<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: November 1, 1997
-----------------
- OR -
________ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (D) OF THE SECURITIES
EXCHANGE ACT OF 1934.
For the transaction period from to
---------- ---------
COMMISSION FILE NUMBER 000-20969
HIBBETT SPORTING GOODS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 63-1074067
--------- ----------
(State or other jurisdiction of (IRS Employee Identification No.)
incorporation or organization)
451 INDUSTRIAL LANE, BIRMINGHAM, ALABAMA 35211
---------------------------------------- -----
(Address of principal executive offices) (Zip code)
(205)-942-4292
--------------
(Registrant's telephone number including area code)
NONE
----
(Former name, former address and former fiscal year, if changed since last
report)
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
------ ------
Indicate the number of shares outstanding of each of the issuer's common stock,
as of the latest practicable date: Shares of common stock, par value $.01 per
share, outstanding as of November 1, 1997 were 6,393,237 shares.
<PAGE>
HIBBETT SPORTING GOODS, INC.
INDEX
PAGE NO.
--------
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Balance Sheets at
November 1, 1997 and February 1, 1997 3
Condensed Consolidated Statements of Operations for the
Thirteen Week and Thirty-Nine Week Periods Ended
November 1, 1997 and November 2, 1996 4
Condensed Consolidated Statements of Cash Flows for the
Thirty-Nine Week Periods Ended November 1, 1997 and
November 2, 1996 5
Notes to Condensed Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 7-10
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 10
Item 2. Changes in Securities 11
Item 3. Defaults Upon Senior Securities 11
Item 4. Submission of Matters to Vote of Security-Holders 11
Item 5. Other Information 11
Item 6. Exhibits and Reports on Form 8-K 11
<PAGE>
HIBBETT SPORTING GOODS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
NOVEMBER 1, 1997 FEBRUARY 1, 1997
---------------- ----------------
(Unaudited)
<S> <C> <C>
ASSETS
Current Assets:
Cash and cash equivalents $ 2,498 $ 2,269
Accounts receivable, net 2,094 2,097
Inventories 41,307 24,521
Prepaid expenses and other 879 613
Deferred income taxes 771 626
-------- -------
Total current assets 47,549 30,126
-------- -------
Property and equipment, net 11,479 9,884
-------- -------
Noncurrent Assets:
Deferred income taxes 353 321
Other, net 33 27
-------- -------
Total noncurrent assets 386 348
-------- -------
Total Assets $ 59,414 $40,358
======== =======
LIABILITIES AND STOCKHOLDERS' INVESTMENT
Current Liabilities:
Accounts payable $ 19,666 $10,381
Accrued income taxes 438 436
Accrued expenses:
Payroll-related 1,402 1,875
Other 1,957 1,144
Related-party 33 10
-------- -------
Total current liabilities 23,496 13,846
-------- -------
Long-Term Debt - -
-------- -------
Stockholders' Investment:
Preferred stock, $.01 par value 1,000,000 shares
authorized, no shares outstanding - -
Common stock, $.01 par value, 12,000,000 shares
authorized, 6,393,237 shares issued and
outstanding at November 1, 1997 and 6,134,261
shares issued and outstanding at February 1, 1997 64 61
Paid-in capital 53,617 47,974
Retained earnings (deficit) (17,763) (21,523)
-------- -------
Total stockholders' investment 35,918 26,512
-------- -------
Total Liabilities and Stockholders' Investment $ 59,414 $40,358
======== =======
SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
HIBBETT SPORTING GOODS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
THIRTEEN WEEKS ENDED THIRTY-NINE WEEKS ENDED
-------------- -------------- -------------------------------
NOVEMBER 1, 1997 NOVEMBER 2, 1997 NOVEMBER 1, 1997 NOVEMBER 2, 1996
---------------- --------------- ----------------- ----------------
<S> <C> <C> <C> <C>
(Unaudited) (Unaudited)
Net sales $ 27,797 $ 20,618 $ 80,355 $ 59,637
Cost of goods sold,
(Including warehouse, distribution
and store occupancy costs) 19,306 14,201 55,987 41,473
------------- ------------- -------------- -------------
Gross profit 8,491 6,417 24,368 18,164
Store operating, selling, and
administrative expenses 5,722 4,407 16,634 12,174
Depreciation and amortization 576 467 1,649 1,293
