Ohio 0-21026 31-1364046 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (IRS Employer of incorporation) File Number) Identification No.) 39 East Canal Street, Nelsonville, Ohio 45764 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (740) 753-1951 ----------------------------- Not Applicable - -------------------------------------------------------------------------------- (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 16, 2005, Rocky Shoes & Boots, Inc. (the "Company") issued a press release entitled "Rocky Shoes & Boots, Inc. Reports Record Revenues and Earnings for the Fourth Quarter and Full Year 2004" regarding its consolidated financial results for the fourth quarter and year ended December 31, 2004. A copy of the Company's press release is furnished as Exhibit 99.1 to this Form 8-K and is incorporated into this Item 2.02 by reference. The information in this Item 2.02 of this Form 8-K, including Exhibit 99.1 hereto, shall not be treated as "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended. ITEM 8.01 OTHER EVENTS. On February 14, 2005, the Company issued a press release entitled "Rocky Shoes & Boots Announces Order from United States Military" regarding an order received from the United States Military to produce Infantry Combat Boots for approximately $21 million. A copy of the Company's press release is furnished as Exhibit 99.2 to this Form 8-K and is incorporated into this Item 8.01 by reference. 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, 2003, 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. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS. (C) EXHIBITS.
Exhibit No. Description 99.1 Press Release, dated February 16, 2005, entitled "Rocky Shoes & Boots, Inc. Reports Record Revenues and Earnings for the Fourth Quarter and Full Year 2004" 99.2 Press Release, dated February 14, 2005, entitled "Rocky Shoes & Boots Announces Order from United States Military"
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 hereunto duly authorized. ROCKY SHOES & BOOTS, INC. Date: February 16, 2005 By: /s/ James E. McDonald ------------------------------------- James E. McDonald, Executive Vice President and Chief Financial Officer 3 EXHIBIT INDEX
Exhibit No. Description 99.1 Press Release, dated February 16, 2005, entitled "Rocky Shoes & Boots, Inc. Reports Record Revenues and Earnings for the Fourth Quarter and Full Year 2004" 99.2 Press Release, dated February 14, 2005, entitled "Rocky Shoes & Boots Announces Order from United States Military"
4 EX-99.1 2 l12191aexv99w1.txt EXHIBIT 99.1 EXHIBIT 99.1 ROCKY SHOES & BOOTS, INC. Company Contact: Jim McDonald Chief Financial Officer (740) 753-1951 Investor Relations: Integrated Corporate Relations, Inc. Brendon E. Frey/Chad A. Jacobs (203) 682-8200 ROCKY SHOES & BOOTS, INC. REPORTS RECORD REVENUES AND EARNINGS FOR THE FOURTH QUARTER AND FULL YEAR 2004 -- REPORTS RECORD FOURTH QUARTER REVENUES OF $32.9 MILLION -- -- REPORTS RECORD FOURTH QUARTER EARNINGS OF $2.2 MILLION -- -- RAISES FISCAL 2005 EARNINGS PER SHARE GUIDANCE TO $2.55 TO $2.65 -- NELSONVILLE, Ohio, February 16, 2005 - Rocky Shoes & Boots, Inc. (Nasdaq: RCKY) today announced record financial results for the fourth quarter and fiscal year ended December 31, 2004. For the three months ended December 31, 2004, net sales increased 12.6% to a record $32.9 million compared to $29.2 million for the corresponding period a year ago. Net income rose 4.2% to a record $2.2 million versus net income of $2.1 million last year. Diluted earnings per share decreased to $0.43 versus $0.44 a year ago due to an increase in diluted shares outstanding in the fourth quarter of fiscal 2004 as compared to the fourth quarter of fiscal 2003. For the full year ended December 31, 2004, net sales increased 24.6% to a record $132.2 million compared to net sales of $106.2 million for the year ended December 31, 2003. Net income rose 42.3% to $8.6 million versus net income of $6.0 million a year ago, and diluted earnings per share rose 31.8% to $1.74 versus $1.32 for the corresponding period last year. Mike Brooks, Chairman and Chief Executive Officer of Rocky Shoes & Boots, stated: "We are very pleased with our record revenues and earnings for the fourth quarter, which represent a solid ending to a great year for our company. Throughout 2004 we made significant progress executing our strategic plan to further leverage our core competencies into additional footwear and non-footwear categories. Our success to date, evidenced by our growing occupational footwear business, is a testament to the strength of the Rocky brand. In addition, we have made meaningful strides with our apparel initiatives and continue to gain key market share and we are optimistic about our opportunities for this business going forward." The Company recently announced it has received an order from the U.S. Military to produce Infantry Combat Boots (ICBs) for approximately $21 million. Shipment of the ICBs is expected to begin in the second quarter of fiscal 2005 with an estimated completion date of December 2005. All of the ICBs will be manufactured in the Company's factory in Moca, Puerto Rico. Mr. Brooks commented, "This order represents a great opportunity for us to utilize our domestic