<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: August 2, 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 August 2, 1997 were 6,192,330 shares.
<PAGE>
HIBBETT SPORTING GOODS, INC.
INDEX
PAGE NO.
--------
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Balance Sheets at
August 2, 1997 and February 1, 1997 2
Condensed Consolidated Statements of Operations for the
Thirteen Week and Twenty-Six Week Periods Ended
August 2, 1997 and August 3, 1996 3
Condensed Consolidated Statements of Cash Flows for the
Twenty-Six Week Periods Ended August 2, 1997 and
August 3, 1996 4
Notes to Condensed Consolidated Financial Statements 5
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 6-9
PART II. OTHER INFORMATION
Item 1. Legal Proceedings 9
Item 2. Changes in Securities 9
Item 3. Defaults Upon Senior Securities 9
Item 4. Submission of Matters to Vote of Security-Holders 10
Item 5. Other Information 10
Item 6. Exhibits and Reports on Form 8-K 10
<PAGE>
HIBBETT SPORTING GOODS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
AUGUST 2, 1997 FEBRUARY 1, 1997
---------------- ------------------
(Unaudited)
<S> <C> <C>
ASSETS
Current Assets:
Cash and cash equivalents $ 1,073 $ 2,269
Accounts receivable, net 2,247 2,097
Inventories 33,546 24,521
Prepaid expenses and other 1,557 613
Deferred income taxes 719 626
---------------- ------------------
Total current assets 39,142 30,126
---------------- ------------------
Property and equipment, net 10,485 9,884
---------------- ------------------
Noncurrent Assets:
Deferred income taxes 343 321
Other, net 24 27
---------------- ------------------
Total noncurrent assets 367 348
---------------- ------------------
Total Assets $ 49,994 $ 40,358
================ ==================
LIABILITIES AND STOCKHOLDERS' INVESTMENT
Current Liabilities:
Accounts payable $ 16,622 $ 10,381
Accrued income taxes 121 436
Accrued expenses:
Payroll-related 1,323 1,875
Other 1,402 1,144
Related-party 33 10
---------------- ------------------
Total current liabilities 19,501 13,846
---------------- ------------------
Long-Term Debt 704 -
---------------- ------------------
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, 6,192,330
shares issued and outstanding at August
2, 1997 and 6,134,261 shares issued
and outstanding at February 1, 1997 62 61
Paid-in capital 48,840 47,974
Retained earnings (deficit) (19,113) (21,523)
---------------- ------------------
Total stockholders' investment 29,789 26,512
---------------- ------------------
Total Liabilities and Stockholders' Investment $ 49,994 $ 40,358
================ ==================
</TABLE>
SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
2
<PAGE>
HIBBETT SPORTING GOODS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(DOLLARS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS)
<TABLE>
<CAPTION>
THIRTEEN WEEKS ENDED TWENTY-SIX WEEKS ENDED
--------------------------------- ---------------------------------
AUGUST 2, 1997 AUGUST 3, 1996 AUGUST 2, 1997 AUGUST 3, 1996
---------------- ---------------- ---------------- ----------------
(Unaudited) (Unaudited)
<S> <C> <C> <C> <C>
Net sales $ 26,393 $ 18,768 $ 52,558 $ 39,019
Cost of goods sold,
(Including warehouse, distribution
and store occupancy costs) 18,555 13,237 36,681 27,272
---------------- ---------------- ---------------- ----------------
Gross profit 7,838 5,531 15,877 11,747
Store operating, selling, and
administrative expenses 5,671 4,373 10,912 7,767
Depreciation and amortization 556 433 1,073 826
---------------- ---------------- ---------------- ----------------
Operating income 1,611 725 3,892 3,154
Interest expense (income), net 14 904 (11) 1,814
---------------- ---------------- ---------------- ----------------
Income (loss) before provision for
income taxes 1,597 (179) 3,903 1,340
Provision (credit) for income taxes 611 (70) 1,493 514
---------------- ---------------- ---------------- ----------------
Net income (loss) $ 986 $ (109) $ 2,410 $ 826
================ ================ ================ ================
Earnings per common share:
Net income (loss) $0.16 $(0.03) $0.38 $0.21
================ ================ ================ ================
