<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark one)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended April 29, 2000
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _______________ to _______________
Commission file number 000-21543
WILSONS THE LEATHER EXPERTS INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
MINNESOTA 41-1839933
------------------------------- ------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
7401 BOONE AVE. N.
BROOKLYN PARK, MN 55428
---------------------------------------- ----------
(Address of principal executive offices) (Zip Code)
(763) 391-4000
----------------------------------------------------
(Registrant's telephone number, including area code)
Indicate by check mark whether the 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 [ ]
As of June 6, 2000, there were 16,712,541 shares of common stock, $0.01 par
value per share, outstanding.
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WILSONS THE LEATHER EXPERTS INC.
INDEX
PAGE
----
PART I - FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
Consolidated Balance Sheets as of April 29, 2000,
January 29, 2000 and May 1, 1999 3
Consolidated Statements of Operations for the
three months ended April 29, 2000 and May 1, 1999 4
Consolidated Statements of Cash Flows for the
three months ended April 29, 2000 and May 1, 1999 5
Notes to Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8
Item 3. Quanitative and Qualitative Disclosures About Market Risk 11
PART II - OTHER INFORMATION
Item 2. Changes in Securities 13
Item 6. Exhibits and Reports on Form 8-K 13
Signature 14
Index to Exhibits 15
2
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WILSONS THE LEATHER EXPERTS INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE AND PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
APRIL 29, JANUARY 29, MAY 1,
2000 2000 * 1999
----------- ----------- ----------
(Unaudited) (Unaudited)
<S> <C> <C> <C>
ASSETS
------
CURRENT ASSETS:
Cash and cash equivalents $ 71,647 $ 124,926 $ 92,789
Accounts receivable, net 5,642 7,547 2,603
Inventories 84,897 79,221 72,322
Prepaid expenses 6,995 8,477 6,372
Deferred income taxes 663 663 --
--------- --------- ---------
Total current assets 169,844 220,834 174,086
Property and equipment, net 54,970 49,587 37,275
Other assets, net 1,672 2,133 3,222
--------- --------- ---------
Total assets $ 226,486 $ 272,554 $ 214,583
========= ========= =========
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------
CURRENT LIABILITIES:
Accounts payable $ 12,058 $ 10,912 $ 8,575
Accrued expenses 30,526 47,722 27,171
Income taxes payable 18,934 35,345 11,763
Deferred income taxes -- -- 4,247
--------- --------- ---------
Total current liabilities 61,518 93,979 51,756
Long-term debt 30,590 43,890 65,450
Other long-term liabilities 3,504 3,478 3,216
--------- --------- ---------
Total liabilities 95,612 141,347 120,422
--------- --------- ---------
Commitments and contingencies
SHAREHOLDERS' EQUITY:
Common stock, $.01 par value; 150,000,000 shares authorized,
16,701,540, 16,585,234 and 16,267,487 shares issued and
outstanding on April 29, 2000, January 29, 2000 and
May 1, 1999, respectively 167 166 162
Additional paid-in capital 58,528 57,485 55,276
Retained earnings 72,205 73,582 38,754
Cumulative translation adjustment (26) (26) (31)
--------- --------- ---------
Total shareholders' equity 130,874 131,207 94,161
--------- --------- ---------
Total liabilities and shareholders' equity $ 226,486 $ 272,554 $ 214,583
========= ========= =========
</TABLE>
The accompanying notes are an integral part
of these consolidated financial statements.
* - Derived from audited consolidated financial statements.
