JOHNSON WORLDWIDE ASSOCIATES INC
10-Q, 2000-02-14
SPORTING & ATHLETIC GOODS, NEC
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================================================================================

                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington D.C. 20549


                                    FORM 10-Q


[X]  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
     ACT OF 1934

                For the quarterly period ended December 31, 1999

                                       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 0-16255


                       JOHNSON WORLDWIDE ASSOCIATES, INC.
             (Exact name of Registrant as specified in its charter)


               Wisconsin                              39-1536083
    (State or other jurisdiction of        (I.R.S. Employer Identification No.)
    incorporation or organization)


                  1326 Willow Road, Sturtevant, Wisconsin 53177
                    (Address of principal executive offices)


                                 (414) 884-1500
              (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 January 31,  2000,  6,905,429  shares of Class A and  1,222,729  shares of
Class B common stock of the Registrant were outstanding.

================================================================================

<PAGE>

             JOHNSON WORLDWIDE ASSOCIATES, IN.



                            Index                                       Page No.
- ---------------------------------------------------------------------   --------

PART I    FINANCIAL INFORMATION

          Item 1.     Financial Statements

                      Consolidated Statements of Operations -Three
                      Months Ended December 31, 1999 and January 1,
                      1999                                                    1

                      Consolidated Balance Sheets - December 31,
                      1999, October 1, 1999 and January 1, 1999               2

                      Consolidated Statements of Cash Flows -Three
                      Months Ended December 31, 1999 and January 1,
                      1999                                                    3

                      Notes to Consolidated Financial Statements              4

          Item 2.     Management's Discussion and Analysis of
                      Financial Condition and Results of Operations           8

          Item 3.     Quantitative and Qualitative Disclosures About
                      Market Risk                                            11

PART II   OTHER INFORMATION

          Item 6.     Exhibits and Reports on Form 8-K                       12

                      Signatures

<PAGE>
<TABLE>
                                        JOHNSON WORLDWIDE ASSOCIATES, INC.

                                       CONSOLIDATED STATEMENTS OF OPERATIONS
                                                    (unaudited)
<CAPTION>

- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                                             Three Months Ended
- ---------------------------------------------------------------------------------------------------------------------------------
                                                                                              December 31             January 1
(thousands, except per share data)                                                                   1999                  1999
- ---------------------------------------------------------------------------------------------------------------------------------
<S>                                                                                            <C>                   <C>
Net sales                                                                                      $   56,201            $   48,144
Cost of sales                                                                                      34,289                30,333
- ---------------------------------------------------------------------------------------------------------------------------------
Gross profit                                                                                       21,912                17,811
- ---------------------------------------------------------------------------------------------------------------------------------
Operating expenses:
    Marketing and selling                                                                          13,134                12,101
    Administrative management, finance and information systems                                      6,065                 5,563
    Research and development                                                                        1,651                 1,583
    Amortization of acquisition costs                                                                 761                   708
    Profit sharing                                                                                    110                    35
    Strategic charges                                                                                  52                   942
- ---------------------------------------------------------------------------------------------------------------------------------
Total operating expenses                                                                           21,773                20,932
- ---------------------------------------------------------------------------------------------------------------------------------
Operating profit (loss)                                                                               139                (3,121)
Interest income                                                                                      (105)                  (93)
Interest expense                                                                                    2,272                 2,229
Other income, net                                                                                    (211)                   (6)
- ---------------------------------------------------------------------------------------------------------------------------------
Loss from continuing operations before income taxes                                                (1,817)               (5,251)
Income tax benefit                                                                                   (782)               (2,213)
- ---------------------------------------------------------------------------------------------------------------------------------
Loss from continuing operations                                                                    (1,035)               (3,038)
Income (loss) from discontinued operations, net of income tax expense (benefit)
    of $(578) and $15, respectively                                                                  (941)                   19
Loss on disposal of discontinued operations, net of income tax benefit of $(2,801)                (23,109)                   --
- ---------------------------------------------------------------------------------------------------------------------------------
Net loss                                                                                       $  (25,085)           $   (3,019)
- ---------------------------------------------------------------------------------------------------------------------------------
Basic loss per common share:
    Continuing operations                                                                      $    (0.13)           $    (0.37)
    Discontinued operations                                                                         (2.96)                   --
- ---------------------------------------------------------------------------------------------------------------------------------
Net loss                                                                                       $    (3.09)           $    (0.37)
- ---------------------------------------------------------------------------------------------------------------------------------
- ---------------------------------------------------------------------------------------------------------------------------------
Diluted loss per common share:
    Continuing operations                                                                      $    (0.13)           $    (0.37)
    Discontinued operations                                                                         (2.96)                   --
- ---------------------------------------------------------------------------------------------------------------------------------
Net loss                                                                                       $    (3.09)           $    (0.37)
- ---------------------------------------------------------------------------------------------------------------------------------

