-----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, K2iES6BxUDri64nyOG7ws2BQ9HDHGYNv5s06WapMEGgxM7sX+bxDWRZHsm1nRsnt gq3wTmFuX/CbTo85ZFqkAA== 0001157523-04-001817.txt : 20040226 0001157523-04-001817.hdr.sgml : 20040226 20040226093359 ACCESSION NUMBER: 0001157523-04-001817 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040226 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20040226 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DECKERS OUTDOOR CORP CENTRAL INDEX KEY: 0000910521 STANDARD INDUSTRIAL CLASSIFICATION: RUBBER & PLASTICS FOOTWEAR [3021] IRS NUMBER: 953015862 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-22446 FILM NUMBER: 04629019 BUSINESS ADDRESS: STREET 1: 495A SOUTH FAIRVIEW AVENUE CITY: GOLETA STATE: CA ZIP: 93117 BUSINESS PHONE: 8059677611 MAIL ADDRESS: STREET 1: 495-A S FAIRVIEW AVE CITY: GOLETA STATE: CA ZIP: 93117 FORMER COMPANY: FORMER CONFORMED NAME: DECKERS FOOTWEAR CORP DATE OF NAME CHANGE: 19930811 8-K 1 a4581859.txt DECKERS OUTDOOR CORPORATION 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 26, 2004 DECKERS OUTDOOR CORPORATION - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware - -------------------------------------------------------------------------------- (State or other jurisdiction of incorporation) 0-22446 95-3015862 - -------------------------------------------------------------------------------- (Commission File Number) (IRS Employer Identification No.) 495A South Fairview Avenue, Goleta, California 93117 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code (805) 967-7611 ---------------------------- None - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 7. Financial Statements and Exhibits. (c) Exhibits. Exhibit No. Description 99.1 Press release, dated February 26, 2004 Item 9. Regulation FD Disclosure. On February 26, 2004, Deckers Outdoor Corporation issued a press release entitled "Deckers Outdoor Corporation Announces Intention to File for an Offering of Common Stock." A copy of the press release is attached hereto as Exhibit 99.1 and incorporated by reference herein. The information in this Current Report on Form 8-K, including the exhibit, will not be treated as "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section. This information will not be incorporated by reference into a filing under the Securities Act of 1933, or into another filing under the Exchange Act, unless that filing expressly refers to specific information in this report. 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. Deckers Outdoor Corporation Date: February 26, 2004 /s/ M. Scott Ash ------------------------------------ M. Scott Ash, Chief Financial Officer EX-99 3 a4581859ex-99.txt DECKERS OUTDOOR COPORATION EX-99.1 Exhibit 99.1 Deckers Outdoor Corporation Announces Intention to File for an Offering of Common Stock GOLETA, Calif.--(BUSINESS WIRE)--Feb. 26, 2004--Deckers Outdoor Corporation (NASDAQ: DECK) today announced that it intends to file a registration statement with the Securities and Exchange Commission for an underwritten offering of approximately 3.5 million shares of its common stock. The shares of common stock expected to be sold in the offering will include approximately 1.5 million primary shares to be offered by the Company and approximately 2 million shares to be sold by selling stockholders, including Douglas B. Otto, CEO, and other employees, members of management and members of the Board of Directors. The Company will not receive any portion of the proceeds from the sale of shares by the selling stockholders. In addition, the selling stockholders intend to grant the underwriters an option to purchase additional shares of common stock to cover over-allotments, if any, of up to fifteen percent of the total amount of shares offered. Any shares issued under the option are currently expected to be sold by the selling stockholders, rather than the Company. The Company currently expects to file the registration statement during the first quarter of 2004. The Company intends to use a portion of the net proceeds to the Company from the offering of primary shares to repay outstanding debt, including up to $7 million of the 16.75% subordinated notes, $13 million of the 9% junior subordinated notes and $7 million of senior term debt. Any remaining net proceeds will be used for general corporate purposes. This news release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state or jurisdiction. Deckers Outdoor Corporation builds niche products into global lifestyle brands by designing and marketing innovative, functional and fashion-oriented footwear, developed for both high performance outdoor activities and everyday casual lifestyle use. The Company's products are offered under the Teva, Simple and Ugg brand names. * This press release contains a number of forward looking statements, such as the Company's expectations regarding the completion and timing of the filing of the registration statement, the estimated number of shares to be sold by the Company and by the selling shareholders, the expectations for the amount and components of debt expected to be repaid with the net proceeds of the offering, and other expectations. These forward-looking statements are based on the Company's expectations as of today, February 26, 2004. No one should assume that any forward-looking statement made by the Company will remain consistent with the Company's expectations after the date the forward-looking statement is made. In addition, such forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from the expectations expressed or implied by such forward-looking statements. Among the factors that could affect the timing, completion and various other terms of the filing of the registration statement and the eventual follow-on stock offering include the timing and completion of due diligence by the underwriters, the ability of the Company and the underwriters to successfully complete the various stages of the offering process, the potential impact of general economic events and market conditions, the potential negative impact of terrorism and other world events, and the risks and uncertainties regarding the future sales, results of operations and financial condition of the Company. Many of the risks, uncertainties and other factors affecting the Company are discussed in detail in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2002. Among the factors which could affect our financial condition and results of operations are the following: our ability to anticipate fashion trends; whether the UGG brand will continue to grow at the rate it has experienced in the recent past; the sensitivity of the footwear industry to changes in general economic conditions; whether we are successful in implementing our growth strategy; our ability to protect our intellectual property; our ability to develop and patent new technologies as our existing patents expire; the difficulty of matching inventory to future customer demand; the risk that counterfeiting can harm our sales or our brand image; our dependence on independent manufacturers to supply our products; risks of international commerce resulting from our reliance on manufacturers outside the U.S.; the risk that our manufacturers, suppliers or licensees might fail to conform to labor laws or to our ethical standards; the need to secure sufficient and affordable sources of raw materials; our reliance on licensing partners to expand our business; the challenge of managing our brands for growth; expected fluctuations in quarterly results; dependence on key employees; currency risk; delays and unexpected costs that can result from customs regulations; our dependence on computer and communications systems; the sensitivity of our sales, particularly of the Teva(R) and UGG(R) brands, to seasonal and weather factors; our reliance on independent distributors in international markets; legal compliance challenges and political and economic risk in our international markets; the effect of consolidations and restructurings on our customers in the footwear industry; intense competition within the footwear industry; and the threat that terrorism could disrupt commerce in the U.S. and abroad. In addition, our stock price may be affected by the degree of control of our company exercised by management through its stock holdings; immediate dilution of book value per share experienced by purchasers of the stock we issue in the offering; management's discretion over the use of proceeds from the offering; historical volatility in our stock price; the potential for future sales of stock to adversely affect our stock price; and the tendency of anti-takeover provisions of our charter documents, our stockholder rights plan and Delaware law to dissuade potential purchasers of the Company. The Company disclaims any obligation to update any such factors or to publicly announce the results of any revisions to any of the forward-looking statements contained in the 2002 Annual Report on Form 10-K, the Quarterly Reports on Form 10-Q or this news release. CONTACT: DECKERS OUTDOOR CORPORATION Scott Ash, 805-967-7611 or Integrated Corporate Relations, Inc. Investor Relations: Chad A. Jacobs / Brendon E. Frey, 203-222-9013 -----END PRIVACY-ENHANCED MESSAGE-----