Current Report


 

 

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):   July 30, 2009

 

GOLFSMITH INTERNATIONAL HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

 

Delaware

 

000-52041

 

16-1634847

(State or other jurisdiction

 

(Commission

 

(I.R.S. Employer

of incorporation)

 

File Number)

 

Identification No.)

 

 

 

 

 

11000 North IH-35, Austin, Texas

 

78753-3195

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code:   (512) 837-8810

 

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:

 

o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o   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 July 30, 2009 Golfsmith International Holdings, Inc. (the “Company”) issued a news release announcing its results of operations for the second quarter ended July 4, 2009.

 

The Company will conduct an earnings conference call at 9:00 a.m. (eastern time) on July 30, 2009. The earnings conference will be available live on the Company’s web site at investors.golfsmith.com.

 

The news release issued on July 30, 2009, is furnished as Exhibit No. 99.01 of Item 9.01 Financial Statements and Exhibits, to this Current Report on Form 8-K. The Company’s Annual Repot to Shareholders and its reports on Forms 10-K, 10-Q and 8-K and other publicly available information should be consulted for other important information about the Company.

 

The information in this Current Report on Form 8-K, including Exhibit No. 99.01 of Item 9.01 Financial Statements and Exhibits, hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability of that section. The information in this Current Report on Form 8-K shall not be incorporated by reference into any filing or other document pursuant to the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing or document.

 

Item 9.01 Financial Statements and Exhibits.

 

Exhibit 99.01 Press Release Dated July 30, 2009.

 

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.

 

 

 

GOLFSMITH INTERNATIONAL HOLDINGS, INC.

 

 

July 30, 2009

By:

/s/ Sue E. Gove

 

 

 

 

 

Name: Sue E. Gove

 

 

Title: Executive Vice President, Chief Operating Officer and Chief Financial Officer

 

3



 

Exhibit Index

 

Exhibit No.

 

Description

 

 

 

99.01

 

Press Release Dated July 30, 2009

 

4


Exhibit 99.01

 

Golfsmith Announces Second Quarter Fiscal 2009 Results

 

AUSTIN, July 30, 2009 — Golfsmith International Holdings, Inc., (NASDAQ: GOLF) today announced financial results for the second quarter of fiscal 2009 ended July 4, 2009.

 

Second Quarter Highlights:

 

·                   Net revenues were $114.8 million for the second quarter of fiscal 2009 as compared to net revenues of $130.0 million for the second quarter of fiscal 2008. Net revenues reflect a 9.5 percent decrease in comparable store sales and a 28.0 percent decrease in net revenues from its direct-to-consumer channel.

 

·                   Operating income totaled $8.3 million for the second quarter of fiscal 2009 compared to $10.4 million for the second quarter of fiscal 2008.

 

·                   Net income for the second quarter of fiscal 2009 totaled $6.8 million, or $0.42 per diluted share. This compares to net income of $8.6 million or $0.54 per diluted share for the second quarter of fiscal 2008.

 

·                   As of July 4, 2009, the Company had $28.0 million of outstanding borrowings under its credit facility, borrowing availability of $38.7 million, and total inventory of $93.1 million. This compares to $34.6 million of outstanding borrowings under its credit facility, $33.0 million of borrowing availability, and $101.1 million of inventory at June 28, 2008.  Average store inventory declined 3.5 percent at July 4, 2009 as compared to June 28, 2008.

 

·                   During the second quarter of fiscal 2009, the Company relocated two of its existing stores and closed one store due to an expiring lease.   The Company also signed a lease for a property in Irvine, California for the opening of a retail store in the fourth quarter of fiscal 2009.

 

Martin Hanaka, chairman and chief executive officer of Golfsmith commented, “Our second quarter results reflect a sequential improvement in comparable store sales and a year-over-year gross margin improvement.  We continue to closely manage expenses and inventory without sacrificing product availability and have made significant improvements from a year ago.  Looking ahead, we will continue to invest prudently in our customer experience initiatives and be innovative as we work with our vendors to drive traffic in the second half of the year, since we do expect overall trends in the golf industry to remain challenging. As the industry continues to consolidate, we believe our Company is positioned to capture additional market share, and we look forward to resuming our store growth plans in fiscal 2010.”

