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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): DECEMBER 1, 1999
HOT TOPIC, INC.
(Exact name of registrant as specified in its charter)
CALIFORNIA
(State or other jurisdiction of incorporation)
0-28784 77-0198182
(Commission File No.) (IRS Employer Identification No.)
18305 EAST SAN JOSE AVENUE
CITY OF INDUSTRY, CALIFORNIA 91748
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code: (626) 839-4681
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ITEM 5. OTHER EVENTS.
On December 1, 1999, Hot Topic, Inc. ("Hot Topic") announced the Board
of Directors of Hot Topic approved a two-for-one stock split to be implemented
as a 100% stock dividend (the "Stock Split"). Each Hot Topic shareholder of
record as of December 13, 1999 will receive one additional share of Common Stock
for each share of Common Stock held. In addition, the number of shares of Common
Stock reserved for issuance or subject to outstanding options granted under Hot
Topic's 1996 Equity Incentive Plan, as amended, 1996 Non-Employee Directors'
Stock Option Plan, as amended and Employee Stock Purchase Plan will increase by
100%. The following Registration Statements will cover the increase in the
number of shares as a result of the Stock Split: 333-13875; 333-58173. Hot Topic
hereby incorporates by reference the contents of the news release announcing the
Stock Split filed as Exhibit 99.1 to this report.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(C) EXHIBITS.
99.1 News Release dated December 1, 1999.
2.
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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 hereunto duly authorized.
HOT TOPIC, INC.
Dated: December 1, 1999 By: /s/ Jay A. Johnson
--------------------------
Jay A. Johnson,
Chief Financial Officer
3.
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INDEX TO EXHIBITS
99.1 News Release dated December 1, 1999.
EXHIBIT 99.1
** NEWS RELEASE ** Contact:
MR. JAY A. JOHNSON, CHIEF
FINANCIAL OFFICER
Hot Topic, Inc.
(626)839-4681
NOVEMBER COMP STORE SALES INCREASE 31.9%
TOTAL NET SALES INCREASED 72% FOR NOVEMBER, 64% YTD
BOARD OF DIRECTORS DECLARES TWO-FOR-ONE STOCK SPLIT
CITY of INDUSTRY, CA, December 1, 1999 -- Hot Topic, Inc.(Nasdaq National
Market: HOTT) announced today its net sales for fiscal November 1999 (four weeks
ended November 27, 1999) increased 72% to $13,366,000 from net sales of
$7,769,000 for fiscal November 1998. Same store sales increased by 31.9%
compared to November 1998. Last year, November same store sales decreased by
7.8%.
Net sales for the first ten months of fiscal 1999 (forty-three weeks ended
November 27, 1999) increased 64% to $122,395,000 from net sales of $74,578,000
for the first ten months of fiscal 1998. Same store sales increased by 21.6%
compared to the first ten months of 1998. Last year, the first ten months same
store sales increased by 2.9%. The Company operated 209 stores at the end of
November 1999, an increase of 54 stores over the 155 stores open at the end of
November 1998. Eleven new stores were opened during November 1999, including the
Company's first store in Hawaii.
The Company also announced that its Board of Directors has declared a
two-for-one split (in the form of a dividend)of its common stock. On the
effective date of December 27, 1999, shareholders will receive a dividend of one
additional share for every share they own on the record date of December 13,
1999. Following the effective date of the split, Hot Topic will have
approximately 9.4 million shares outstanding.
Orv Madden, President and Chief Executive Officer, said,
"We are very pleased with November sales and the sales trend this Holiday
season. We experienced strong positive customer reaction to the early shipments
of holiday merchandise. Both comparable store sales and newer, non-comparable
store sales in all regions of the country were over our plan. Women's and young
men's apparel, shoes and women's accessories were particularly strong in
November."
Madden continued, "Traffic and sales in November on our expanded web site,
www.hottopic.com, were strong. Sales in November from our web site were
approximately 600% greater than last November."
"We are pleased to split our stock for the first time. The stock split
should benefit Hot Topic stockholders by making our stock more accessible to
individual investors and by increasing liquidity," added Madden.
Hot Topic, Inc. is a mall-based specialty retailer of music-licensed and
music-influenced apparel, accessories and gift items for young men and women
principally between the ages of 12 and 22. The Company currently operates 209
stores in 42 states throughout the United States and an internet store
www.hottopic.com.
Except for the historical information contained herein, this news release
contains forward-looking statements that involve risks and uncertainties,
including risks and uncertainties associated with the Company's relationships
with mall developers and operators, the risk that available cash or mall space
will not be adequate for planned expansion, management of growth, fluctuations
in sales and comp store sales results including during the Christmas holiday
selling period, risks and uncertainties with respect to new store openings
including risks associated with the Company's "street store" concept and
Internet store, risks associated with the Internet and e-commerce generally,
such as the risk that traffic on our web site will not be sustained or increase,
music and fashion trends, competition from other retailers, uncertainties
generally associated with specialty retailing, as well as other risks detailed
from time to time in the Company's SEC reports, including its Annual Report on
Form 10-K for the year ended January 30, 1999. The historical results achieved
are not necessarily indicative of future prospects of the Company.
