UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE EXCHANGE
ACT OF 1934
For the transition period from ______________ to ______________
COLUMBIA SPORTSWEAR COMPANY
(Exact name of registrant as specified in its charter)
Oregon 0-23939 93-0498284
- --------------------------------------------------------------------------------
(State or other jurisdiction of (Commission File (IRS Employer
incorporation or organization) Number) Identification Number)
6600 North Baltimore Portland, Oregon 97203
- -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
(503) 286-3676
- --------------------------------------------------------------------------------
(Registrant's telephone number, including area code)
Not Applicable
- --------------------------------------------------------------------------------
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether registrant (1) has filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
YES [X] NO [ ]
The number of shares of Common Stock outstanding on July 31, 2000, was
25,473,554.
COLUMBIA SPORTSWEAR COMPANY
JUNE 30, 2000
INDEX TO FORM 10-Q
PAGE NO.
PART I. FINANCIAL INFORMATION
ITEM 1 - Financial Statements - Columbia Sportswear Company (Unaudited)
Condensed Consolidated Balance Sheets .................................. 3
Condensed Consolidated Statements of Operations ........................ 4
Condensed Consolidated Statements of Cash Flows ........................ 5
Notes to Condensed Consolidated Financial Statements ................... 6
ITEM 2 - Management's Discussion and Analysis of Financial
Condition and Results of Operations ................................ 9
ITEM 3 - Quantitative and Qualitative Disclosures About Market Risk ........ 11
PART II. OTHER INFORMATION
ITEM 4 - Submission of Matters to a Vote of Security Holders ................ 12
ITEM 6 - Exhibits and Reports on Form 8-K ................................... 12
SIGNATURES .................................................................. 13
2
ITEM 1 - FINANCIAL STATEMENTS
COLUMBIA SPORTSWEAR COMPANY
CONDENSED CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS)
(UNAUDITED)
JUNE 30, 2000 DECEMBER 31,1999
------------- ----------------
ASSETS
Current Assets:
Cash and cash equivalents $ 12,851 $ 14,622
Accounts receivable, net of allowance of $5,413
and $4,535, respectively 77,574 118,709
Inventories (Note 2) 132,121 86,465
Deferred tax asset 11,839 11,822
Prepaid expenses and other current assets 4,326 2,425
--------- ---------
Total current assets 238,711 234,043
Property, plant, and equipment, net 65,591 68,960
Intangibles and other assets 1,820 1,987
--------- ---------
Total assets $ 306,122 $ 304,990
========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Notes payable $ 29,344 $ 31,676
Accounts payable 37,636 36,779
Accrued liabilities 16,446 19,156
Income taxes payable -- 2,075
Current portion of long-term debt 263 252
--------- ---------
Total current liabilities 83,689 89,938
Long-term debt 26,189 26,665
Deferred tax liability 3,863 4,012
--------- ---------
Total liabilities 113,741 120,615
Commitments and contingencies -- --
Shareholders' Equity:
Preferred stock; 10,000 shares authorized; none
issued and outstanding -- --
Common stock; 50,000 shares authorized; 25,438
and 25,350 issued and outstanding 127,367 126,265
Retained earnings 72,180 65,290
Accumulated other comprehensive loss (4,097) (3,770)
Unearned portion of restricted stock issued for
future services (3,069) (3,410)
--------- ---------
Total shareholders' equity 192,381 184,375
--------- ---------
Total liabilities and shareholders' equity $ 306,122 $ 304,990
========= =========
See accompanying notes to condensed consolidated financial statements
3
COLUMBIA SPORTSWEAR COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
THREE MONTHS ENDED SIX MONTHS ENDED
JUNE 30, JUNE 30,
---------------------- ----------------------
2000 1999 2000 1999
-------- -------- -------- --------
Net sales $ 97,155 $ 71,416 $205,592 $160,630
Cost of sales 53,426 40,116 115,325 96,716
-------- -------- -------- --------
Gross profit 43,729 31,300 90,267 63,914
Selling, general, and administrative 36,933 30,659 77,311 62,247
-------- -------- -------- --------
Income from operations 6,796 641 12,956 1,667
Interest expense, net 740 1,037 1,424 1,663
-------- -------- -------- --------
Income (loss) before income tax 6,056 (396) 11,532 4
Income tax expense (benefit) 2,438 (158) 4,642 2
-------- -------- -------- --------
Net income (loss) (Note 3) $ 3,618 $ (238) $ 6,890 $ 2
======== ======== ======== ========
Net income (loss) per share (Note 4):
Basic $ 0.14 $ (0.01) $ 0.27 $ 0.00
