Ohio 0-21026 31-1364046
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
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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)
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On October 5, 2004, Rocky Shoes & Boots, Inc. (the "Company") issued a
press release entitled "Rocky Shoes & Boots, Inc. Reaffirms Third Earnings
Expectation" announcing anticipated net sales and earnings per share for the
third quarter ended September 30, 2004. A copy of the Company's press release is
furnished as Exhibit 99 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 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.
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.
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.
Exhibit No. Description
99 Press Release, dated October 5, 2004, entitled
"Rocky Shoes & Boots, Inc. Reaffirms Third Quarter
Earnings Expectation"
Date: October 7, 2004 By: /s/ James E. McDonald
---------------------------------
James E. McDonald, Vice President
and Chief Financial Officer
Exhibit No. Description
99 Press Release, dated October 5, 2004, entitled "Rocky
Shoes & Boots, Inc. Reaffirms Third Quarter Earnings
Expectation"
FOR IMMEDIATE RELEASE
For Additional Information Contact:
Jim McDonald
Vice President & CFO
(740) 753-1951
NELSONVILLE, Ohio (October 5, 2004) Rocky Shoes & Boots, Inc. (NASDAQ: RCKY) today announced it anticipates record net sales and record earnings per share for the three months ended September 30, 2004.
For the third quarter of 2004, the Company expects net sales to be approximately $50 million and fully diluted earnings to meet the consensus estimate of $0.95 per share. The Company reported net sales of $41 million and fully diluted earnings of $0.77 per share for the same period last year.
Mike Brooks, Chairman and Chief Executive Officer, commented, "The preliminary third quarter results reflect the strength of our business and a commitment to achieve record performance despite challenging conditions. Our factories in Puerto Rico and the Dominican Republic were impacted by multiple hurricanes during the second half of the third quarter. This primarily resulted in loss of power for several days, but the facilities did not incur severe structural damage. We were able to achieve our third quarter production objectives as a result of dedicated efforts throughout the Company."
The company plans to report its full third quarter results in late October 2004.
About Rocky Shoes & Boots, Inc.
Rocky Shoes & Boots, Inc. designs, develops, manufactures and markets
premium quality rugged outdoor, occupational, work 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.
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 anticipated record net sales and
record earnings per share for the three months ended September 30, 2004 (paragraph
one), expected net sales of approximately $50 million and fully diluted earnings
of $0.95 per share for the third quarter 2004 (paragraph two), the Company's
ability to meet its production objectives for the third quarter (paragraph
three), and the Company's plan to report its full third quarter results in
late October 2004 (paragraph four). These forward-looking statements involve
numerous risks and uncertainties, including, without limitation, 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 2004
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, 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.