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CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
-----------------------
APRIL 29, MAY 1,
2000 1999
--------- --------
<S> <C> <C>
NET SALES $ 90,308 $ 81,343
COSTS AND EXPENSES:
Cost of goods sold, buying and occupancy costs 60,194 58,688
Selling, general and administrative expenses 29,845 24,570
Depreciation and amortization 2,003 1,458
-------- --------
Loss from operations (1,734) (3,373)
Interest (income) expense, net (477) 1,069
-------- --------
Loss before income taxes (1,257) (4,442)
Income tax benefit (503) (1,713)
-------- --------
Loss before extraordinary item and cumulative
effect of change in accounting principle (754) (2,729)
Extraordinary loss on early extinguishment
of debt, net of tax of $410 (623) --
Cumulative effect of change in accounting
principle, net of tax of $950 (Note 2) -- (1,449)
-------- --------
Net loss $ (1,377) $ (4,178)
======== ========
NET LOSS PER COMMON SHARE - BASIC AND DILUTED:
Loss before extraordinary item and cumulative
effect of change in accounting principle $ (0.05) $ (0.17)
Extraordinary loss on early extinguishment
of debt, net of tax (0.03) --
Cumulative effect of change in accounting
principle, net of tax -- (0.09)
-------- --------
Net loss per common share - basic and diluted $ (0.08) $ (0.26)
======== ========
Weighted average common shares
outstanding - basic and diluted 16,669 16,253
======== ========
</TABLE>
The accompanying notes are an integral part
of these consolidated financial statements.
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WILSONS THE LEATHER EXPERTS INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
------------------------
APRIL 29, MAY 1,
2000 1999
--------- ---------
<S> <C> <C>
OPERATING ACTIVITIES:
Net loss $ (1,377) $ (4,178)
Adjustments to reconcile net loss to net cash used in
operating activities-
Extraordinary loss on early extinguishment of debt 623 --
Cumulative effect of change in accounting principle -- 1,449
Depreciation and amortization 2,003 1,458
Amortization of deferred financing costs 110 295
(Gain)/loss on disposal of assets (72) 310
Changes in operating assets and liabilities:
Accounts receivable, net 1,905 1,151
Inventories (5,676) 14,676
Prepaid expenses 1,482 (239)
Accounts payable and accrued expenses (15,977) (13,081)
Income taxes payable and other liabilities (15,588) (10,053)
--------- ---------
Net cash used in operating activities (32,567) (8,212)
--------- ---------
INVESTING ACTIVITIES:
Additions to property and equipment (7,378) (2,834)
--------- ---------
FINANCING ACTIVITIES:
Proceeds from issuance of common stock, net 657 150
Repayment of long-term debt (13,300) (4,550)
Premium paid on debt extinguishment (691) --
--------- ---------
Net cash used in financing activities (13,334) (4,400)
--------- ---------
NET DECREASE IN CASH AND CASH EQUIVALENTS (53,279) (15,446)
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 124,926 108,235
--------- ---------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 71,647 $ 92,789
========= =========
SUPPLEMENTAL CASH FLOW INFORMATION:
Cash paid during the period for-
Interest $ 2,646 $ 4,014
========= =========
Income taxes $ 14,750 $ 8,457
========= =========
</TABLE>
The accompanying notes are an integral part
of these consolidated financial statements.
5
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WILSONS THE LEATHER EXPERTS INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
1. NATURE OF ORGANIZATION
Wilsons The Leather Experts Inc. (Wilsons Leather or the Company),
incorporated in Minnesota in 1996, is the leading specialty retailer of men's
and women's leather outerwear, apparel and accessories in the United States. As
of April 29, 2000, the Company operated 536 retail stores located in 44 states,
Canada and England, including 444 mall stores, 63 outlet stores and 29 airport
locations. The Company's mall stores offer a full range of its leather
merchandise while the less seasonal outlet and airport stores offer more
accessories. The Company, which regularly supplements its permanent mall stores
with temporary holiday stores during its peak selling season from October
through December, operated 249 holiday stores in 1999.
2. BASIS OF FINANCIAL STATEMENT PRESENTATION
The consolidated financial statements include all accounts of Wilsons
Leather and its wholly owned subsidiaries. All material intercompany balances
and transactions between the entities have been eliminated in consolidation.
The accompanying unaudited financial statements have been prepared by
the Company pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and footnote disclosure, normally included in
financial statements prepared in accordance with generally accepted accounting
principles, have been condensed or omitted pursuant to such rules and
regulations. Although management believes that the accompanying disclosures are
adequate to make the information presented not misleading, it is recommended
that these interim financial statements be read in conjunction with the
Company's most recent audited financial statements and related notes included in
its 1999 Annual Report on Form 10-K. In the opinion of management, all
adjustments (which include normal recurring adjustments) necessary for a fair
presentation of the financial position, results of operations and cash flows for
the interim periods presented have been made. The Company's business is highly
seasonal, and accordingly, interim operating results are not necessarily
indicative of the results that may be expected for the fiscal year ending
February 3, 2001.