Weighted average shares outstanding 6,279,770 3,959,501 6,264,084 3,938,223
================ ================ ================ ================
</TABLE>
SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
3
<PAGE>
HIBBETT SPORTING GOODS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATION STATEMENTS OF CASH FLOWS
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
TWENTY-SIX WEEKS ENDED
-----------------------------------
AUGUST 2, 1997 AUGUST 3, 1996
-------------- --------------
(Unaudited)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES: $ 2,410 $ 826
Net income -------------- --------------
Adjustments to reconcile net income to net
cash privided by (used in) operating activities: 1,073 943
Depreciation and amortization (115) (116)
Deferred income taxes 7 (504)
(Gain) loss on disposal of assets - 14
Interest expense funded through additional debt (4,005) (5,480)
Change in assets and liabilities -------------- --------------
(3,040) (5,143)
Total adjustments -------------- --------------
(630) (4,317)
Net cash (used in) operating activities -------------- --------------
CASH FLOWS FROM INVESTING ACTIVITIES: (1,680) (2,385)
Capital expenditures 5 5,553
Proceeds from sale of property -------------- --------------
(1,675) 3,168
Net cash provided by (used in) investing activities
CASH FLOWS FROM FINANCING ACTIVITIES: - (4,267)
Principal payments on long-term debt -
Proceeds from options exercised and purchase 405 -
of shares under employee stock purchase plan 704 5,421
Revolving loan borrowings and repayments, net -------------- --------------
1,109 1,154
Net cash provided by financing activities -------------- --------------
(1,196) 5
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 2,269 31
-------------- --------------
CASH AND CASH EQUIVALENTS, END OF PERIOD $ 1,073 $ 36
============== ==============
</TABLE>
SEE NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS.
4
<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 August 2, 1997 and August 3, 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 March 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 August 2,
1997 and August 3, 1996 would have been unchanged, and for the twenty-six weeks
ended August 2, 1997 and August 3, 1996 basic earnings per share would have been
$0.39 and $0.22, respectively.
3. 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.
5
<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 93 Hibbett Sports stores as well as nine 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 predominantly in enclosed malls.
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 TWENTY-SIX WEEK
PERIOD ENDED PERIOD ENDED
------------------------- -------------------------
August 2, August 3, August 2, August 3,
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 occupancy costs 70.3 70.5 69.8 69.9
----- ------- ----- -------
Gross profit 29.7 29.5 30.2 30.1
Store operating, selling, and administrative
expenses 21.5 23.3 (1) 20.8 19.9 (2)
Depreciation and amortization 2.1 2.3 2.0 2.1
----- ------- ----- -------
Operating income 6.1 3.9 (1) 7.4 8.1 (2)
Interest expense, net 0.1 4.8 --- 4.7
----- ------- ----- -------
Income (loss) before provision for income taxes 6.0 (0.9) 7.4 3.4
Provision (credit) for income taxes 2.3 (0.3) 2.8 1.3
----- ------- ----- -------
Net income (loss) 3.7% (0.6)% 4.6% 2.1%
====== ======= ===== =======
</TABLE>
(1) Includes a one-time pre-tax compensation expense of $462,000 related to
stock options issued on August 1, 1996. Excluding this expense, store
operating, selling and administrative expenses represented 20.8% of net
sales, and operating income would have been 6.3% of net sales for the
thirteen weeks ended August 3, 1996.
(2) Includes a $513,000 pre-tax gain on the sale of the Company's former
headquarters and distribution facility and a one-time pre-tax compensation
expense of $462,000 related to stock options issued on August 1, 1996.
Excluding these items, store operating, selling and administrative expenses
represented 20.0% of net sales, and operating income would have been 8.0%
of net sales for the twenty-six weeks ended August 3, 1996.