manufacturing facilities in Puerto Rico and reflects our leadership position in the marketplace. We look forward to taking advantage of our operating platform to produce our high quality footwear for the U.S. Military." FOURTH QUARTER RESULTS Net sales for the fourth quarter increased 12.6% to $32.9 million compared to $29.2 million a year ago. The fourth quarter results benefited from shipments of $5.7 million of boots produced for delivery to the U.S. military versus $0.4 million for the corresponding period last year. Gross profit decreased to $9.3 million, or 28.2% of sales, from $9.5 million or 32.5% of sales, for the same period last year. The 430 basis point decrease in the fourth quarter of 2004 was primarily due to the $5.3 million of increased shipments to the U.S. military in fourth quarter 2004. Military boots are sold at lower gross margins than branded products. Selling, general and administrative (SG&A) expenses were $6.6 million, or 20.1% of sales for the fourth quarter of 2004 compared to $6.5 million, or 22.1% of sales, a year ago. The decrease as a percentage of sales is primarily due to nominal expenses associated with military shipments. Income from operations decreased 11.9% to $2.7 million or 8.2% of net sales for the period from $3.0 million or 10.4% of net sales in the prior year. FISCAL 2004 YEAR-END RESULTS Net sales for the fiscal year ended December 31, 2004 increased 24.6% to $132.2 million compared to $106.2 million a year ago. This was primarily a result of an increase in branded sales of $9.0 million or 8.7% and shipments of $18.5 million of boots produced for delivery to the U.S. military versus $0.4 million for the corresponding period last year. Gross profit increased to $38.7 million, or 29.2% of sales, from $32.8 million or 30.9% of sales, for the same period last year. The 170 basis point decrease in 2004 was primarily due to the $18.1 million of increased shipments to the U.S. military in 2004. Selling, general and administrative (SG&A) expenses were $25.6 million, or 19.4% of sales for 2004 compared to $23.3 million, or 21.9% of sales, a year ago. The decrease as a percentage of sales is primarily due to nominal expenses associated with military shipments. Income from operations improved 37.1% to $13.0 million or 9.8% of net sales for the full year 2004 versus $9.5 million or 9.0% of net sales in the prior year. Mr. Brooks continued, "Fiscal 2004 was truly an historic year for our company highlighted by our announcement to acquire EJ Footwear. By combining forces with EJ we have more than doubled the size of our current business, diversified our operations, and significantly enhanced our prospects for growth. We are extremely excited about the many opportunities this acquisition has created and we look forward to leveraging each organization's strengths in order to fully maximize the potential of all our brands." FUNDED DEBT The Company's funded debt at December 31, 2004 was $16.5 million versus $18.0 million at December 31, 2003. The year-over-year decrease in funded debt was principally due to reductions in inventory. INVENTORY Inventory was $33.0 million at December 31, 2004 compared with $38.1 million on the same date a year ago. The decrease in inventory is primarily due to the implementation of improved inventory control systems. OUTLOOK The Company stated for fiscal 2005 it now expects to report net sales in the range of $300 to $305 million compared its previous guidance of $280 to $285 million and earnings per share in the range of $2.55 to $2.65, versus its previous guidance of $2.35 to $2.45. Mr. Brooks concluded, "I am extremely proud of what we were able to accomplish this past year and would like to thank our entire organization for their hard work and dedication. We move ahead with a strong portfolio of leading brands, solid financials, and a management team focused on long-term growth and increased shareholder value." 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 apparel and accessories. The Company's footwear, apparel and accessories are marketed through several distribution channels, primarily under owned brands, ROCKY(R) and GATES(R), and as a result of the acquisition of EJ Footwear, GEORGIA BOOT(R), LEHIGH(R), DURANGO, and licensed brands, DICKIES(R) and JOHN DEERE(R). SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 This press release contains certain forward-looking statements within 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 shipments to the U.S. Military (paragraph 5 & 6) and management's guidance for fiscal 2005 (paragraph 18). These forward-looking statements involve numerous risks and uncertainties, including, without limitation, that the audited financials for 2004 are not as contemplated herein and the 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, 2003. One or more of these factors have affected historical results, and could in the future affect 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. ROCKY SHOES & BOOTS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED INCOME STATEMENTS
