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)
[] 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 October 21, 2004, Rocky Shoes & Boots, Inc. (the "Company") issued a press release entitled "Rocky Shoes & Boots, Inc. Reports Record Third Quarter Net Sales and Earnings" regarding its consolidated financial results 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.
ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS.
(c) EXHIBITS.
Exhibit No. Description
99 Press Release, dated October 21, 2004, entitled
"Rocky Shoes & Boots, Inc. Reports Record Third
Quarter Net Sales and Earnings"
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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 INDEX
Date: October 21, 2004 By: /s/ James E. McDonald
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James E. McDonald, Vice President
and Chief Financial Officer
Exhibit No. Description
99 Press Release, dated October 21, 2004, entitled "Rocky Shoes &
Boots, Inc. Reports Record Third Quarter Net Sales and Earnings"
FOR IMMEDIATE RELEASE
For Additional Information Contact:
Jim McDonald
Vice President & CFO
(740) 753-1951
NELSONVILLE, Ohio (October 21, 2004) Rocky Shoes & Boots, Inc. (NASDAQ: RCKY) today reported record net sales, net income and earnings per share for the three months ended September 30, 2004. This marks the ninth consecutive quarter that the Company's earnings per diluted share increased compared to the same period of the prior year.
Net income increased 41% to $4.9 million for the third quarter of 2004 compared to $3.5 million for the third quarter of 2003. Net income per diluted share increased 27% to $0.98 for the third quarter of 2004 from $0.77 a year ago.
Mike Brooks, Chairman and Chief Executive Officer, stated, "The record third quarter results underscore our improved operating leverage as well as our continued success increasing branded product sales through key line extensions and a growing customer base. Sales of occupational footwear achieved double- digit growth while ROCKY(R) apparel sales more than doubled compared to the third quarter of 2003. These sales are less susceptible to seasonal factors, especially weather, and now represent a substantial percentage of the Company's branded sales."
Third Quarter 2004
Net sales rose 21% to a record $50.1 million for the three months ended September 30, 2004 from $41.4 million for the same period last year. This increase included $5.1 million of boots produced for delivery to the U.S. military, as well as solid increases in branded sales led by rugged outdoor and occupational footwear and ROCKY(R) apparel.
Gross profit increased 22% to $16.0 million for the third quarter of 2004 from $13.1 million a year ago. Gross profit margin rose to 32.0% of net sales for the third quarter from 31.6% of net sales a year ago. This 40 basis point improvement was due to higher gross profit margin for branded products, which more than offset lower gross profit margin on boots produced for delivery to the U.S. military.
Selling, general and administrative ("SG&A") expenses were $8.3 million for third quarter of 2004 compared to $7.6 million the prior year. This represents a 180 basis point decline to 16.6% of net sales for the third quarter of 2004 from 18.4% of net sales in 2003. This was primarily due to nominal SG&A expenses related to sales of boots for delivery to the U.S. military.
Income from operations rose to a record 15.3% of net sales for the third quarter of 2004 from 13.2% a year ago.
Nine Month Results
Net sales for the nine months ended September 30, 2004 increased 29% to $99.4 million from $77.0 million for the same period last year. For the 2004 year-to-date period, net sales benefited from $12.8 million of boots produced for delivery to the U.S. military as well as solid increases in rugged outdoor and occupational footwear and ROCKY(R) branded apparel. Gross profit for the 2004 year-to-date period was 29.6% of net sales compared to 30.3% of net sales last year. SG&A expenses declined 270 basis points to 19.2% of net sales for the first nine months of 2004 from 21.9% of net sales last year. Income from operations rose 200 basis points to 10.4% of net sales for the nine months ended September 30, 2004 from 8.4% for the same period in 2003. Net income per diluted share increased 48% to $1.30 for the nine months ended September 30, 2004 from $0.88 a year ago.
Funded Debt
The Company's funded debt declined 20% or $8.4 million to $32.9 million at September 30, 2004 from $41.3 million on the same date a year ago. Improved cash flow from operations enabled the Company to reduce its seasonal borrowing requirements, which are generally higher during the months of May through October annually to support the Company's sales during this period.
Inventory
Inventory declined $3.5 million to $38.7 million at September 30, 2004 compared to $42.2 million on the same date last year. Management believes that inventory is adequate to support sales of ROCKY(R) and GATES(R) products, including recent line extensions of footwear, apparel and accessories. Inventory was $38.1 million at year-end 2003 and is expected to be below that amount at December 31, 2004.
Outlook
The Company reaffirms its net sales and earnings per share guidance for the year 2004. Net sales are anticipated to be approximately $133 million for the year 2004, which is $27 million above net sales for the year 2003. The annual sales growth is due to higher sales of branded footwear and apparel, and shipment of boots for delivery to the U.S. military.
