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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-K/A
Amendment No. 1
(MARK ONE)
[X] ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 FOR THE FISCAL YEAR ENDED JANUARY 30, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (NO FEE REQUIRED) FOR THE TRANSITION PERIOD
FROM _________ TO _________
COMMISSION FILE NUMBER 000-21250
THE GYMBOREE CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 94-2615258
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
700 AIRPORT BOULEVARD, SUITE 200, BURLINGAME, CALIFORNIA 94010-1912
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (650)-579-0600
SECURITIES REGISTERED PURSUANT TO SECTION 12(b) OF THE ACT:
Title of Each Class Name of each exchange on which registered
COMMON STOCK, $0.001 PAR VALUE NASDAQ NATIONAL MARKET
SECURITIES REGISTERED PURSUANT TO SECTION 12(g) OF THE ACT:
NONE.
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), 12 months and (2) has been
subject to such filing requirements for the past 90 days.
Yes [X] No [ ]
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. [X]
The aggregate market value of the voting stock held by non-affiliates of the
registrant as of April 5, 1999, was approximately $248,725,680, based upon the
last price reported for such date on the NASDAQ National Market.
As of April 5, 1999, 24,265,920 shares of the registrant's common stock were
outstanding.
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THE GYMBOREE CORPORATION
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities
Exchange Act of 1934, the Registrant has duly caused this Amendment No. 1 to
Form 10-K on Form 10-K/A to be signed on its behalf by the undersigned,
thereunto duly authorized.
THE GYMBOREE CORPORATION
May 4, 1999 By: /s/ Gary White
- ------------------ ---------------------------------
(Date) Gary White
Vice-Chair,
Chief Executive Officer
and Director
2
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Pursuant to the requirements of the Securities Exchange Act of 1934, this
Amendment No. 1 to Form 10-K on Form 10-K/A has been signed below by the
following persons on behalf of the Registrant and in the capacities and on the
dates indicated.
<TABLE>
<CAPTION>
NAME TITLE DATE
---- ----- ----
<S> <C> <C>
* Chairman of the Board of Directors May 4, 1999
- --------------------------------------------
Stuart G. Moldaw
* Vice Chair, Chief Executive Officer and May 4, 1999
- --------------------------------------------
Gary White Director
* President May 4, 1999
- --------------------------------------------
Melanie B. Cox
* Senior Vice President and Chief Financial May 4, 1999
- -------------------------------------------- Officer (Principal financial and
Lawrence H. Meyer accounting officer of the registrant)
* Director May 4, 1999
- --------------------------------------------
Walter F. Loeb
* Director May 4, 1999
- --------------------------------------------
Barbara L. Rambo
* Director May 4, 1999
- --------------------------------------------
Deborah A. Sorondo
* Director May 4, 1999
- --------------------------------------------
William U. Westerfield
* Director May 4, 1999
- --------------------------------------------
Carole J. Whitacre
</TABLE>
*By: /s/ Gary White
---------------------------------
Gary White
Vice-Chair,
Chief Executive Officer
and Director
3
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EXHIBIT INDEX
Exhibit
No. Description
- ------ -----------
23.1 Independent Auditors' Consent
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This Independent Auditor's Consent on Form 10-K/A ("Form 10-K/A") is being filed
as Amendment No. 1 to the Registrant's Independent Auditor's Consent on Form
10-K for the fiscal year ended January 30, 1999 filed with the Securities and
Exchange Commission (the Commission) solely for the purpose of revising and
restating the following item in its entirety.
EXHIBIT 23.1
INDEPENDENT AUDITORS' CONSENT
We consent to the incorporation by reference in Registration Statement Nos.
33-60310, 33-90452, 33-94594 and 333-10811 of The Gymboree Corporation and
subsidiaries all on Forms S-8 of our report dated February 24, 1999 (March 11,
1999 as to the second paragraph of Note 3), incorporated by reference in this
Annual Report on Form 10-K of The Gymboree Corporation and subsidiaries for the
fiscal year ended January 30, 1999.
/s/ Deloitte & Touche LLP
San Francisco, CA
April 26, 1999