------------- ------------- -------------- -------------
Operating income 2,193 1,543 6,085 4,697
Interest expense (income), net 6 792 (5) 2,606
------------- -------------- -------------- -------------
Income before provision for income taxes 2,187 751 6,090 2,091
Provision for income taxes 837 287 2,330 801
------------- -------------- -------------- -------------
Income before extraordinary item 1,350 464 3,760 1,290
Extraordinary item, net - (1,093) - (1,093)
------------- -------------- -------------- -------------
Net income (loss) $ 1,350 $ (629) $ 3,760 $ 197
============= ============== ============== =============
Earnings per common share:
Income before extraordinary item $ 0.21 $ 0.10 $ 0.60 $ 0.31
Extraordinary item, net - (0.24) - (0.26)
------------- ------------- -------------- -------------
Net income (loss) $ 0.21 $ (0.14) $ 0.60 $ 0.05
============= ============= ============== =============
Weighted average shares outstanding 6,366,420 4,549,102 6,310,304 4,168,150
============= ============= ============== =============
SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
</TABLE>
<PAGE>
HIBBETT SPORTING GOODS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
THIRTY-NINE WEEKS ENDED
------------------------------------
NOVEMBER 1, 1997 NOVEMBER 2, 1996
---------------- ----------------
(Unaudited)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 3,760 $ 197
------- -------
Adjustments to reconcile net income to net
cash (used in) operating activities:
Extraordinary item, net - 1,093
Depreciation and amortization 1,649 1,441
Deferred income taxes (177) (173)
(Gain) loss on disposal of assets 16 (531)
Interest expense funded through additional debt - 14
Change in assets and liabilities (6,949) (8,542)
------- -------
Total adjustments (5,461) (6,698)
------- -------
Net cash (used in) operating activities (1,701) (6,501)
------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Capital expenditures (3,268) (3,732)
Proceeds from sale of property 14 5,555
------- -------
Net cash provided by (used in) investing activities (3,254) 1,823
CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from issuance of stock 4,766 33,074
Repayment of long-term debt to stockholders - (16,000)
Principal payments on long-term debt - (4,267)
Proceeds from options exercised and purchase
of shares under employee stock purchase plan 418 -
Repayment of term loan - (1,000)
Revolving loan borrowings and repayments, net - (6,871)
------- -------
Net cash provided by financing activities 5,184 4,936
------- -------
NET INCREASE IN CASH AND CASH EQUIVALENTS 229 258
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 2,269 31
------- -------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 2,498 $ 289
======= =======
</TABLE>
SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
<PAGE>
HIBBETT SPORTING GOODS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Basis of Presentation
The accompanying unaudited consolidated financial statements of Hibbett
Sporting Goods, Inc., and its wholly-owned subsidiaries (the "Company") have
been prepared in accordance with generally accepted accounting principles for
interim financial information and are presented in accordance with the
requirements of Form 10-Q and Article 10 of Regulation S-X. Accordingly, they
do not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. These
financial statements should be read in conjunction with the consolidated
financial statements and notes thereto for the fiscal year ended February 1,
1997. In the opinion of management, the condensed consolidated financial
statements included herein contain all adjustments (consisting only of normal
recurring adjustments) considered necessary for a fair presentation of the
Company's financial position as of November 1, 1997 and November 2, 1996,
and the results of its operations and cash flows for the periods presented.
The Company has experienced and expects to continue to experience seasonal
fluctuations in its net sales and operating income. Therefore, the results of
the interim periods presented herein are not necessarily indicative of the
results to be expected for any other interim period or the full year.