If the Company achieves net sales of at least $133 million for the year 2004, then net income is expected to be approximately $1.75 per diluted share for the year. The Company cautions investors that the net sales and earnings outlook for the year ended December 31, 2004 is based on current market conditions and management's expectations. If net sales do not reach $133 million for the year 2004, or if expenses are more than currently anticipated for the fourth quarter, then actual earnings may be less than this guidance. The Company's earnings for 2004 are subject to all of the risks set out in the safe harbor statement in this release and are also subject to audit by the Company's independent public accountants, so there can be no assurance that actual earnings for 2004 will be as presently anticipated by the Company.
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.
The Company will conduct a conference call at 10 a.m. Eastern Time on Thursday, October 21, 2004 to discuss the third quarter 2004 financial results, business trends and earnings guidance. Persons interested in listening to the call can access it through www.rockyboots.com and clicking on the button "Third Quarter 2004 Conference Call".
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 management's belief that inventory
is adequate to support product sales and is expected to be below $38.1 million
at year-end 2004 (paragraph 10), and management's guidance for 2004 reaffirmed
(paragraphs 11 and 12). 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, that the actual results for 2004 are subject to audit by the
Company's independent public accountants, 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.
THREE MONTHS ENDED NINE MONTHS ENDED
SEPTEMBER 30, SEPTEMBER 30,
2004 2003 2004 2003
---- ---- ---- ----
NET SALES $ 50,052,894 $ 41,349,824 $ 99,368,970 $ 76,967,913
COST OF GOODS SOLD 34,056,404 28,264,032 69,977,667 53,681,609
------------ ------------ ------------ ------------
GROSS MARGIN 15,996,490 13,085,792 29,391,303 23,286,304
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES 8,323,464 7,628,958 19,047,531 16,823,883
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INCOME FROM OPERATIONS 7,673,026 5,456,834 10,343,772 6,462,421
OTHER INCOME AND (EXPENSES):
Interest expense (422,120) (437,241) (955,561) (946,859)
Other - net (54,404) (18,744) 43,984 161,359
------------ ------------ ------------ ------------
Total other - net (476,524) (455,985) (911,577) (785,500)
------------ ------------ ------------ ------------
INCOME BEFORE INCOME TAX 7,196,502 5,000,849 9,432,195 5,676,921
INCOME TAX 2,309,143 1,533,254 3,024,563 1,736,076
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NET INCOME $ 4,887,359 $ 3,467,595 $ 6,407,632 $ 3,940,845
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NET INCOME PER SHARE
Basic $ 1.06 $ 0.84 $ 1.41 $ 0.94
Diluted $ 0.98 $ 0.77 $ 1.30 $ 0.88
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING
Basic 4,605,800 4,109,147 4,530,867 4,178,942
============ ============ ============ ============
Diluted 4,992,319 4,512,886 4,943,929 4,459,783
============ ============ ============ ============
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SEPTEMBER 30, DECEMBER 31, SEPTEMBER 30,
2004 2003 2003
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(Unaudited) (Unaudited)
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 780,739 $ 2,159,050 $ 1,374,062
Trade receivables - net 45,522,136 19,532,287 39,806,328
Other receivables 782,285 830,131 822,451
Inventories 38,738,153 38,068,187 42,216,415
Deferred income taxes 959,810 959,810 578,951
Prepaid expenses 809,482 1,045,238 1,633,904
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Total current assets $ 87,592,605 $ 62,594,703 $ 86,432,111
FIXED ASSETS - net 20,091,910 17,610,238 17,953,270
DEFERRED PENSION ASSET 2,499,524 1,499,524 1,651,222
DEFERRED INCOME TAXES 0 0 153,495
OTHER ASSETS 4,853,982 4,470,371 3,704,879
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TOTAL ASSETS $ 115,038,021 $ 86,174,836 $ 109,894,977
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LIABILITIES AND SHAREHOLDERS' EQUITY:
CURRENT LIABILITIES:
Accounts payable $ 6,704,676 $ 2,810,161 $ 7,775,924
Current maturities - long-term debt 525,596 503,934 497,005
Accrued taxes - other 382,846 589,874 377,883
Accrued salaries and wages 2,270,769 1,885,896 1,992,671
Accrued income taxes 2,354,207 1,929,808 1,542,627
Accrued other 1,328,492 664,992 1,109,559
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Total current liabilities 13,566,586 8,384,665 13,295,668
LONG TERM DEBT - less current maturities 32,388,913 17,514,994 40,780,812
DEFERRED LIABILITIES 2,495,578 1,890,500 1,954,277
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TOTAL LIABILITIES 48,451,077 27,790,159 56,030,757
SHAREHOLDERS' EQUITY:
Common stock, no par value 36,674,834 34,880,199 32,819,489
Accumulated other comprehensive loss (1,950,400) (1,950,400) (2,311,749)
Retained earnings 31,862,510 25,454,878 23,356,480
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Total shareholders' equity 66,586,944 58,384,677 53,864,220
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TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 115,038,021 $ 86,174,836 $ 109,894,977
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