Change in Accounting Method - Layaway Sales
Effective January 31, 1999, the Company changed its method of
accounting for layaway sales in accordance with Staff Accounting Bulletin (SAB)
No. 101, "Revenue Recognition in Financial Statements." The SAB was released in
December 1999. Historically, the Company recognized revenue from layaway sales
in full upon the initial customer down payment. Under the new accounting method
adopted retroactive to January 31, 1999, the Company now recognizes layaway
sales in full upon final payment and delivery of merchandise to the customer.
The Company recorded an after-tax charge of $1.4 million for the cumulative
effect of this change in accounting. The effect of the change for the three
months ended May 1, 1999 was to decrease loss before extraordinary item and
cumulative effect of change in accounting principle by $0.2
6
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million ($0.02 per diluted common share).
3. INVENTORIES
Inventories, principally finished goods, consist of merchandise
purchased from domestic and foreign vendors and are carried at the lower of cost
or market value, determined by the retail inventory method on the last-in,
first-out (LIFO) basis. Quarterly inventory determinations under LIFO are
partially based on assumptions as to inventory levels at the end of the fiscal
year, sales and the projected rate of inflation for the year. The difference in
inventories between LIFO and the first-in, first-out method was not material as
of April 29, 2000.
4. EXTRAORDINARY LOSS
The Company repurchased $13.3 million of its 11-1/4% Senior Notes,
which are due 2004, during the current fiscal year. The Company has incurred an
extraordinary loss, net of tax, of approximately $0.6 million for the early
extinguishment of debt.
5. NET LOSS PER SHARE
Basic loss per share is computed by dividing the net loss available to
common shareholders by the weighted average number of common shares outstanding
during the period. Diluted loss per share is computed using the treasury stock
method and is calculated to compute the dilutive effect of potential common
shares. A reconciliation of these amounts is as follows:
<TABLE>
<CAPTION>
Three Months Three Months
Ended Ended
April 29, 2000 May 1, 1999
-------------- ------------
<S> <C> <C>
Net loss $(1,377) $(4,178)
======= =======
Weighted average common shares outstanding -
basic 16,669 16,253
Dilutive potential common shares - -
------- -------
Weighted average common shares outstanding -
basic and diluted 16,669 16,253
======= =======
Basic and diluted net loss per common share $ (0.08) $(0.26)
======= ======
</TABLE>
6. STOCK SPLIT
Disclosure of share amounts and per share amounts in the consolidated
financial statements and related footnotes have been adjusted to reflect the
three-for-two stock split effected March 15, 2000.
7. RECLASSIFICATION
Certain reclassifications have been made to the consolidated financial
statements of the prior year to conform to the 2000 presentation.
7
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The following discussion of the financial condition and results of
operations of Wilsons The Leather Experts Inc. and its wholly owned subsidiaries
(Wilsons Leather or the Company) should be read in conjunction with the
Company's most recent audited financial statements and related notes included in
its 1999 Annual Report on Form 10-K.
OVERVIEW
Wilsons Leather(TM) is the leading specialty retailer of leather
outerwear, apparel and accessories in the United States. As of April 29, 2000,
the Company operated 536 retail stores in 44 states, Canada and England,
including 444 mall stores, 63 outlet stores and 29 airport locations. The
Company, which regularly supplements its permanent mall stores with temporary
holiday stores during its peak selling season from October through December,
operated 249 holiday stores during 1999. Over 90% of the Company's merchandise
is designed and sold under Wilsons Leather's proprietary labels, including M.
Julian(R), Maxima(R), Pelle Studio(R), and Wilsons, with each label positioned
to appeal to identified customer lifestyle segments. Wilsons Leather's mall
stores average approximately 2,100 square feet and feature merchandise tailored
to the demographics and buying patterns of each store's local customer base.
The Company's business is highly seasonal; therefore, the operating
results for the interim periods described below are not necessarily indicative
of the results that may be expected for a full fiscal year. A majority of the
Company's net sales and operating profit is generated in the peak selling season
from October through December, which includes the holiday selling season.