2. EARNINGS PER SHARE
Earnings per share for the periods presented is calculated by dividing net
income by the number of weighted average shares outstanding. Common stock
equivalents in the form of stock options are included in the calculation
utilizing the treasury stock method in accordance with Accounting Principles
Board Opinion ("APB") No. 15 for all periods presented. In February 1997, the
Financial Accounting Standards Board issued Statement of Financial Accounting
Standards ("SFAS") No. 128, Earnings Per Share. SFAS No. 128 will supersede APB
No.15 effective for periods ending after December 15, 1997. Under SFAS No. 128,
the Company's basic earnings per share for the thirteen weeks ended November 1,
1997 and November 2, 1996 would have been $0.22 and $(0.14), respectively and
for the thirty-nine weeks ended November 1, 1997 and November 2, 1996 basic
earnings per share would have been $0.61 and $0.05, respectively.
3. STOCKHOLDERS' INVESTMENT TRANSACTIONS
In October 1997, the Company and certain shareholders completed an offering
of 200,000 primary shares and 933,197 secondary shares at a price of $27.75 per
share. The Company's net proceeds of $4,766,000 were used to reduce borrowings
under the Revolving Credit Facility and for working capital and general
corporate purposes.
4. CONTINGENCIES
The Company is a party to various legal proceedings incidental to its
business. In the opinion of management, after consultation with legal counsel,
the ultimate liability, if any, with respect to those proceedings is not
presently expected to materially affect the financial position or results of
operations of the Company.
6
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
OVERVIEW
Hibbett Sporting Goods, Inc. ("Hibbett" or the "Company") is a rapidly-
growing operator of full-line sporting goods stores in small to mid-sized
markets in the southeastern United States. Hibbett's stores offer a broad
assortment of high quality athletic equipment, footwear, and apparel at
competitive prices with superior customer service. The Company's merchandise
assortment features a core selection of brand name merchandise emphasizing team
and individual sports complemented by a selection of localized apparel and
accessories designed to appeal to a wide range of customers within each market.
The Company believes that its stores are among the primary retail distribution
alternatives for brand name vendors that seek to reach Hibbett's target markets.
The Company operates 101 Hibbett Sports stores as well as eight smaller-
format Sports Addition athletic shoe stores and four larger-format Sports & Co.
superstores. Hibbett's primary retail format and growth vehicle is Hibbett
Sports, a 5,000 square foot store located primarily in enclosed malls as well as
dominant strip centers. Although competitors in some markets may carry product
lines and national brands similar to Hibbett, the Company believes that its
Hibbett Sports stores are typically the primary, full-line sporting goods
retailers in their markets due to, among other factors, the extensive selection
of traditional team and individual sports merchandise offered and a high level
of customer service.
The Company operates on a 52 or 53 week fiscal year ending on the Saturday
nearest to January 31 of each year. Hibbett is incorporated under the laws of
the state of Delaware.
RESULTS OF OPERATIONS
The following table sets forth statement of operations items expressed as a
percentage of net sales for the periods indicated.