                    The accompanying notes are an integral part of the consolidated financial statements.
</TABLE>

                                      -1-
<PAGE>
<TABLE>

                                        JOHNSON WORLDWIDE ASSOCIATES, INC.

                                            CONSOLIDATED BALANCE SHEETS
                                                    (unaudited)
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                               December 31           October 1          January 1
(thousands, except share data)                                                        1999                1999               1999
- ------------------------------------------------------------------------------------------------------------------------------------
ASSETS
Current assets:
<S>                                                                             <C>                 <C>                <C>
    Cash and temporary cash investments                                         $    8,936          $    9,974         $   10,955
    Accounts receivable, less allowance for doubtful accounts of
       $3,340, $3,236 and $2,326, respectively                                      48,930              49,302             49,532
    Inventories                                                                     72,604              59,981             66,375
    Deferred income taxes                                                            7,679               4,718              5,715
    Other current assets                                                             5,991               5,644              7,742
    Net assets of discontinued operations                                           38,356              55,912             61,444
- ------------------------------------------------------------------------------------------------------------------------------------
Total current assets                                                               182,496             185,531            201,763
Property, plant and equipment                                                       36,227              35,322             32,171
Deferred income taxes                                                               15,376              11,277             11,095
Intangible assets                                                                   61,712              65,599             62,422
Other assets                                                                         1,834               1,094                853
- ------------------------------------------------------------------------------------------------------------------------------------
Total assets                                                                    $  297,645          $  298,823         $  308,304
- ------------------------------------------------------------------------------------------------------------------------------------
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
    Short-term debt and current maturities of long-term debt                    $   88,210          $   49,327         $   75,902
    Accounts payable                                                                18,446              16,034             12,911
    Accrued liabilities:
        Salaries and wages                                                           5,017               6,912              4,278
        Other                                                                       18,170              21,924             14,399
- ------------------------------------------------------------------------------------------------------------------------------------
Total current liabilities                                                          129,843              94,197            107,490
Long-term debt, less current maturities                                             64,573              72,744             74,828
Other liabilities                                                                    4,796               4,704              4,575
- ------------------------------------------------------------------------------------------------------------------------------------
Total liabilities                                                                  199,212             171,645            186,893
- ------------------------------------------------------------------------------------------------------------------------------------
Shareholders' equity:
    Preferred stock: none issued                                                        --                  --                 --
    Common stock:
        Class A shares issued:
           December 31, 1999, 6,910,709;
           October 1, 1999, 6,910,577;
           January 1, 1999, 6,910, 577                                                 345                 345                345
        Class B shares issued (convertible into Class A):
           December 31, 1999, 1,222,729:
           October 1, 1999, 1,222,861;
           January 1, 1999, 1,222,861                                                   61                  61                 61
    Capital in excess of par value                                                  44,205              44,205             44,205
    Retained earnings                                                               66,746              91,832             82,048
    Contingent compensation                                                           (115)               (134)               (15)
    Other comprehensive income - cumulative foreign currency
        translation adjustment                                                     (12,727)             (9,049)            (4,618)
    Treasury stock, Class A shares, at cost:
        December 31, 1999, 5,280;
        October 1, 1999, 5,280;
        January 1, 1999, 39,532                                                        (82)                (82)              (615)
- ------------------------------------------------------------------------------------------------------------------------------------
Total shareholders' equity                                                          98,433             127,178            121,411
- ------------------------------------------------------------------------------------------------------------------------------------
Total liabilities and shareholders' equity                                      $  297,645          $  298,823         $  308,304
- ------------------------------------------------------------------------------------------------------------------------------------

                    The accompanying notes are an integral part of the consolidated financial statements.
</TABLE>

                                      -2-

<PAGE>
<TABLE>
                                        JOHNSON WORLDWIDE ASSOCIATES, INC.