THREE MONTHS ENDED YEAR ENDED DECEMBER 31, DECEMBER 31, 2004 2003 2004 2003 ---- ---- ---- ---- (UNAUDITED) (UNAUDITED) (UNAUDITED) NET SALES $32,879,994 $29,196,840 $132,248,963 $106,164,753 COST OF GOODS SOLD 23,605,969 19,701,519 93,583,637 73,383,128 ----------- ----------- ------------ ------------ GROSS MARGIN 9,274,025 9,495,321 38,665,326 32,781,625 SELLING, GENERAL AND ADMINISTRATIVE EXPENSES 6,593,376 6,454,566 25,640,907 23,278,449 ----------- ----------- ------------ ------------ INCOME FROM OPERATIONS 2,680,649 3,040,755 13,024,419 9,503,176 OTHER INCOME AND (EXPENSES): Interest expense (379,538) (431,272) (1,335,100) (1,378,131) Other - net 337,086 187,089 381,073 348,448 ----------- ----------- ------------ ------------ Total other - net (42,452) (244,183) (954,027) (1,029,683) ----------- ----------- ------------ ------------ INCOME BEFORE INCOME TAX 2,638,197 2,796,572 12,070,392 8,473,493 INCOME TAX 451,437 698,174 3,476,000 2,434,250 ----------- ----------- ------------ ------------ NET INCOME $ 2,186,760 $ 2,098,398 $ 8,594,392 $ 6,039,243 =========== =========== ============ ============ NET INCOME PER SHARE Basic $ 0.47 $ 0.50 $ 1.89 $ 1.44 Diluted $ 0.43 $ 0.44 $ 1.74 $ 1.32 WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING Basic 4,635,958 4,221,998 4,557,283 4,189,794 =========== =========== ============ ============ Diluted 5,035,424 4,775,880 4,953,529 4,560,763 =========== =========== ============ ============
ROCKY SHOES & BOOTS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS
DECEMBER 31, 2004 DECEMBER 31, 2003 ----------------- ----------------- (UNAUDITED) ASSETS CURRENT ASSETS: Cash and cash equivalents $ 5,060,859 $ 2,159,050 Trade receivables - net 27,182,198 19,532,287 Other receivables 1,114,959 830,131 Inventories 32,959,123 38,068,187 Deferred income taxes 3,016,083 959,810 Prepaid expenses 1,522,120 1,045,238 ------------ ------------ Total current assets $ 70,855,342 $ 62,594,703 FIXED ASSETS - net 20,179,486 17,610,238 DEFERRED PENSION ASSET 1,347,825 1,499,524 OTHER ASSETS 4,844,401 4,470,371 ------------ ------------ TOTAL ASSETS $ 97,227,054 $ 86,174,836 ============ ============ LIABILITIES AND SHAREHOLDERS' EQUITY: CURRENT LIABILITIES: Accounts payable $ 4,340,105 $ 2,810,161 Current maturities - long-term debt 492,020 503,934 Accrued taxes - other 422,692 589,874 Accrued salaries and wages 1,295,722 1,885,896 Accrued income taxes 0 966,448 Accrued other 1,229,332 664,992 ------------ ------------ Total current liabilities 7,779,871 7,421,305 LONG TERM DEBT - less current maturities 16,044,544 17,514,994 DEFERRED LIABILITIES 1,985,826 2,853,860 ------------ ------------ TOTAL LIABILITIES 25,810,241 27,790,159 SHAREHOLDERS' EQUITY: Common stock, no par value 38,445,129 34,880,199 Accumulated other comprehensive loss (1,077,586) (1,950,400) Retained earnings 34,049,270 25,454,878 ------------ ------------ Total shareholders' equity 71,416,813 58,384,677 ------------ ------------ TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 97,227,054 $ 86,174,836 ============ ============
EX-99.2 3 l12191aexv99w2.txt EXHIBIT 99.2 EXHIBIT 99.2 ROCKY SHOES & BOOTS, INC. Company Contact: Jim McDonald Chief Financial Officer (740) 753-1951 Investor Relations: Integrated Corporate Relations, Inc. Brendon E. Frey/Chad A. Jacobs (203) 682-8200 ROCKY SHOES & BOOTS ANNOUNCES ORDER WITH UNITED STATES MILITARY NELSONVILLE, Ohio, February 14, 2005 - Rocky Shoes & Boots, Inc. (Nasdaq: RCKY) today announced it has received an order from the United States Military to produce Infantry Combat Boots ("ICB's") for approximately $21 million. Shipment of the ICB's is expected to begin in the second quarter of fiscal 2005 with an estimated completion date of December 2005. All of the ICB's will be manufactured in the Company's factory in Moca, Puerto Rico. Mike Brooks, Chairman and Chief Executive Officer, stated, "We are extremely excited to have been awarded this order and look forward to utilizing our domestic manufacturing capabilities in order to produce high quality boots for the U.S. Government. While our military footwear remains a small percentage of our overall business, it represents an ideal compliment to our core outdoor and occupational categories. We are committed to capitalizing on the many opportunities that lie ahead and dedicated to returning value to our shareholders." The Company plans to update earnings guidance for fiscal 2005 when it reports fourth quarter and fiscal 2004 year-end results on February 16, 2005. 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 apparel and accessories. The Company's footwear, apparel and accessories are marketed through several distribution channels, primarily under owned brands, ROCKY(R) and GATES(R), and as a result of the acquisition of EJ Footwear, GEORGIA BOOT(R), LEHIGH(R), DURANGO, and licensed brands, DICKIES(R) and JOHN DEERE(R). SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995 This press release contains certain forward-looking statements within 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. These forward-looking statements involve numerous risks and uncertainties, including, without limitation, the 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, 2003. One or more of these factors have affected historical results, and could in the future affect 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. 2 -----END PRIVACY-ENHANCED MESSAGE-----