<TABLE>
<CAPTION>
THIRTEEN WEEK THIRTY-NINE WEEK
PERIOD ENDED PERIOD ENDED
----------------------- -----------------------
November 1, November 2, November 1, November 2,
1997 1996 1997 1996
----------- ----------- ----------- -----------
<S> <C> <C> <C> <C>
Net sales 100.0% 100.0 % 100.0 % 100.0 %
Cost of goods sold, including
warehouse,
distribution, and store 69.5 68.9 69.7 69.5
occupancy costs ----- ----- ----- -----
Gross profit 30.5 31.1 30.3 30.5
Store operating, selling, and
administrative
expenses 20.6 21.4 20.7 20.4
Depreciation and amortization 2.0 2.3 2.0 2.2
----- ----- ----- -----
Operating income 7.9 7.4 7.6 7.9
Interest expense (income), net - 3.8 - 4.4
----- ----- ----- -----
Income before provision for
income taxes
and extraordinary item 7.9 3.6 7.6 3.5
Provision for income taxes 3.0 1.4 2.9 1.4
----- ----- ----- -----
Income before extraordinary 4.9 2.2 4.7 2.1
item
Extraordinary item, net - (5.3) - (1.8)
----- ----- ----- -----
Net income (loss) 4.9% (3.1)% 4.7% 0.3 %
===== ===== ===== =====
</TABLE>
7
<PAGE>
THIRTEEN WEEKS ENDED NOVEMBER 1, 1997 COMPARED TO THIRTEEN WEEKS ENDED
NOVEMBER 2, 1996
Net sales. Net sales increased $7.2 million, or 34.8%, to $27.8 million for
the thirteen weeks ended November 1, 1997, from $20.6 million for the comparable
period in the prior year. This increase is attributed to the opening of twenty-
eight Hibbett Sports stores and one Sports Addition store in the last 52 week
period ended November 1, 1997, and a 9.2% increase in comparable store net
sales. The increase in comparable net sales was due primarily to increased
footwear and equipment sales. During the thirteen weeks ended November 1, 1997,
the Company opened nine Hibbett Sports stores and closed one Hibbett Sports
store and one Sports Addition store. New stores and stores not in the comparable
store net sales calculation accounted for $5.8 million of the increase in net
sales and increases in comparable store net sales contributed $1.4 million.
Comparable store net sales data for a period reflect stores open throughout that
period and the corresponding period of the prior fiscal year. Comparable store
net sales do not include sales by the Company's four larger format Sports & Co.
superstores or the Company's wholly-owned subsidiary, Hibbett Team Sales, Inc.
Gross profit. Cost of goods sold includes the cost of inventory, occupancy
costs for stores and occupancy and operating costs for the distribution center.
Gross profit was $8.5 million, or 30.5% of net sales, in the thirteen weeks
ended November 1, 1997, as compared to $6.4 million, or 31.1% of net sales, in
the same period of the prior fiscal year. The decrease in product margin as a
percentage of net sales in the thirteen weeks ended November 1, 1997 was due
primarily to additional markdowns in the current year period related to licensed
apparel categories.
Store operating, selling and administrative expenses. Store operating,
selling and administrative expenses were $5.7 million, or 20.6% of net sales,
for the thirteen weeks ended November 1, 1997, as compared to $4.4 million, or
21.4% of net sales, for the comparable period a year ago. The decrease in store
operating, selling and administrative expenses as a percentage of net sales in
the thirteen weeks ended November 1, 1997 is primarily attributable to improved
leveraging of these costs over higher sales.
Depreciation and amortization. Depreciation and amortization as a
percentage of net sales decreased to 2.0% in the thirteen weeks ended November
1, 1997, from 2.3% for the comparable period in the prior year due to the
increase in net sales.
Interest expense (income), net. The $786,000 decrease in interest expense
for the thirteen weeks ended November 1, 1997 compared to the prior year period
is primarily the result of the repayment of long-term debt from the proceeds of
the initial public offering in October 1996.
Extraordinary item, net. The $1,093,000 extraordinary item in the prior
year period was the result of the early extinguishment of debt with the proceeds
of the initial public offering. This item is shown net of the applicable income
tax benefit of $677,000.
THIRTY-NINE WEEKS ENDED NOVEMBER 1, 1997 COMPARED TO THIRTY-NINE WEEKS ENDED
NOVEMBER 2, 1996
Net sales. Net sales increased $20.7 million, or 34.7%, to $80.4 million
for the thirty-nine weeks ended November 1, 1997, from $59.6 million for the
comparable period in the prior year. This increase is attributed to the opening
of twenty-eight Hibbett Sports stores and one Sports Addition store in the last
52 week period ended November 1, 1997, and an 8.5% increase in comparable store
net sales. The increase in comparable net sales was due primarily to increased
footwear and equipment sales as well as improved inventory processing at the
distribution center. During the thirty-nine weeks ended November 1, 1997, the
Company opened twenty-five Hibbett Sports stores and one Sports Addition store.