                                       CONSOLIDATED STATEMENTS OF CASH FLOWS
                                                    (unaudited)
<CAPTION>
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                                                Three Months Ended
- ------------------------------------------------------------------------------------------------------------------------------------
                                                                                                   December 31           January 1
(thousands)                                                                                               1999                1999
- ------------------------------------------------------------------------------------------------------------------------------------
CASH USED FOR OPERATIONS
<S>                                                                                                <C>                 <C>
Net loss                                                                                           $   (25,085)        $    (3,019)
Less income (loss) from discontinued operations                                                        (24,050)                 19
- ------------------------------------------------------------------------------------------------------------------------------------
Loss from continuing operations                                                                         (1,035)             (3,038)
Adjustments to reconcile net loss to net cash used for operating activities of
    continuing operations :
        Depreciation and amortization                                                                    3,073               2,775
        Deferred income taxes                                                                           (2,826)               (537)
Change in assets and liabilities, net of effect of businesses acquired or sold:
        Accounts receivable                                                                               (499)             (2,098)
        Inventories                                                                                    (14,131)             (3,074)
        Accounts payable and accrued liabilities                                                        (2,761)             (9,155)
        Other, net                                                                                         728                (405)
- ------------------------------------------------------------------------------------------------------------------------------------
Net cash used for operating activities of continuing operations                                        (17,451)            (15,532)
- ------------------------------------------------------------------------------------------------------------------------------------
CASH USED FOR INVESTING ACTIVITIES
Net assets of businesses acquired, net of cash                                                              --              (4,233)
Net additions to property, plant and equipment                                                          (3,449)             (2,713)
- ------------------------------------------------------------------------------------------------------------------------------------
Net cash used for investing activities of continuing operations                                         (3,449)             (6,946)
- ------------------------------------------------------------------------------------------------------------------------------------
CASH PROVIDED BY FINANCING ACTIVITIES
Principal payments on senior notes and other long-term notes                                            (5,500)                 --
Net change in short-term debt                                                                           36,823              26,876
- ------------------------------------------------------------------------------------------------------------------------------------
Net cash provided by financing activities of continuing operations                                      31,323              26,876
- ------------------------------------------------------------------------------------------------------------------------------------
Effect of foreign currency fluctuations on cash                                                           (485)                 39
Net cash used for discontinued operations                                                              (10,976)             (3,812)
- ------------------------------------------------------------------------------------------------------------------------------------
Increase (decrease) in cash and temporary cash investments                                              (1,038)                625
CASH AND TEMPORARY CASH INVESTMENTS
Beginning of period                                                                                      9,974              10,330
- ------------------------------------------------------------------------------------------------------------------------------------
End of period                                                                                      $     8,936         $    10,955
- ------------------------------------------------------------------------------------------------------------------------------------


                    The accompanying notes are an integral part of the consolidated financial statements.
</TABLE>

                                                             -3-
<PAGE>

                       JOHNSON WORLDWIDE ASSOCIATES, INC.
                   NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)


1    Basis of Presentation

     The consolidated financial statements included herein are unaudited. In the
     opinion of management, these statements contain all adjustments (consisting
     of only normal  recurring  items) necessary to present fairly the financial
     position  of Johnson  Worldwide  Associates,  Inc.  and  subsidiaries  (the
     Company) as of December  31,  1999 and the results of  operations  and cash
     flows for the three months ended  December  31,  1999.  These  consolidated
     financial  statements  should be read in conjunction  with the consolidated
     financial  statements  and notes  thereto  included in the  Company's  1999
     Annual Report.

     Because of seasonal and other  factors,  the results of operations  for the
     three months ended December 31, 1999 are not necessarily  indicative of the
     results to be expected for the full year.

     All  amounts,  other  than  share  and per  share  amounts,  are  stated in
     thousands.

     Certain  amounts as previously  reported have been  reclassified to conform
     with the current period presentation.  See Note 6.


2    Income Taxes

     The provision for income taxes  includes  deferred  taxes and is based upon
     estimated annual effective tax rates in the tax  jurisdictions in which the
     Company operates.