Diluted $ 0.14 $ (0.01) $ 0.27 $ 0.00
Weighted average shares outstanding:
Basic 25,432 25,291 25,428 25,286
Diluted 26,126 25,515 25,981 25,515
See accompanying notes to condensed consolidated financial statements
4
COLUMBIA SPORTSWEAR COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
(UNAUDITED)
SIX MONTHS ENDED JUNE 30,
-----------------------
2000 1999
-------- --------
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 6,890 $ 2
Adjustments to reconcile net income to net cash provided by
(used in) operating activities:
Depreciation and amortization 6,668 5,700
Non-cash compensation 341 484
(Gain) loss on disposition of property, plant, and equipment (321) 34
Deferred income taxes (183) 170
Changes in operating assets and liabilities:
Accounts receivable 39,567 27,238
Inventories (46,326) (34,419)
Prepaid expenses and other current assets (1,513) (2,809)
Intangibles and other assets (48) 79
Accounts payable 1,110 5,096
Accrued liabilities (5,125) (1,969)
-------- --------
Net cash provided by (used in) operating activities 1,060 (394)
-------- --------
CASH FLOWS FROM INVESTING ACTIVITIES:
Additions to property, plant, and equipment (3,288) (7,386)
Proceeds from sale of property, plant, and equipment 432 12
-------- --------
Net cash used in investing activities (2,856) (7,374)
-------- --------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net (repayment of) proceeds from notes payable (1,328) 5,908
Repayment on long-term debt (466) (440)
Proceeds from issuance of common stock 1,101 229
-------- --------
Net cash (used in) provided by financing activities (693) 5,697
--------
NET EFFECT OF EXCHANGE RATE CHANGES ON CASH 718 (128)
-------- --------
NET DECREASE IN CASH AND CASH EQUIVALENTS (1,771) (2,199)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 14,622 6,777
-------- --------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 12,851 $ 4,578
======== ========
See accompanying notes to condensed consolidated financial statements
5
COLUMBIA SPORTSWEAR COMPANY
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1. BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements have been
prepared by the management of Columbia Sportswear Company (the "Company") and in
the opinion of management contain all adjustments, consisting only of normal
recurring adjustments, necessary to present fairly the Company's financial
position as of June 30, 2000, and the results of operations for the three and
six months ended June 30, 2000 and 1999 and cash flows for the six months ended
June 30, 2000 and 1999. It should be understood that accounting measurements at
interim dates inherently involve greater reliance on estimates than at year end.
The results of operations for the three and six months ended June 30, 2000 are
not necessarily indicative of the results to be expected for the full year.
Certain information and footnote disclosures normally included in financial
statements prepared in accordance with accounting principles generally accepted
in the United States of America have been condensed or omitted pursuant to the
rules and regulations of the Securities and Exchange Commission. It is suggested
that these condensed consolidated financial statements be read in conjunction
with the financial statements and notes thereto included in the Company's Annual
Report on Form 10-K for the fiscal year ended December 31, 1999.
NOTE 2. INVENTORIES
Inventories consist of the following (in thousands):
June 30, 2000 December 31, 1999
------------- -----------------
Raw materials $ 5,605 $ 3,459
Work in process 19,446 9,197
Finished goods 107,070 73,809
-------- --------
$132,121 $ 86,465
======== ========
NOTE 3. COMPREHENSIVE INCOME
Comprehensive income and its components, net of tax, is as follows (in
thousands):
Three Months Ended Six Months Ended
June 30, June 30,
--------------------------- ---------------------------
2000 1999 2000 1999
------- ------- ------- -------
Net income (loss) $ 3,618 $ (238) $ 6,890 $ 2
Foreign currency translation adjustments (305) 380 (292) 326
Unrealized gain (loss) on derivative
transactions 195 (52) (35) (52)
------- ------- ------- -------
Comprehensive income $ 3,508 $ 90 $ 6,563 $ 276
======= ======= ======= =======
NOTE 4. NET INCOME PER SHARE
Statement of Financial Accounting Standards ("SFAS") No. 128, "Earnings Per
Share," requires dual presentation of basic and diluted earnings per share
("EPS"). Basic EPS is based on the weighted average number of common shares
outstanding. Diluted EPS reflects the potential dilution that could occur if
securities or other contracts to issue common stock were exercised or converted
into common stock.
