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): | May 10, 2007 |
Dover Saddlery, Inc.
__________________________________________
(Exact name of registrant as specified in its charter)
| Delaware | 000-51624 | 04-3438294 |
|
_____________________
(State or other jurisdiction |
_____________
(Commission |
______________
(I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
| 525 Great Road, P.O. Box 1100, Littleton, Massachusetts | 01460 | |
|
_________________________________
(Address of principal executive offices) |
___________
(Zip Code) |
| Registrants telephone number, including area code: | 978-952-8062 |
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:
[ ] 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 May 10, 2007, Dover Saddlery, Inc. issued a press release reporting its financial results for its fiscal quarter ended March 31, 2007. A copy of the press release is attached and is being furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
99.1 May 10, 2007 Press Release
The information and exhibits submitted in this Report are and shall be deemed to furnished to the Securities and Exchange Commission, and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended.
The press release attached as Exhbit 99.1 to this Report includes "forward-looking statements" within the meaning of section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including without limitation statements made about the registrant’s business outlook for fiscal 2007. Although the registrant believes that the expectations reflected in such forward-looking statements are reasonable at this time, it can give no assurance that such expectations will prove to have been correct. Actual results could differ materially based upon a number of factors including those identified in the press release.
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.
| Dover Saddlery, Inc. | ||||
| May 10, 2007 | By: |
/s/ Michael W. Bruns
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| Name: Michael W. Bruns | ||||
| Title: Chief Financial Officer | ||||
Exhibit Index
Exhibit No.
Description
May 10, 2007 Press Release
Janet Nittmann
jnittmann@doversaddlery.com
Tel 978 952 8062 x218
For Immediate Release
Dover Saddlery Announces First Quarter 2007 Financial Results
LITTLETON, MA May 10, 2007 Dover Saddlery, Inc. (NASDAQ: DOVR) today reported financial results for the first quarter ended March 31, 2007.
Revenues for the first quarter 2007 increased 9% to $18.6 million compared to $17 million for the same period in 2006. Retail store revenues increased 78% to $3.7 million. This increase was primarily attributed to the opening of new Dover Saddlery stores and the acquisition of Dominion Saddlery Stores. Same store sales remained on par with sales in the first quarter of 2006.
Net loss for the first quarter of 2007 was $0.9 million, compared to a net income of $0.2 million for the same period in the prior year. This loss is primarily attributable to a charge for a potential strategic settlement of the Goldsmith Agio Helms litigation, which had an after-tax impact of $0.5 million. The remaining shortfall is primarily due to soft consumer demand in the direct revenue channel. Resulting earnings per share, fully diluted, for the first quarter of 2007 were a loss of ($0.18), versus earnings per share of $0.04 in the first quarter of 2006.
Our retail store rollout is on plan and as noted above has yielded a 78% increase in retail store revenues, said Stephen L. Day, president and CEO of Dover Saddlery. During the first quarter of 2007, we successfully opened our new store in Chantilly, Virginia, and are delighted to be able to offer the finest equestrian retailing experience in this very significant market. The decline seen in the first quarter in the direct revenue channel was attributed to a combination of adverse weather in many parts of the country which delayed or impeded many equestrian activities; in addition State Line Tack may have begun liquidating inventory, in conjunction with Petsmarts exit from equestrian retailing.
Business Outlook 2007
The company currently expects revenues will range from $79 million to $83 million. Increased revenues are expected to come mainly from the retail channel. The company plans to open a total of five new retail stores in 2007; two have already been opened.
Conference Call and Webcast
Dover Saddlery will hold a conference call and webcast today at 5:00 p.m. Eastern Daylight Time (EDT) to discuss its first quarter results. To access the webcast via the Internet, please go to http://investor.shareholder.com/DOVR/events.cfm and click on the webcast icon. A telephone replay will be available from 8:00 p.m. May 10, until midnight Thursday, May 17 by dialing 719/457-0820 and entering pass code 6080254.
About Dover Saddlery, Inc.
Dover Saddlery, Inc. (NASDAQ: DOVR) is the largest direct marketer of equestrian products in the United States. Founded in 1975 in Wellesley, Massachusetts, by United States Equestrian team members, Dover Saddlery has grown to become The Source® for equestrian products. Dover offers a broad and distinctive selection of competitively priced, brand-name products for horse and rider through catalogs, the Internet and company-owned retail stores. Dover Saddlery, Inc. serves the English rider and through Smith Brothers, the Western rider. The Source®, Dover Saddlery® and Smith Brothers® are registered marks of Dover Saddlery.
For more information, please call 1-978-952-8062 or visit www.DoverSaddlery.com .