3    Inventories

     Inventories  related to continuing  operations at the end of the respective
     periods consist of the following:

     --------------------------------------------------------------------------
                                December 31         October 1        January 1
                                       1999              1999             1999
     --------------------------------------------------------------------------
     Raw materials                 $ 26,542          $ 22,702         $ 22,408
     Work in process                  3,127             3,176            3,169
     Finished goods                  47,652            39,014           45,679
     --------------------------------------------------------------------------
                                     77,321            64,892           71,256
     Less reserves                    4,717             4,911            4,881
     --------------------------------------------------------------------------
                                   $ 72,604          $ 59,981         $ 66,375
     --------------------------------------------------------------------------



                                      -4-
<PAGE>

4    Earnings Per Share

     The following  table sets forth the  computation  of basic and diluted loss
     per common share from continuing operations:
<TABLE>
<CAPTION>
     --------------------------------------------------------------------------------------------------------------
                                                                                                Three Months Ended
     --------------------------------------------------------------------------------------------------------------
                                                                                   December 31           January 1
                                                                                          1999                1999
     --------------------------------------------------------------------------------------------------------------
     <S>                                                                          <C>                 <C>
     Loss from continuing operations for basic and diluted
       earnings per share                                                         $     (1,035)       $     (3,038)
     --------------------------------------------------------------------------------------------------------------
     Weighted average common shares outstanding                                      8,128,158           8,093,906
     Less nonvested restricted stock                                                    20,500               4,158
     --------------------------------------------------------------------------------------------------------------
     Basic and diluted average common shares                                         8,107,658           8,089,748
     --------------------------------------------------------------------------------------------------------------
     Basic loss per common share from continuing operations                             $(0.13)       $      (0.37)
     --------------------------------------------------------------------------------------------------------------
     Diluted loss per common share from continuing operations                           $(0.13)       $      (0.37)
     --------------------------------------------------------------------------------------------------------------
</TABLE>


5    Stock Ownership Plans

      A summary of stock option  activity  related to the Company's  plans is as
follows:

     ---------------------------------------------------------------------------
                                                             Weighted Average
                                                   Shares      Exercise Price
     ---------------------------------------------------------------------------
     Outstanding at October 1, 1999               778,837              $14.02
        Granted                                   165,500                7.63
        Cancelled                                  23,032               18.11
     ---------------------------------------------------------------------------
     Outstanding at December 31, 1999             921,305              $12.77
     ---------------------------------------------------------------------------

     Options to purchase  733,005 shares of common stock with a weighted average
     exercise price of $15.72 per share were outstanding at January 1, 1999.


6    Sale of Fishing Business

     In January 2000, the Company  entered into an agreement for the sale of its
     Fishing  business.  As a result,  operations of the Fishing group have been
     classified as discontinued for all periods presented herein. The sale price
     totaled  $34,500,  subject to an adjustment  for the level of net assets at
     closing.  The Company recorded a loss of $23,109 related to the sale of the
     business,  taking into account  operating  results  expected to the date of
     disposal.  Since the plan to divest the business was approved  prior to the
     formal issuance of the Company's first quarter  financial  statements,  the
     loss is required to be recognized in first quarter results. The transaction
     is expected to close in February 2000.

     Net sales of the  Fishing  group  total  $10,994  and $11,856 for the three
     months ended December 31, 1999 and January 1, 1999, respectively.  Interest
     expense of $36 and $54, respectively,  that is directly attributable to the
     Fishing group is allocated to discontinued operations.


                                      -5-
<PAGE>

7    Comprehensive Income

     Comprehensive  income  includes  net  income and  changes in  shareholders'
     equity  from  non-owner   sources.   For  the  Company,   the  elements  of
     comprehensive income excluded from net income are represented  primarily by
     the cumulative foreign currency translation adjustment.

     Comprehensive loss for the respective periods consists of the following:

     ---------------------------------------------------------------------------
                                                           Three Months Ended
     ---------------------------------------------------------------------------
                                               December 31          January 1
                                                      1999               1999
     ---------------------------------------------------------------------------
     Net loss                                   $  (25,085)        $   (3,019)
     Translation adjustment                         (3,678)                33
     ---------------------------------------------------------------------------
     Comprehensive loss                         $  (28,763)        $   (2,986)
     ---------------------------------------------------------------------------


8    Segments of Business

     The Company  conducts its  worldwide  operations  through  separate  global
     business units, each of which represent major product lines. Operations are
     conducted in the United States and various foreign countries,  primarily in
     Europe, Canada and the Pacific Basin.

     Net sales and operating profit include both sales to customers, as reported
     in the  Company's  consolidated  statements  of  operations,  and interunit
     transfers,  which are priced to  recover  cost plus an  appropriate  profit
     margin. Identifiable assets represent assets that are used in the Company's
     operations in each business unit at the end of the periods presented.