6
There were no adjustments to net income in computing diluted net income per
share for the three and six months ended June 30, 2000 and 1999. A
reconciliation of the common shares used in the denominator for computing basic
and diluted net income per share is as follows:
Three Months Ended Six Months Ended
June 30, June 30,
--------------------- ---------------------
2000 1999 2000 1999
------- ------- ------- -------
Weighted average common shares outstanding,
used in computing basic net income per share 25,432 25,291 25,428 25,286
Effect of dilutive stock options 694 224 553 229
------- ------- ------- -------
Weighted-average common shares outstanding,
used in computing diluted net income per
share 26,126 25,515 25,981 25,515
======= ======= ======= =======
Net income (loss) per share of common stock:
Basic and diluted $ 0.14 $ (0.01) $ 0.27 $ 0.00
NOTE 5. SEGMENT INFORMATION
The Company operates in one industry segment: the design, production, marketing
and selling of active outdoor apparel, including outerwear, sportswear, rugged
footwear, and accessories. The geographic distribution of the Company's net
sales, income before income tax, and identifiable assets are summarized in the
following table (in thousands). Inter-geographic net sales, which are recorded
at a negotiated mark-up and eliminated in consolidation, are not material.
Three Months Ended Six Months Ended
June 30, June 30,
-------------------------- -------------------------
2000 1999 2000 1999
--------- --------- --------- ---------
Net sales to unrelated entities:
United States $ 71,774 $ 53,157 $ 140,675 $ 116,478
Canada 6,905 6,565 17,376 13,757
Other International 18,476 11,694 47,541 30,395
--------- --------- --------- ---------
$ 97,155 $ 71,416 $ 205,592 $ 160,630
========= ========= ========= =========
Income (loss) before income tax:
United States $ 5,584 $ 957 7,577 1,031
Canada 255 1,055 1,348 2,331
Other International (54) (1,583) 2,124 (1,458)
Less interest and other income
(expense) and eliminations 271 (825) 483 (1,900)
--------- --------- --------- ---------
$ 6,056 $ (396) $ 11,532 $ 4
========= ========= ========= =========
June 30, December 31,
2000 1999
--------- -----------
Total assets:
United States $ 287,566 $ 274,222
Canada 22,309 24,905
Other international 39,702 45,254
--------- ---------
349,577 344,381
Eliminations (43,455) (39,391)
--------- ---------
$ 306,122 $ 304,990
========= =========
7
NOTE 6. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT
As part of the Company's risk management programs, the Company uses or used a
variety of financial instruments, including foreign currency option and forward
exchange contracts. The Company does not hold or issue derivative financial
instruments for trading purposes.
The Company uses a combination of foreign currency option and forward exchange
contracts to hedge against the currency risk associated with Japanese yen,
Canadian dollar and European euro denominated, firmly committed and anticipated
transactions for the next twelve months.
The Company accounts for these instruments as cash flow hedges. In accordance
with SFAS No. 133, such financial instruments are marked-to-market with the
offset to shareholders' equity and then subsequently recognized as a component
of gross margin when the underlying transaction is recognized. The Company
measures hedge effectiveness of foreign currency option and forward exchange
contracts based on the forward price of the underlying commodity. Hedge
ineffectiveness was not material during the three and six months ended June 30,
2000.
NOTE 7. FUTURE ACCOUNTING CHANGES
In December of 1999, the Securities and Exchange Commission issued Staff
Accounting Bulletin (SAB) No. 101, "Revenue Recognition in Financial
Statements". The effective date of the bulletin was delayed according to SAB No.
101A and SAB NO. 101B and will be effective for the Company's first quarter of
fiscal year 2001. Management has not yet completed an evaluation of the effects
this bulletin will have on the Company's consolidated financial statements.
8
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
FORWARD LOOKING STATEMENTS
The statements in this report and statements management may make from time to
time concerning future liquidity, financing, working capital requirements and
the impact of euro implementation on our business constitute forward-looking
statements that are subject to risks and uncertainties. Many factors could cause
actual results to differ materially from those projected in such forward looking
statements, including risks described in our annual report on form 10-K for the
year ended December 31, 1999 under the heading "Factors That May Affect Our
Business".
Results of Operations
The following table sets forth, for the periods indicated, selected income
statement data expressed as a percentage of net sales.
Three Months Ended Six Months Ended
June 30, June 30,
---------------------- ----------------------
2000 1999 2000 1999
------ ------ ------ ------
Net sales 100.0% 100.0% 100.0% 100.0%
Cost of sales 55.0 56.2 56.1 60.2
Gross profit 45.0 43.8 43.9 39.8
Selling, general and administrative 38.0 42.9 37.6 38.8
Income from operations 7.0 0.9 6.3 1.0
Interest expense, net 0.8 1.4 0.7 1.0
Income (loss) before income tax 6.2 (0.5) 5.6 0.0
Income tax expense (benefit) 2.5 (0.2) 2.2 0.0
Net income (loss) 3.7% (0.3)% 3.4% 0.0%
THREE MONTHS ENDED JUNE 30, 2000 COMPARED TO THREE MONTHS ENDED JUNE 30, 1999
NET SALES: Net sales increased 36.1% to $97.2 million for the three month period
ended June 30, 2000 from $71.4 million for the comparable period in 1999.