Notice Regarding Forward-Looking Statements
This press release includes forward-looking statements within the meaning of section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including without limitation statements made about the prospects for overall revenue growth and the opening of and revenue growth from new stores. All statements other than statements of historical fact included in this press release regarding the companys strategies, plans, objectives, expectations, and future operating results are forward-looking statements. Although Dover believes that the expectations reflected in such forward-looking statements are reasonable at this time, it can give no assurance that such expectations will prove to have been correct. These forward-looking statements involve significant risks and uncertainties, including those discussed in this release and others that can be found in Item 1A Risk Factors of Dover Saddlerys Annual Report on Form 10-K for the fiscal year ended December 31, 2006 on file with the Securities and Exchange Commission.
Dover Saddlery is providing this information as of this date and does not undertake any obligation
to update any forward-looking statements contained in this document as a result of new information,
future events or otherwise. No forward-looking statement can be guaranteed and actual results may
differ materially from those Dover Saddlery projects.
DOVER SADDLERY, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollar amounts in thousands, except per-share data) (1)
March 31,
March 31,
2007
2006
(un-audited)
(un-audited)
14,874
14,963
3,685
2,070
$
18,559
$
17,033
11,872
11,059
6,687
5,974
7,124
5,432
700
0
$
(1,137
)
$
542
315
209
(1,452
)
333
(537
)
137
$
(915
)
$
196
$
(0.18
)
$
0.04
$
(0.18
)
$
0.04
5,074,000
5,074,000
5,074,000
5,276,000
8
4
$
418
$
69
36.0
%
35.1
%
| (1) | Applies to dollar references both in line item description and in tabular columns. |
| (2) | Does not include the fourth Dominion store closed for renovation during Q1 2007. Includes the new Dover stores in Chantilly, VA, and Lexington, VA opened in Q1 2007. |
| (3) | This non-recurring expense is a charge for the Goldsmith Agio claim under SFAS No. 5 (Accounting for Contingencies), as disclosed in all financial reports filed since March 2006 with the SEC. Subsequent to the filing of our 2006 Annual Report, we have pursued settlement discussions with the assistance of a mediator, and the arbitration panel has denied cross-motions for summary judgment by us and by Goldsmith Agio. A hearing on the merits is scheduled before the arbitration panel in late May 2007. Although we still believe we will be successful in our defense of the claim, we will continue to pursue settlement discussions to mitigate, if not avoid, the costs of preparation and trial, the burden on management, and risks of a potential adverse outcome. For these reasons, the Company has recorded a charge for potential settlement costs. |
| DOVER SADDLERY, INC. AND SUBSIDIARIES | ||||||||
| CONSOLIDATED BALANCE SHEETS | ||||||||
| (Dollar amounts in thousands) | ||||||||
| March 31, | December 31, | |||||||
| 2007 | 2006 | |||||||
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(un-audited)
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Current assets:
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Cash and cash equivalents
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$ | 182 | $ | 101 | ||||
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Accounts receivable
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703 | 795 | ||||||
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Inventory
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17,563 | 14,811 | ||||||
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Prepaid catalog costs
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2,760 | 2,133 | ||||||
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Prepaid expenses and other current assets
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1,397 | 988 | ||||||
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||||||||
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Total current assets
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22,605 | 18,828 | ||||||
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Net capital assets
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3,089 | 2,832 | ||||||
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Other assets:
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Deferred tax income assets
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485 | 297 | ||||||
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Other assets, net
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617 | 642 | ||||||
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Goodwill
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14,267 | 14,267 | ||||||
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Total other assets
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15,369 | 15,206 | ||||||
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Total assets
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$ | 41,063 | $ | 36,866 | ||||
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Current liabilities:
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Current portion of capital lease obligations and short-term bank borrowings
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$ | 1,399 | $ | 1,768 | ||||
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Accounts payable
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4,357 | 3,508 | ||||||
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Accrued expenses and other current liabilities
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3,374 | 3,355 | ||||||
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Income taxes payable
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0 | 282 | ||||||
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Deferred income tax liability
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0 | 206 | ||||||
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Total current liabilities
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9,130 | 9,119 | ||||||
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Long-term liabilities:
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||||||||
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Revolving line of credit
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11,000 | 5,900 | ||||||
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Subordinated notes payable
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3,000 | 3,000 | ||||||
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Capital lease obligation, net of current portion
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92 | 117 | ||||||
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Total long-term liabilities
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14,092 | 9,017 | ||||||
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Stockholders equity:
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Common stock, par value $0.0001 per share; issued 5,074,344
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1 | 1 | ||||||
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Additional paid in capital
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43,913 | 43,887 | ||||||
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Treasury stock, 795,865 shares at cost
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(6,082 | ) | (6,082 | ) | ||||
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Accumulated deficit
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(19,991 | ) | (19,076 | ) | ||||
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Total stockholders equity
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17,841 | 18,730 | ||||||
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Total liabilities and stockholders equity
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$ | 41,063 | $ | 36,866 | ||||
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