                                      -6-
<PAGE>

     A summary  of the  Company's  continuing  operations  by  business  unit is
     presented below:

     ---------------------------------------------------------------------------
                                                           Three Months Ended
     ---------------------------------------------------------------------------
                                               December 31          January 1
                                                      1999               1999
     ---------------------------------------------------------------------------
     Net sales:
       Outdoor Equipment:
         Unaffiliated customers                 $   18,007         $   15,000
         Interunit transfers                             3                 10
       Diving:
         Unaffiliated customers                     16,033             17,645
         Interunit transfers                            --                  3
       Motors:
         Unaffiliated customers                     11,361              9,025
         Interunit transfers                           370                339
       Watercraft:
         Unaffiliated customers                     10,076              5,782
         Interunit transfers                            16                 12
       Other                                           724                692
       Eliminations                                   (389)              (364)
     ---------------------------------------------------------------------------
                                                $   56,201         $   48,144
     ---------------------------------------------------------------------------
     Operating profit (loss):
       Outdoor Equipment:                       $      660         $     (946)
       Diving                                        1,639               (568)
       Motors                                         (801)              (942)
       Watercraft                                      273                150
       Other                                        (1,632)              (815)
     ---------------------------------------------------------------------------
                                                $      139         $   (3,121)
     ---------------------------------------------------------------------------
     Identifiable assets:
       Outdoor Equipment:                       $   45,943         $   44,555
       Diving                                       89,018            105,330
       Motors                                       32,092             27,356
       Watercraft                                   63,128             40,114
       Discontinued operations, net                 38,356             61,444
       Other                                        29,108             29,505
     ---------------------------------------------------------------------------
                                                $  297,645         $  308,304
     ---------------------------------------------------------------------------


                                      -7-
<PAGE>

                       JOHNSON WORLDWIDE ASSOCIATES, INC.


                Management's Discussion and Analysis of Financial
                       Condition and Results of Operations


The  following  discussion  includes  comments  and  analysis  relating  to  the
Company's  results of operations  and  financial  condition for the three months
ended December 31, 1999 and January 1, 1999. This  discussion  should be read in
conjunction  with the consolidated  financial  statements and related notes that
immediately precede this section, as well as the Company's 1999 Annual Report.


Forward Looking Statements

Certain matters  discussed in this Form 10-Q are  "forward-looking  statements,"
intended to qualify  for the safe  harbors  from  liability  established  by the
Private  Securities   Litigation  Reform  Act  of  1995.  These  forward-looking
statements  can  generally  be  identified  as such  because  the context of the
statement  includes phrases such as the Company  "expects,"  "believes" or other
words of similar  meaning.  Similarly,  statements  that  describe the Company's
future plans,  objectives  or goals are also  forward-looking  statements.  Such
forward-looking  statements are subject to certain risks and uncertainties which
could cause actual results or outcomes to differ materially from those currently
anticipated.  Factors  that could  affect  actual  results or  outcomes  include
changes in consumer  spending  patterns,  actions of companies that compete with
the Company,  the Company's success in managing inventory,  movements in foreign
currencies or interest  rates,  and adverse  weather  conditions.  Shareholders,
potential  investors  and other  readers are urged to consider  these factors in
evaluating the  forward-looking  statements and are cautioned not to place undue
reliance on such  forward-looking  statements.  The  forward-looking  statements
included  herein are only made as of the date of this Form 10-Q and the  Company
undertakes no obligations to publicly update such forward-looking  statements to
reflect subsequent events or circumstances.

Results of Continuing Operations

Net sales for the three months ended December 31, 1999 totaled $56.2 million, an
increase of 16.7%, or $8.1 million, over the three months ended January 1, 1999.
Sales of all  businesses  except  the Diving  business  exhibited  strong  sales
growth.  Acquisitions  consumated after December 1998 accounted for $2.6 million
of the growth in sales in the current year. The Diving  business,  which did not
experience an increase in sales, was adversely impacted primarily by weakness in
foreign currency movements.

Relative  to the U.S.  dollar,  the  average  values of most  currencies  of the
countries  in which the Company has  operations  were lower for the three months
ended  December  31, 1999 as compared to the  corresponding  period of the prior
year. Excluding the impact of foreign currencies, net sales increased 21.7 % for
the three months ended December 31, 1999.