New stores and stores not in the comparable store net sales calculation
accounted for $16.9 million of the increase in net sales and increases in
comparable store net sales contributed $3.8 million. Comparable store net sales
data for a period reflect stores open throughout that period and the
corresponding period of the prior fiscal year. Comparable store net sales do not
include sales by the Company's four larger format Sports & Co. superstores or
the Company's wholly-owned subsidiary, Hibbett Team Sales, Inc.
Gross profit. Cost of goods sold includes the cost of inventory, occupancy
costs for stores and occupancy and operating costs for the distribution center.
Gross profit was $24.4 million, or 30.3% of net sales, in the thirty-nine weeks
8
<PAGE>
ended November 1, 1997, as compared to $18.2 million, or 30.5% of net sales, in
the same period of the prior fiscal year. A slight decline in product margin
was primarily offset by improved leveraging of warehouse and distribution costs
in the current year period.
Store operating, selling and administrative expenses. Store operating,
selling and administrative expenses were $16.6 million, or 20.7% of net sales,
for the thirty-nine weeks ended November 1, 1997. Store operating, selling and
administrative expenses for the thirty-nine weeks ended November 2, 1996 include
a net gain on the disposal of assets which primarily relates to the $513,000
pre-tax gain on the sale of the Company's former headquarters and distribution
facility. The net gain was substantially offset by a one-time pre-tax
compensation expense of approximately $462,000 related to stock options issued
on August 1, 1996. Excluding these items, store operating, selling and
administrative expenses were $12.2 million, or 20.5% of net sales for the
thirty-nine weeks ended November 2, 1996. The increase in store operating,
selling and administrative expenses as a percentage of net sales in the thirty-
nine weeks ended November 1, 1997 is primarily attributable to costs associated
with the opening of twenty-six new stores in the current year period as compared
to nineteen stores in the prior year period.
Depreciation and amortization. Depreciation and amortization as a
percentage of net sales decreased slightly to 2.0% in the thirty-nine weeks
ended November 1, 1997, from 2.2% for the comparable period in the prior year
due to the increase in net sales.
Interest expense (income), net. The $2.6 million net decrease in interest
expense for the thirty-nine weeks ended November 1, 1997 compared to the prior
year period is primarily the result of the repayment of long-term debt from the
proceeds of the initial public offering in October 1996.
Extraordinary item, net. The $1,093,000 extraordinary item in the prior
year period was the result of the early extinguishment of debt with the proceeds
of the initial public offering. This item is shown net of the applicable income
tax benefit of $677,000.
LIQUIDITY AND CAPITAL RESOURCES
The Company's capital requirements relate primarily to new store openings
and working capital requirements. The Company's working capital needs are
somewhat seasonal in nature and typically reach their peak near the end of the
third and the beginning of the fourth quarter of its fiscal year. Historically,
the Company has funded its cash requirements primarily through cash flows from
operations and borrowings under its revolving loan facilities.
Net cash provided by (used in) operating activities has historically been
driven by net income levels combined with fluctuations in inventory and accounts
payable balances. The Company has continued to increase inventory levels in the
thirty-nine weeks ended November 1, 1997 as the number of new stores has
increased. The Company has financed this increase through increased net income
and accounts payable balances. Net cash used in operating activities was $1.7
million for the thirty-nine week period ending November 1, 1997 as compared to
net cash used in operating activities of $6.5 million for the thirty-nine week
period ending November 2, 1996.
With respect to cash flows from investing activities, the $3.3 million of
capital expenditures in the thirty-nine week period ended November 1, 1997
primarily related to the opening of twenty-six new stores, various store
remodels, and headquarters and distribution center-related capital expenditures.
The higher capital expenditures in the prior year period resulted primarily from
the opening of the fourth larger format Sports & Co. superstore in September
1996. During the first quarter of the prior year, the Company completed the
sale-leaseback of its new headquarters and distribution center and the sale of
the former headquarters and warehouse facilities for combined proceeds of $5.6
million and used the proceeds to repay $4.3 million of long-term debt then
outstanding.