 

Year-to-Date Results

 

·                   Net revenues were $183.6 million for the six-month period ended July 4, 2009 as compared to net revenues of $209.2 million for the six-month period ended June 28, 2008. The decrease in total revenue was due to a 10.3 percent decrease in comparable store sales and a 26.7 percent decrease in net revenues from its direct-to-consumer channel.

 

·                   Operating income totaled $2.9 million for the six-month period ended July 4, 2009 as compared to operating income of $5.2 million for the six-month period ended June 28, 2008. The Company

 



 

recorded a $0.5 million non-recurring charge, or $0.03 per diluted share, related to severance associated with organizational changes in this year’s first quarter. Operating results for the first quarter of fiscal 2008 included a $1.8 million non-recurring charge, or $0.11 cents per diluted share, related to the same.

 

·                   Net income totaled $1.7 million, or $0.10 per diluted share compared to net income of $3.1 million, or $0.20 per diluted share for the six-month period ended June 28, 2008.

 

Conference Call Information

 

The company will host a conference call today at 9:00 a.m. (eastern time) to discuss its second quarter fiscal 2009 financial results. The call will be simulcast over the Internet at https://investors.golfsmith.com. A replay will be available for 30 days after the call at the aforementioned website. Telephone replays can be accessed for one month following the call by dialing 888-203-1112 (U.S.) or 719-457-0820 (international) and entering passcode 7942913.

 

About Golfsmith

 

Golfsmith International Holdings, Inc., (NASDAQ: GOLF) is a 40-year-old specialty retailer of golf and tennis equipment, apparel and accessories. The company operates as an integrated multi-channel retailer, offering its customers the convenience of shopping in its 73 stores across the United States, through its Internet site at www.golfsmith.com and from its assortment of catalogs. Golfsmith offers an extensive product selection that features premier-branded merchandise, as well as its proprietary products, clubmaking components and pre-owned clubs.

 

Cautionary Language

 

This press release contains forward-looking statements within the meaning of the federal securities laws. Statements that are not historical facts, including statements about the company’s beliefs and expectations, are forward-looking statements. Forward-looking statements include statements preceded by, followed by or that include the words “may,” “could,” “would,” “should,” “believe,” “expect,” “anticipate,” “plan,” “estimate,” “target,” “project,” “intend,” or similar expressions. Forward-looking statements are not guarantees of performance. These statements are based on management’s beliefs and assumptions, which in turn are based in part on currently available information and in part on management’s estimates and projections of future events and conditions. Important assumptions relating to the forward-looking statements include, among others, assumptions regarding demand for the products, the introduction of new product offerings, store opening costs, the ability to lease new sites on a timely basis, expected pricing levels, the timing and cost of planned capital expenditures, competitive conditions and general economic conditions. These assumptions could prove inaccurate. Forward-looking statements also involve risks and uncertainties, which could cause actual results that differ materially from those contained in any forward-looking statement. Many of these factors are beyond the company’s ability to control or predict. Such factors include, but are not limited to the Risk Factors set forth in Item 1A. Risk Factors in the company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission on March 3, 2009.

 

The company believes its forward-looking statements are reasonable; however, undue reliance should not be placed on any forward-looking statements, which are based on current expectations. Further, forward-looking statements speak only as of the date they are made, and the company undertakes no obligation to update publicly any of them in light of new information or future events.

 



 

Investor Relations inquiries:

ICR, Inc.

Joseph Teklits/Jean Fontana

203-682-8200

www.icrinc.com

 



 

Golfsmith International Holdings, Inc.