Gross  profit as a percentage  of sales  increased to 39.0% for the three months
ended  December 31, 1999 compared to 37.0 % in the  corresponding  period in the
prior year.  Strong sales growth,  an improved mix of products sold and improved
factory utilization all contributed to the increase.

The Company  recorded an  operating  profit of $0.1 million for the three months
ended  December 31, 1999,  compared to an operating loss of $3.1 million for the
corresponding  period of the prior year.  Operating  expense  growth of 8.7% was
substantially  less than the  growth  rate of sales,  which  contributed  to the
improved operating results.  Decreased  strategic charges related to integration
of acquired businesses in the prior year also contributed to the improvement.

Interest  expense  totaled $2.3 million for the three months ended  December 31,
1999  compared to $2.2 million for the  corresponding  period of the prior year.
Increased debt levels due to acquisitions


                                      -8-
<PAGE>

                       JOHNSON WORLDWIDE ASSOCIATES, INC.


consummated  in  1999  and  an  unfavorable   interest  rate   environment  were
substantially offset by improved management of working capital.

The Company  incurred a loss from  continuing  operations of $1.0 million in the
three months ended  December 31, 1999  compared to a loss of $3.0 million in the
corresponding  period of the prior year. On a per share basis,  the loss totaled
$0.13 compared to $0.37 in the prior year.


Discontinued Operations

In January  2000,  the Company  entered  into an  agreement  for the sale of its
Fishing  business.  As a  result,  operations  of the  Fishing  group  have been
classified as  discontinued  for all periods  presented  herein.  The sale price
totaled $34.5  million,  subject to an adjustment for the level of net assets at
closing. The Company recorded a loss of $23.1 million related to the sale of the
business,  taking  into  account  operating  results  expected  to the  date  of
disposal. Since the plan to divest the business was approved prior to the formal
issuance  of the  Company's  first  quarter  financial  statements,  the loss is
required to be recognized in first quarter results.  The transaction is expected
to close in February 2000.

Net sales of the Fishing  group total  $11.0  million and $11.9  million for the
three months ended December 31, 1999 and January 1, 1999, respectively. Interest
expense  of $36  thousand  and $54  thousand,  respectively,  that  is  directly
attributable to the Fishing group is allocated to discontinued operations.


Financial Condition

The following discusses changes in the Company's liquidity and capital resources
related to continuing operations.

                                   Operations

Cash flows used for operations  totaled $17.5 million for the three months ended
December 31, 1999 and $15.5  million for the  corresponding  period of the prior
year. Growth in inventories of $14.1 million for the three months ended December
31, 1999 and $3.1 million for the corresponding period of the prior year account
for a significant amount of the net usage of funds. The build up of inventory in
anticipation  of the selling  season  contributed to the increase in both years.
Inventory turns increased for the period ended December 31, 1999 compared to the
corresponding period of the prior year.

Accounts  receivable  increased $0.5 million for the three months ended December
31, 1999 and $2.1 million for the corresponding period of the prior year.

Accounts  payable and accrued  liabilities  decreased $2.8 million for the three
months ended December 31, 1999 and $9.2 million for the corresponding  period of
the prior  year,  increasing  the net  outflow  of cash from  operations.  These
outflows include seasonal payments for interest expense,  incentive compensation
and retirement programs.

Depreciation  and  amortization  charges  were $3.1 million for the three months
ended  December  31, 1999 and $2.8 million for the  corresponding  period of the
prior year.  The  increase  was due  primarily  to  increased  depreciation  and
amortization of assets from businesses acquired in 1999.

Deferred income taxes increased $2.8 million for the three months ended December
31, 1999 due primarily to losses incurred from the sale of the Fishing business.


                                      -9-
<PAGE>
                       JOHNSON WORLDWIDE ASSOCIATES, INC.


                              Investing Activities

Expenditures  for property,  plant and equipment were $3.4 million for the three
months ended December 31, 1999 and $2.7 million for the corresponding  period of
the prior year.  The  Company's  recurring  investments  are made  primarily for
tooling for new products and enhancements. In 2000, capitalized expenditures are
anticipated to total approximately $12 million.  These expenditures are expected
to be funded by working  capital or  existing  credit  facilities.  The  Company
completed the  acquisition  of one business in the prior year,  which  increased
tangible and  intangible  assets by $4.2  million,  net of cash and  liabilities
assumed.