Net cash provided by financing activities of $5.2 million for the thirty-
nine week period ending November 1, 1997 was the result of (1) net proceeds from
a secondary public stock offering, and (2) proceeds from the exercise of stock
options. Upon the exercise of the above referenced stock options, the proceeds
and the related accrued compensation expense were credited to paid-in capital.
9
<PAGE>
The Company estimates capital expenditures in fiscal 1998 to be
approximately $3.9 million which includes resources budgeted to (i) fund the
opening of approximately 32 Hibbett Sports stores, (ii) remodel selected
existing stores and (iii) fund headquarters and distribution center-related
capital expenditures.
In October 1996, the Company established an unsecured $20 million Revolving
Credit Facility (the "Facility") provided by AmSouth Bank of Alabama. Borrowings
under the Facility bear interest at the Company's option either at a base rate,
a quoted cost of funds rate, or a LIBOR based rate. As of November 1, 1997,
there was no outstanding balance under the Facility which expires October
31, 1999. Based on its current operating and store opening plans, the Company
believes that it can fund its cash needs for the foreseeable future through
borrowings under the Revolving Credit Facility and cash generated from
operations.
NEW ACCOUNTING PRONOUNCEMENTS
In February 1997, the Financial Accounting Standards Board ("FASB") issued
SFAS No. 128, Earnings Per Share. SFAS No. 128 will supersede APB No.15
effective for financial statements for periods ending after December 15, 1997.
Under SFAS No. 128, the Company's basic earnings per share for the thirteen
weeks ended November 1, 1997 and November 2, 1996 would have been $0.22 and
$(0.14), respectively, and for the thirty-nine weeks ended November 1, 1997 and
November 2, 1996 basic earnings per share would have been $0.61 and $0.05,
respectively.
In June 1997, the FASB issued SFAS No. 130, Reporting Comprehensive Income,
which establishes standards for reporting and display of "Comprehensive Income"
which is the total of net income and all other non-owner changes in
stockholders' equity and its components. The Company will adopt the standard in
fiscal 1999.
In June 1997, the FASB issued Statement No. 131, Disclosures about Segments
of an Enterprise and Related Information. SFAS No. 131, which supersedes SFAS
Nos. 14, 18, 24 and 30, establishes new standards for segment reporting, using
the "management approach," in which reportable segments are based on the same
criteria on which management disaggregates a business for making operating
decisions and assessing performance. The Company is in the process of evaluating
SFAS No. 131 and its impact and will adopt the standard in fiscal 1999.
SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS
The statements contained in this report that are not purely historical or
which might be considered an opinion or projection concerning the Company or its
business, whether express or implied, are forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. These
statements may include statements regarding the Company's expectations,
intentions, plans or strategies regarding the future. All forward-looking
statements included in this document are based upon information available to the
Company on the date hereof, and the Company assumes no obligation to update any
such forward-looking statements. It is important to note that the Company's
actual results could differ materially from those described or implied in such
forward-looking statements because of, among other factors, the ability of the
Company to execute its expansion plans, a shift in demand for the merchandise
offered by the Company, the Company's ability to obtain brand name merchandise
at competitive prices, the effect of regional or national economic conditions
and the effect of competitive pressures from other retailers. In addition, the
reader should consider the risk factors described from time to time in the
Company's other documents and reports, including the factors described under
"Risk Factors" in the Company's Registration Statement on Form S-1, filed with
the Securities and Exchange Commission on October 20, 1997, as amended, as well
as the Company's reports on Forms 10-Q and 10-K.
PART II OTHER INFORMATION
ITEM 1: Legal Proceedings
The Company is a party to various legal proceedings incidental to its
business. In the opinion of management, after consultation with legal
counsel, the ultimate liability, if any, with respect to those proceedings is
not presently expected to materially affect the financial position or results
of operations of the Company.
10
<PAGE>
ITEM 2: Changes in Securities
For information related to the secondary public offering of stock, see Note
3 of Notes to the Condensed Consolidated Financial Statements.