6
<PAGE>
THIRTEEN WEEKS ENDED AUGUST 2, 1997 COMPARED TO THIRTEEN WEEKS ENDED
AUGUST 3, 1996
Net sales. Net sales increased $7.6 million, or 40.6%, to $26.4 million
for the thirteen weeks ended August 2, 1997, from $18.8 million for the
comparable period in the prior year. This increase is attributed to the opening
of thirty-one Hibbett Sports stores, one Sports and Co. superstore and one
Sports Addition store in the last 52 week period ended August 2, 1997, and a
9.5% 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 thirteen
weeks ended August 2, 1997, the Company opened six Hibbett Sports stores and one
Sports Addition store. New stores and stores not in the comparable store net
sales calculation accounted for $6.1 million of the increase in net sales and
increases in comparable store net sales contributed $1.5 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 $7.8 million, or 29.7% of net sales, in the thirteen weeks
ended August 2, 1997, as compared to $5.5 million, or 29.5% of net sales, in the
same period of the prior fiscal year. A slight increase in product margin was
offset by a slight increase in store occupancy costs, with the improvement in
overall gross profit being due to 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 $5.7 million, or 21.5% of net sales,
for the thirteen weeks ended August 2, 1997, as compared to $4.4 million, or
23.3% of net sales, for the comparable period a year ago. Store operating,
selling and administrative expenses for the thirteen weeks ended August 3, 1996
include a one-time pre-tax compensation expense of $462,000 related to stock
options issued on August 1, 1996. Excluding this one-time expense, store
operating, selling and administrative expenses were $3.9 million, or 20.8% of
net sales for the thirteen weeks ended August 3, 1996. The increase in store
operating, selling and administrative expenses as a percentage of net sales in
the thirteen weeks ended August 2, 1997 is primarily attributable to costs
associated with the opening of six new stores in the period as compared to four
stores in the prior year period as well as public company related costs.
Depreciation and amortization. Depreciation and amortization as a
percentage of net sales decreased to 2.1% in the thirteen weeks ended August 2,
1997, from 2.3% for the comparable period in the prior year due to the increase
in net sales.
Interest expense (income), net. The $890,000 decrease in interest expense
for the thirteen weeks ended August 2, 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.
TWENTY-SIX WEEKS ENDED AUGUST 2, 1997 COMPARED TO TWENTY-SIX WEEKS ENDED
AUGUST 3, 1996
Net sales. Net sales increased $13.5 million, or 34.7%, to $52.6 million
for the twenty-six weeks ended August 2, 1997, from $39.0 million for the
comparable period in the prior year. This increase is attributed to the opening
of thirty-one Hibbett Sports stores, one Sports & Co. superstore and one Sports
Addition store in the last 52 week period ended August 2, 1997, and a 8.8%
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 twenty-six weeks
ended August 2, 1997, the Company opened sixteen Hibbett Sports stores and one
Sports Addition store. New stores and stores not in the comparable store net
sales calculation accounted for $10.7 million of the increase in net sales and
increases in comparable store net sales contributed $2.8 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 $15.9 million, or 30.2% of net sales, in the twenty-six weeks
7
<PAGE>
ended August 2, 1997, as compared to $11.7 million, or 30.1% of net sales, in
the same period of the prior fiscal year. A slight decline in product margin
was 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 $10.9 million, or 20.8% of net sales,
for the twenty-six weeks ended August 2, 1997, as compared to $7.8 million, or
19.9% of net sales, for the comparable period a year ago. Store operating,
selling and administrative expenses for the twenty-six weeks ended August 3,
1996 include a net gain on the disposal of assets which primarily relates to the
$513,000 gain on the sale of the Company's former headquarters and distribution
facility. The net gain was substantially offset by a one-time compensation
expense of $462,000 related to stock options issued on August 1, 1996.
Excluding these items, store operating, selling and administrative expenses were
$7.8 million, or 20.0% of net sales for the twenty-six weeks ended August 3,
1996. The increase in store operating, selling and administrative expenses as a
percentage of net sales in the twenty-six weeks ended August 2, 1997 is
primarily attributable to costs associated with the opening of seventeen new
stores in the current year period as compared to six 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 twenty-six weeks ended
August 2, 1997, from 2.1% for the comparable period in the prior year due to the
increase in net sales.
Interest expense (income), net. The $1,825,000 net decrease in interest
expense for the twenty-six weeks ended August 2, 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.