 

Consolidated Statements of Operations

 

 

 

Three Months Ended

 

Six Months Ended

 

 

 

July 4,

 

June 28,

 

July 4,

 

June 28,

 

 

 

2009

 

2008

 

2009

 

2008

 

 

 

(unaudited)

 

 

 

 

 

 

 

 

 

 

 

Net revenues

 

$

114,796,870

 

$

129,994,600

 

$

183,589,774

 

$

209,230,096

 

Cost of products sold

 

74,719,386

 

85,310,115

 

120,741,824

 

137,385,721

 

Gross profit

 

40,077,484

 

44,684,485

 

62,847,950

 

71,844,375

 

 

 

 

 

 

 

 

 

 

 

Selling, general and administrative

 

31,650,261

 

34,167,492

 

59,468,190

 

66,503,326

 

Store pre-opening/closing expenses

 

175,054

 

81,223

 

523,280

 

109,367

 

Total operating expenses

 

31,825,315

 

34,248,715

 

59,991,470

 

66,612,693

 

 

 

 

 

 

 

 

 

 

 

Operating income

 

8,252,169

 

10,435,770

 

2,856,480

 

5,231,682

 

 

 

 

 

 

 

 

 

 

 

Interest income (expense), net

 

(314,723

)

(706,515

)

(791,863

)

(1,694,214

)

Other income (expense), net

 

(10,387

)

(5,089

)

46,363

 

1,472

 

 

 

 

 

 

 

 

 

 

 

Income before income taxes

 

7,927,059

 

9,724,166

 

2,110,980

 

3,538,940

 

 

 

 

 

 

 

 

 

 

 

Income tax expense

 

(1,145,355

)

(1,152,744

)

(455,589

)

(410,517

)

 

 

 

 

 

 

 

 

 

 

Net income

 

$

6,781,704

 

$

8,571,422

 

$

1,655,391

 

$

3,128,423

 

 

 

 

 

 

 

 

 

 

 

Net income per common share:

 

 

 

 

 

 

 

 

 

Basic

 

$

0.42

 

$

0.54

 

$

0.10

 

$

0.20

 

Diluted

 

$

0.42

 

$

0.54

 

$

0.10

 

$

0.20

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of common shares outstanding:

 

 

 

 

 

 

 

 

 

Basic

 

16,061,194

 

15,973,033

 

16,046,689

 

15,906,124

 

Diluted

 

16,126,393

 

15,973,033

 

16,046,890

 

15,951,852

 

 



 

Golfsmith International Holdings, Inc.

 

Consolidated Balance Sheets

 

 

 

July 4,

 

June 28,

 

 

 

2009

 

2008

 

 

 

(unaudited)

 

ASSETS

 

 

 

 

 

Current assets:

 

 

 

 

 

 Cash and cash equivalents

 

$

5,634,633

 

$

5,664,315

 

 Receivables, net

 

2,028,259

 

2,806,980

 

 Inventories

 

93,096,713

 

101,052,822

 

 Prepaid expenses and other current assets

 

13,072,353

 

11,383,530

 

Total current assets

 

113,831,958

 

120,907,647

 

 

 

 

 

 

 

Property and equipment:

 

 

 

 

 

 Land and buildings

 

22,348,498

 

22,066,559

 

 Equipment, furniture and fixtures

 

42,939,613

 

33,270,579

 

 Leasehold improvements and construction in progress

 

40,870,509

 

37,400,657

 

 

 

106,158,620

 

92,737,795

 

 Less: accumulated depreciation and amortization

 

(48,562,444

)

(34,388,792

)

Net property and equipment

 

57,596,176

 

58,349,003

 

 

 

 

 

 

 

Tradename

 

11,158,000

 

11,158,000

 

Trademarks

 

13,972,251

 

13,972,251

 

Customer database, net

 

849,802

 

1,227,491

 

Debt issuance costs, net

 

328,316

 

492,476

 

Deferred tax assets, net

 

411,241

 

460,343

 

Other long-term assets

 

437,230

 

341,101

 

Total assets

 

$

198,584,974

 

$

206,908,312

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Accounts payable

 

$

66,595,934

 

$

67,735,614

 

Accrued expenses and other current liabilities

 

16,197,309

 

18,039,179

 

Deferred tax liabilities, net

 

383,538

 

432,640

 

Total current liabilities

 

83,176,781

 

86,207,433

 

 

 

 

 

 

 

Deferred rent

 

15,020,545

 

11,879,477

 

Line of credit

 

27,967,000

 

34,603,152

 

Total liabilities

 

126,164,326

 

132,690,062

 

 

 

 

 

 

 

Total stockholders’ equity

 

72,420,648

 

74,218,250

 

 

 

 

 

 

 

Total liabilities and stockholders’ equity

 

$

198,584,974

 

$

206,908,312