Domestic sales increased 35.0% to $71.8 million for the three month period ended
June 30, 2000 from $53.2 million for the comparable period in 1999. Net
international sales, excluding Canada, increased 58.1% to $18.5 million for the
three month period ended June 30, 2000 from $11.7 million for the comparable
period in 1999. Canadian sales increased 4.5% to $6.9 million for the three
month period ended June 30, 2000 from $6.6 million for the same period in 1999.
These increases were primarily attributable to increased sales of spring
sportswear and footwear units across all regions and domestic fall outerwear
units.
GROSS PROFIT: Gross profit as a percentage of net sales was 45.0% for the three
months ended June 30, 2000 compared to 43.8% for the comparable period in 1999.
The increase in gross margin was due primarily to improved gross margin on sales
of spring close-out products and early domestic shipments of high margin fall
outerwear in response to customer demand.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSE: Selling, general, and
administrative expense increased 20.2% to $36.9 million for the three months
ended June 30, 2000 from $30.7 million for the comparable period in 1999,
primarily as a result of an increase in variable selling and operating expenses
to support the higher level of sales. As a percentage of sales, selling,
general, and administrative expenses decreased to 38.0% for the three months
ended June 30, 2000 from 42.9% for the comparable period in 1999, primarily as a
result of increased sales growth coupled with improvements in operating
efficiencies, including leverage from our fully
9
operational domestic distribution center expansion.
INTEREST EXPENSE: Interest expense decreased by 28.6% for the three months ended
June 30, 2000 from the comparable period in 1999. This decrease was attributable
to our increased cash position for the quarter ended June 30, 2000.
SIX MONTHS ENDED JUNE 30, 2000 COMPARED TO SIX MONTHS ENDED JUNE 30,1999
NET SALES: Net sales increased 28.0% to $205.6 million for the six month period
ended June 30, 2000 from $160.6 million for the comparable period in 1999.
Domestic sales increased 20.8% to $140.7 million for the six month period ended
June 30, 2000 from $116.5 million for the comparable period in 1999. Net
international sales, excluding Canada, increased 56.3% to $47.5 million for the
six month period ended June 30, 2000 from $30.4 million for the comparable
period in 1999. Canadian net sales increased 26.1% to $17.4 million for the six
month period ended June 30, 2000 from $13.8 million for the comparable period in
1999. These increases were primarily attributable to increased sales of spring
sportswear and footwear units across all regions.
GROSS PROFIT: Gross profit as a percentage of net sales was 43.9% for the six
months ended June 30, 2000 compared to 39.8% for the comparable period in 1999.
The increase in gross margin was due to several factors including: (1) decreased
sales of carry-over fall close-out products during the three months ended March
31, 2000 when compared to the three months ended March 31, 1999, (2) increased
margin on sales of spring sportswear close-out products for the three months
ended June 30, 2000 when compared to the three months ended June 30, 1999, and
(3) an increased percentage of higher margin net international sales, excluding
Canada, for the six months ended June 30, 2000 when compared to the six months
ended June 30, 1999.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSE: Selling, general, and
administrative expense increased 24.3% to $77.3 million for the six months ended
June 30, 2000 from $62.2 million for the comparable period in 1999, primarily as
a result of an increase in variable selling and operating expenses to support
the higher level of sales. As a percentage of sales, selling, general, and
administrative expenses decreased to 37.6% for the six months ended June 30,
2000 from 38.8% for the comparable period in 1999 as we were able to leverage
our sales growth over our fixed operating expenses.
INTEREST EXPENSE: Interest expense decreased by 14.4% for the six months ended
June 30, 2000 from the comparable period in 1999. This decrease was attributable
to our increased cash position for the six months ended June 30, 2000.
SEASONALITY OF BUSINESS
Our business is impacted by the general seasonal trends that are characteristic
of many companies in the outdoor apparel industry in which sales and profits are
highest in the third calendar quarter. Our products are marketed on a seasonal
basis, with a product mix weighted substantially toward the fall season. Results
of operations in any period should not be considered indicative of the results
to be expected for any future period. The sale of our products is subject to
substantial cyclical fluctuation or impact from unseasonal weather conditions.