ITEM 3: Defaults Upon Senior Securities
None
ITEM 4: Submission of Matters to Vote of Security-Holders
None
ITEM 5: Other Information
None
ITEM 6: Exhibits and Reports on Form 8-K
(A) Exhibits
Exhibit # Description
--------- -----------
11 Computation of Earnings per common share
27 Financial Data Schedule (for SEC use only)
(B) Reports on Form 8-K
None
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrants has duly caused this report to be signed on its behalf by the
undersigned duly authorized.
HIBBETT SPORTING GOODS, INC.
Date: By: /s/ Susan H. Fitzgibbon
---------------------------- -------------------------
Susan H. Fitzgibbon
Vice President and
Chief Financial Officer
11
<PAGE> EXHIBIT 11
HIBBETT SPORTING GOODS, INC. AND SUBSIDIARIES
STATEMENT OF COMPUTATION OF EARNINGS PER SHARE
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
THIRTEEN WEEKS ENDED THIRTY-NINE WEEKS ENDED
----------------------------------- ----------------------------------
NOVEMBER 1, 1997 NOVEMBER 2, 1996 NOVEMBER 1, 1997 NOVEMBER 2, 1996
---------------- ---------------- ---------------- ----------------
(Unaudited) (Unaudited)
<S> <C> <C> <C> <C>
Income before extraordinary item $ 1,350 $ 464 $ 3,760 $ 1,290
Extraordinary item, net (1) - (1,093) - (1,093)
--------- --------- --------- ---------
Net income (loss) $ 1,350 $ (629) $ 3,760 $ 197
========= ========= ========= =========
Weighted average number of common and
common equivalent shares outstanding:
Weighted average shares, excluding the
effect of stock options 6,214,637 4,405,689 6,172,057 4,024,737
Effect of stock options (2) 151,783 143,413 138,247 143,413
--------- --------- --------- ---------
6,366,420 4,549,102 6,310,304 4,168,150
========= ========= ========= =========
Earnings per common share:
Income before extraordinary item $ 0.21 $ 0.10 $ 0.60 $ 0.31
Extraordinary item, net (1) - (0.24) - (0.26)
--------- --------- --------- ---------
Net income (loss) $ 0.21 $ (0.14) $ 0.60 $ 0.05
========= ========= ========= =========
- -------------------------------
(1) During the third quarter ended November 2, 1996 the Company completed its initial public offering with net proceeds of
$32,868,000. In connection therewith, a substantial portion of the Company's long-term debt was repaid resulting in a loss of
$1,093,000 (net of the applicable tax benefit of $677,000). The loss was classified as an extraordinary item.
(2) Stock options have been included in the above computation utilizing the treasury stock method.
</TABLE>
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
This schedule contains summary information extracted from the financial
statements of Hibbett Sporting Goods, Inc. for the year to date period ended
November 1, 1997, and is qualified in its entirety by reference to such
financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> JAN-31-1998
<PERIOD-START> FEB-2-1997
<PERIOD-END> NOV-1-1997
<CASH> 2,498
<SECURITIES> 0
<RECEIVABLES> 2,228
<ALLOWANCES> 134
<INVENTORY> 41,307
<CURRENT-ASSETS> 47,549
<PP&E> 21,749
<DEPRECIATION> 10,270
<TOTAL-ASSETS> 59,414
<CURRENT-LIABILITIES> 23,496
<BONDS> 0
0
0
<COMMON> 64
<OTHER-SE> 35,854
<TOTAL-LIABILITY-AND-EQUITY> 59,414
<SALES> 80,355
<TOTAL-REVENUES> 80,355
<CGS> 55,987
<TOTAL-COSTS> 55,987
<OTHER-EXPENSES> 18,283
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> (5)
<INCOME-PRETAX> 6,090
<INCOME-TAX> 2,330
<INCOME-CONTINUING> 3,760
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,760
<EPS-PRIMARY> 0.60
<EPS-DILUTED> 0.60
</TABLE>