Wilsons Leather recorded 55.8% of its sales for the fiscal year ended January
29, 2000 during the peak selling season. As a result, the Company's annual
operating results have been, and will continue to be, heavily dependent on the
results of its peak selling season. Net sales are generally lowest during the
period from April through July, and the Company historically has not become
profitable, if at all, until the fourth quarter of a given fiscal year.
The Company does not believe that inflation has had a material adverse
effect on the results of operations for the periods presented, however, there
can be no assurance that the Company's business will not be affected by
inflation in the future.
RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED APRIL 29, 2000 COMPARED TO THE
THREE MONTHS ENDED MAY 1, 1999
Net sales increased 11.1% to $90.3 million in 2000 from $81.3 million
in 1999. Contributing to the $9.0 million sales increase were (i) a $5.5
million, or 7.2%, comparable store sales increase due to the continued strong
sales of young women's merchandise, and (ii) a $3.5 million increase in
non-comparable store sales due to stores that have been open less than one year.
Wilsons Leather opened nine stores and closed two stores in the first
quarter ended April 29, 2000 compared to opening three stores and closing eight
stores during the first quarter last year. Included in the nine stores opened in
the first quarter of 2000 are one mall and eight outlet stores. As of April 29,
2000, Wilsons Leather operated 536 stores compared to 513 stores at May 1, 1999.
8
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Cost of goods sold, buying and occupancy costs for the first quarter of
2000 were 66.7% of net sales, or $60.2 million, compared to 72.1% of sales, or
$58.7 million, for the same period a year ago. The decrease of 5.4 points as a
percentage of net sales is related to an increase in gross margin net of
occupancy and buying costs. Gross margin net of occupancy and buying costs
increased for the quarter as compared to last year due primarily to strong sales
of higher margin fashion merchandise and fewer markdowns as a result of lower
levels of clearance merchandise at the beginning of the quarter. The Company's
inventories are valued under the retail inventory method on the last-in,
first-out (LIFO) basis. The difference in inventories between LIFO and the
first-in first-out method was not material as of April 29, 2000 and May 1, 1999.
Selling, general and administrative expenses for the first quarter of
2000 were 33.0% of net sales, or $29.8 million, compared to 30.2% of net sales,
or $24.6 million, for the same period last year. The increase of 2.8 points as a
percentage of net sales was largely due to expenses of $0.8 million associated
with the Company's e-commerce site as well as a $1.6 million increase in
marketing and advertising related to store signage and magazine advertising in
support of the Company's branding strategy.
Depreciation and amortization expense increased to $2.0 million from
$1.5 million last year, and increased as a percentage of net sales to 2.2% from
1.8%. The increase in depreciation and amortization resulted primarily from
capital expenditures for a new point-of-sale system, new store construction and
the renovation of existing stores.
Net interest (income) expense was income of $0.5 million for the first
quarter of 2000 as compared to expense of $1.1 million during the same period
last year. The change was primarily the result of less long-term debt
outstanding compared to the first quarter last year.
During the first quarter, the Company repurchased $13.3 million of its
11-1/4% Senior Notes, which are due 2004. As a result of the repurchase, the
Company incurred an extraordinary loss, net of tax, of approximately $0.6
million for the early extinguishment of debt.
LIQUIDITY AND CAPITAL RESOURCES
Wilsons Leather's capital requirements are primarily driven by the
Company's seasonal working capital needs and its strategy to open new stores,
remodel existing stores and upgrade information systems. During the first
quarter of 2000 the Company opened seven stores net of closings and anticipates
it will open approximately 40 additional stores by the end of the fiscal year.
The Company's peak working capital needs typically occur during the period from
August through early December as inventory levels are increased in advance of
the Company's peak selling season from October through December.
General Electric Capital Corporation and a syndicate of banks have
provided the Company with a senior credit facility (the Senior Credit Facility).