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 credit 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
twenty-six weeks ended August 2, 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 $630,000 for the
twenty-six week period ending August 2, 1997 as compared to net cash used in
operating activities of $4.3 million for the twenty-six week period ending
August 3, 1996.
With respect to cash flows from investing activities, the $1.7 million of
capital expenditures in the twenty-six week period ended August 2, 1997
primarily related to the opening of seventeen new stores, store remodels, and
headquarters and distribution center-related capital expenditures. 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 $1.1 million for the twenty-
six week period ending August 2, 1997 was primarily the result of (1) proceeds
from the exercise of stock options, and (2) net loan borrowings and repayments
under the Company's revolving credit facility. Upon the exercise of the above
referenced stock options, the proceeds and the related accrued compensation
expense were credited to paid-in capital.
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 27 Hibbett Sports stores, (ii) remodel selected
existing stores and (iii) fund headquarters and distribution center-related
capital expenditures.
8
<PAGE>
In October 1996, the Company established a new 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 August 2,
1997, there was $704,000 outstanding 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 March 1997, the Financial Accounting Standards Board 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 August
2, 1997 and August 3, 1996 would have been unchanged, and for the twenty-six
weeks ended August 2, 1997 and August 3, 1996 basic earnings per share would
have been $0.39 and $0.22, respectively.
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 June 27, 1996, 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.
ITEM 2: Changes in Securities
None
ITEM 3: Defaults Upon Senior Securities
None
9
<PAGE>
ITEM 4: Submission of Matters to Vote of Security-Holders
At the Company's Annual Meeting of Shareholders held on June 24, 1997, the
following individuals were re-elected to the Board of Directors:
Votes For Votes Withheld
----------------- ------------------
F. Barron Fletcher, III 5,857,668 4,850
John F. Megrue, Jr. 5,857,668 4,850
As Class I directors, Messrs. Fletcher and Megrue will serve until the Annual
Meeting of Shareholders in 2000, or such time as successors are elected and
qualified.
In addition, the proposal to appoint the firm of Arthur Andersen LLP as the
independent public accountants of the Company was approved at the Company's
Annual Meeting by the following vote:
For Against Abstain
---------------------------------------------------------------
5,860,893 1,300 325
ITEM 5: Other Information
On May 5, 1997, the Company granted 52,500 options under the Hibbett
Sporting Goods, Inc. 1996 Stock Option Plan, as amended. The options
become exercisable 20% at the end of the following five successive
years and have an exercise price of $15.00 per share, the market value
on the date of grant.
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
SIGNATURE
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
10
<PAGE>
EXHIBIT 11
HIBBETT SPORTING GOODS, INC.
STATEMENT OF COMPUTATION OF EARNINGS PER SHARE
FOR THE PERIODS ENDED AUGUST 2, 1997 AND AUGUST 3, 1996
<TABLE>
<CAPTION>
Thirteen Weeks Ended Twenty -Six Weeks Ended
-------------------------- --------------------------
August 2, August 3, August 2, August 3,
1997 1996 1997 1996
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
Net Income (loss) $ 986,000 $ (109,000) $2,410,000 $ 826,000
============ ============ ============ ============
Weighted average number of common
and common equivalent shares
outstanding (1):
Weighted average shares, excluding
the effect of stock options 6,167,273 3,834,261 6,150,767 3,834,261
Effect of stock options (2) 112,497 125,240 113,317 103,962
------------ ------------ ------------ ------------
6,279,770 3,959,501 6,264,084 3,938,223
============ ============ ============ ============
Net Income (loss) per common share $0.16 $(0.03) $0.38 $0.21
============ ============ ============ ============
</TABLE>
(1) All share and per share amounts have been restated for all periods
presented to reflect the 1-for-6.1 reverse stock split discussed in
Note 2 of Hibbett Sporting Goods, Inc. Annual report on Form 10-K for
Fiscal 1997.
(2) Stock Options have been included in the above computation utilizing
the treasury stock method.
<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
AUGUST 2, 1997, AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL
STATEMENTS.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JAN-31-1998
<PERIOD-START> FEB-2-1997
<PERIOD-END> AUG-2-1997
<CASH> 1,073
<SECURITIES> 0
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0
0
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</TABLE>