Sales tend to decline in periods of recession or uncertainty regarding future
economic prospects that affect consumer spending, particularly on discretionary
items. This cyclicality and any related fluctuation in consumer demand could
have a material adverse effect on the our results of operations and financial
condition.
LIQUIDITY AND CAPITAL RESOURCES
Our primary ongoing funding requirements are to finance working capital and
expansion of the business. At June 30, 2000, we had total cash equivalents of
$12.9 million compared to $4.6 million at June 30, 1999. Cash provided by
operating activities was $1.1 million for the six months ended June 30, 2000
compared to cash used in operating activities of $0.4 million for the
10
comparable period in 1999. This increase was primarily due to increased earnings
for the period as compared to the six months ended June 30, 1999.
Our primary capital requirements are for working capital, investing activities
associated with the expansion of our international operations and general
corporate needs. Net cash used in investing activities was $2.9 million for the
six months ended June 30, 2000 and $7.4 million for the comparable period in
1999.
Net cash used in financing activities was $0.7 million for the six months ended
June 30, 2000 compared to net cash provided by financing activities of $5.7
million for the comparable period in 1999. The increase in net cash used in
financing activities was primarily due to an increase in repayments of
short-term borrowings as compared to the six months ended June 30, 1999.
To fund our working capital requirements, we have available unsecured revolving
lines of credit with aggregate seasonal limits ranging from approximately $115
to $135 million. As of June 30, 2000, $29.3 million was outstanding under these
lines of credit. Additionally, we maintain credit agreements in order to provide
us with unsecured import lines of credit with a combined limit of approximately
$105 million available for issuing documentary letters of credit.
To finance expansion of our domestic distribution center, we entered into a note
purchase agreement in 1998. Pursuant to the note purchase agreement, we issued
senior promissory notes in the aggregate principal amount of $25 million,
bearing an interest rate of 6.68% and maturing August 11, 2008. Up to an
additional $15 million in shelf notes may be issued under the note purchase
agreement.
EURO CURRENCY CONVERSION
European Union finance members approved 11 of the 15 member states for
participation in economic and monetary union. On January 1, 1999, the Euro was
adopted as the national currency of the participating countries - Austria,
Belgium, Finland, France, Germany, Ireland, Italy, Luxembourg, Netherlands,
Portugal and Spain. Initially, the Euro will be used for non-cash transactions.
Legacy currencies of the participating member states will remain legal tender
until January 1, 2002. On this date, Euro-denominated bills and coins will be
issued for use in cash transactions.
The introduction of the Euro is a significant event with potential implications
for our existing operations within the participating countries. As such, we have
committed resources to conduct risk assessments and to take corrective actions,
where required, to ensure that we are prepared for the introduction of the Euro.
We are undertaking a review of the Euro implementation both in participating and
non-participating countries where we have operations. Progress regarding Euro
implementation is reported periodically to management.
We have not experienced any significant operational disruptions to date and do
not expect the continued implementation of the Euro to cause any significant
operational disruptions. In addition, we have not incurred and do not expect to
incur any significant costs from the continued implementation of the Euro,
including any additional currency risk, which could materially affect our
liquidity or capital resources.
ITEM 3 - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The information required by this item is included in the Notes to Condensed
Consolidated Financial Statements and is incorporated herein by this reference.
11
PART II. OTHER INFORMATION
ITEM 4 - SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
We held our Annual Meeting of Shareholders on May 25, 2000 where the following
matter was submitted to a vote of shareholders, with the results as follows:
1. Election of seven directors to serve for the following year and until their
successors are elected:
For Withheld
- ---------------------------------------------------------
Gertrude Boyle 23,824,994 25,672
- ---------------------------------------------------------
Timothy Boyle 23,846,980 3,686
- ---------------------------------------------------------
Sarah Bany 23,825,587 25,079
- ---------------------------------------------------------
John Stanton 23,847,414 3,252
- ---------------------------------------------------------
Edward George 23,857,414 3,252
- ---------------------------------------------------------
Murrey Albers 23,847,414 3,252
- ---------------------------------------------------------
Walter Klenz 23,835,614 15,052
- ---------------------------------------------------------
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
10.1 Fourth Amendment to Credit Agreement dated July 31, 2000
between Wells Fargo Bank National Association and Columbia
Sportswear Company.
27.1 Financial Data Schedule.
(b) Reports on Form 8-K
None.
12
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 thereunto duly authorized.
COLUMBIA SPORTSWEAR COMPANY
Date: August 14, 2000 /s/ Patrick D. Anderson
_______________________
Patrick D. Anderson
Chief Financial Officer and
Authorized Officer
13