The Senior Credit Facility provides for borrowings up to $125.0 million in
aggregate principal amount, which includes a letter of credit subfacility of
$85.0 million. The maximum amount available under the Senior Credit Facility is
limited to 60% of net inventories (65% during the months of September and
October plus a $7.5 million seasonal advance). The Company's borrowing
availability is also reduced by outstanding letters of credit.
9
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Interest is payable on borrowings at one or more variable rates
determined by LIBOR plus 1.25%, commercial paper rate plus 1.25% or "prime" plus
0.0% rate. The spreads are subject to change based on the Company's financial
results. As of April 29, 2000, the Company had no borrowings under the Senior
Credit Facility and $31.5 million in outstanding letters of credit. The Company
pays monthly fees on the unused portion of the Senior Credit Facility and on the
average daily amount of letters of credit outstanding during each month. The
Senior Credit Facility expires in May 2002.
The Senior Credit Facility contains certain covenants limiting, among
other things, the Company's ability to make capital expenditures, pay cash
dividends or make other distributions.
The Company plans to use the Senior Credit Facility for its immediate
and future working capital needs, including capital expenditures. For 1999, the
peak borrowings and letters of credit outstanding under the Senior Credit
Facility were $47.7 million and $52.6 million, respectively. The peak time of
year is October through December for borrowings and August through September for
letters of credit. The Company is dependent on the Senior Credit Facility to
fund working capital and letter of credit needs, and management believes that
borrowing capacity under the Senior Credit Facility, together with current and
anticipated cash flow from operations, should be adequate to meet the Company's
anticipated working capital and capital expenditure requirements.
On January 29, 2000, the Company had $43.9 million of 11-1/4% Senior
Notes outstanding. As of April 29, 2000, the Company had reduced the outstanding
balance to $30.6 million by repurchasing, at various times, $13.3 million of its
Senior Notes.
The Company entered into a $40.0 million interest rate swap transaction
on July 7, 1999 with First Union National Bank (First Union) whereby First Union
pays the Company interest at a fixed rate of 11.25% and the Company pays First
Union interest at a commercial paper rate plus 5.37% (11.52% at April 29, 2000).
The agreement terminates on August 15, 2001. As of April 29, 2000 the
transaction had not had a material impact on the Company's financial position or
results of operations.
CASH FLOW ANALYSIS
Operating activities for the three months ended April 29, 2000,
resulted in cash used of $32.6 million compared to cash used of $8.2 million in
1999. The cash used was primarily the result of the seasonal changes in the
Company's current assets and liabilities. The increase in cash used compared to
last year is due primarily to increases in inventory receipts during the first
quarter to replenish the low inventory levels at year end.
Changes in certain balance sheet accounts between January 29, 2000, and
April 29, 2000, reflect normal seasonal variations within the retail industry.
The level of cash and cash equivalents, inventories, accounts receivable,
accounts payable and certain accrued liabilities fluctuate due to the seasonal
nature of the working capital needs of the Company's operations.
Investing activities for the three months ended April 29, 2000, totaled
$7.4 million and were primarily comprised of capital expenditures for a new
point-of-sale system, the renovation of and improvements to existing stores and
construction of new stores. Investing activities for the three months ended May
1, 1999, totaled $2.8 million and were primarily comprised of the renovation of
and improvements to existing stores and construction of new stores.
10
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Net cash used by financing activities for the three months ended April
29, 2000, and May 1, 1999 of $13.3 million and $4.4 million, respectively was
primarily used to repurchase Senior Notes.
YEAR 2000
In order to minimize or eliminate the effect of the year 2000 risk on
the Company's business systems and applications, Wilsons Leather identified,
evaluated, implemented and tested changes to its computer system, applications
and software necessary to achieve year 2000 compliance. The Company's computer
systems and equipment successfully transitioned to the year 2000 with no
significant issues. Wilsons Leather continues to monitor latent problems that
could surface at key dates or events in the future. The Company does not
anticipate any significant problems related to these events. However, there can
be no assurances that failure to address the year 2000 issues by significant
business partners will not have a material adverse effect on the Company.
Wilsons Leather expensed and capitalized the costs to complete the compliance
plan in accordance with appropriate accounting policies.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company's exposure to market risks for changes in interest rates
relates primarily to the Company's short-term investments, short-term
borrowings, long-term debt obligations and interest rate swap agreement. The
Company does not use derivative financial instruments in its available for sale
securities. The Company is averse to principal loss and ensures the safety and
preservation of its investments by limiting default risk and market risk.
The Company mitigates default risk by investing in high credit quality
securities. Market risk is limited by including only securities with active
markets in our portfolio. All short-term investments mature within one year.
At April 29, 2000, Wilsons Leather had cash and cash equivalents
totaling $71.6 million. The effect of a 100 basis point change in interest rates
would have an estimated $285,000 pre-tax earnings and cash flow impact, assuming
other variables are held constant.
The Company's Senior Credit Facility carries interest rate risk that is
generally related to either LIBOR, commercial paper rate or the prime rate. If
either of those rates were to change while Wilsons Leather was borrowing under
the facility, interest expense would increase or decrease accordingly. As of
April 29, 2000, there were no outstanding borrowings under the Senior Credit
Facility and $31.5 million in outstanding letters of credit.
The Company has no earnings or cash flow exposure due to market risks
on its long-term debt obligations as a result of the fixed-rate nature of the
debt. However, interest rate changes would affect the fair market value of the
debt. At April 29, 2000, Wilsons Leather had fixed rate debt of $30.6 million
maturing in August 2004.
The Company entered into a $40.0 million interest rate swap transaction
whereby a financial institution pays the Company interest at a fixed rate of
11.25%, and the Company pays the financial institution interest at a commercial
paper rate plus 5.37% (11.52% at April 29, 2000). The agreement terminates on
August 15, 2001. The effect of a 100 basis point change in interest rates
11
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would have an estimated $500,000 pre-tax earnings and cash flow impact, assuming
other variables are held constant.
----------------------------
Except for historical information, matters discussed in "Management's
Discussion and Analysis of Financial Condition and Results of Operations" are
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. These statements involve risks and uncertainties, and actual results
may be materially different. Because actual results may differ, readers are
cautioned not to place undue reliance on forward-looking statements. Factors
that could cause actual results to differ include: changes in consumer
preferences and fashion trends away from leather; economic downturns;
seasonality of the business; risks associated with foreign sourcing and
international business; decreased availability and increased cost of leather;
future growth depends on ability to make acquisitions; effects of Year 2000 on
information systems; concentration of our common stock; risks associated with
future growth; loss of Chief Executive Officer or President; debt service;
increased competition in the retail leather outerwear, apparel and accessories
industry; failure to attract qualified personnel; and volatility of our common
stock. Certain of these risk factors are more fully discussed in the Company's
Annual Report on Form 10-K for the fiscal year ended January 29, 2000.
12
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PART II - OTHER INFORMATION
ITEM 2. CHANGES IN SECURITIES
See "Management's Discussion and Analysis of Financial Condition and
Results of Operations - Liquidity and Capital Resources" in Part I.,
Item 2., of the document for a description of limitations upon the
payment of dividends.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
A. Exhibits
EXHIBIT DESCRIPTION
------- -----------
10.1 Wilsons The Leather Experts Inc. 2000 Long-Term
Incentive Plan. (1)
27.1 Financial Data Schedule.
-----------
(1) Incorporated herein by reference to Exhibit A to the
Company's 2000 Definitive Proxy Statement on Schedule 14A
(File No. 000-21543).
B. Exhibits and Reports on Form 8-K: The Company did not file any
reports on Form 8-K during the first quarter ended April 29,
2000.
13
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SIGNATURE
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.
WILSONS THE LEATHER EXPERTS INC.
By: /s/ Douglas J. Treff
---------------------------------
Douglas J. Treff
Vice President, Finance,
Chief Financial Officer, and
Assistant Secretary
Date: June 13, 2000
14
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INDEX TO EXHIBITS
Exhibit No. Description Method of Filing
----------- ----------- ----------------
10.1 Wilsons The Leather Experts Inc. 2000 Incorporated
Long Term Incentive Plan by Reference
27.1 Financial Data Schedule (1) Electronic
Transmission
-------------
(1) Incorporated herein by reference to Exhibit A to the Company's 2000
Definitive Proxy Statement on Schedule 14A (File No. 000-21543).
15