                              Financing Activities

Cash flows from financing  activities totaled $31.3 million for the three months
ended  December 31, 1999 and $26.9 million for the  corresponding  period of the
prior year.  The closing of the sale of the  Fishing  business  will result in a
substantal reduction of short-term debt and a $16 million reduction of long-term
debt.


Market Risk Management

The Company is exposed to market risk stemming from changes in foreign  exchange
rates,  interest rates and, to a lesser  extent,  commodity  prices.  Changes in
these factors could cause fluctuations in earnings and cash flows. In the normal
course of  business,  exposure  to certain of these  market  risks is managed by
entering into hedging transactions  authorized under Company policies that place
controls on these activities.  Hedging transactions involve the use of a variety
of derivative financial instruments. Derivatives are used only where there is an
underlying exposure: not for trading or speculative purposes.

                               Foreign Operations

The  Company  has  significant  foreign  operations,  for which  the  functional
currencies are denominated  primarily in Swiss and French francs,  German marks,
Italian lire, Japanese yen and Canadian dollars. As the values of the currencies
of the  foreign  countries  in which the  Company  has  operations  increase  or
decrease relative to the U.S. dollar, the sales, expenses,  profits,  assets and
liabilities of the Company's  foreign  operations,  as reported in the Company's
Consolidated  Financial  Statements,  increase  or  decrease,  accordingly.  The
Company  mitigates a portion of the  fluctuations in certain foreign  currencies
through the purchase of foreign currency swaps, forward contracts and options to
hedge known  commitments,  primarily for purchases of inventory and other assets
denominated in foreign currencies.

                                 Interest Rates

The Company's debt structure and interest rate risk are managed  through the use
of fixed and floating  rate debt.  The Company's  primary  exposure is to United
States interest rates. The Company also  periodically  enters into interest rate
swaps, caps or collars to hedge its exposure and lower financing costs.

                                   Commodities

Certain components used in the Company's products are exposed to commodity price
changes.  The Company  manages  this risk through  instruments  such as purchase
orders and  non-cancelable  supply contracts.  Primary commodity price exposures
are metals and packaging materials.

                         Sensitivity to Changes in Value

The  estimates  that follow are intended to measure the maximum  potential  fair
value or earnings  the Company  could lose in one year from  adverse  changes in
foreign exchange rates or market interest rates


                                      -10-
<PAGE>
                       JOHNSON WORLDWIDE ASSOCIATES, INC.


under normal market  conditions.  The calculations are not intended to represent
actual losses in fair value or earnings that the Company  expects to incur.  The
estimates do not consider favorable changes in market rates. Further,  since the
hedging  instrument (the  derivative)  inversely  correlates with the underlying
exposure,  any loss or gain in the fair value of derivatives  would be generally
offset by an increase or decrease in the fair value of the underlying exposures.
The  positions  included  in the  calculations  are foreign  exchange  forwards,
currency  swaps and  fixed  rate  debt.  The  calculations  do not  include  the
underlying  foreign  exchange  positions  that are hedged by these  market  risk
sensitive instruments.  The table below presents the estimated maximum potential
one year loss in fair value and earnings before income taxes from a 10% movement
in foreign  currencies  and a 100 basis point  movement in interest  rate market
risk sensitive instruments outstanding at December 31, 1999:

- --------------------------------------------------------------------------------
                                                             Estimated Impact on
- --------------------------------------------------------------------------------
- --------------------------------------------------------------------------------
                                                          Earnings Before Income
(millions)                                Fair Value                       Taxes
- --------------------------------------------------------------------------------
Foreign exchange rate instruments               $2.7                        $0.4
Interest rate instruments                        2.7                         0.7
- --------------------------------------------------------------------------------


Other Factors

The Company has not been significantly  impacted by inflationary  pressures over
the last several years. The Company anticipates that changing costs of basic raw
materials may impact future  operating  costs and,  accordingly,  the prices and
margins of its  products.  The  Company is involved  in  continuing  programs to
mitigate  the impact of cost  increases  through  changes in product  design and
identification of sourcing and manufacturing efficiencies.  Price increases and,
in certain situations,  price decreases are implemented for individual products,
when appropriate.

Year 2000

The year 2000 issue is the result of computer  programs using two digits (rather
than four) to define years.  Computers or other  equipment  with date  sensitive
software may recognize "00" as the year 1900 rather than 2000. This could result
in  system  failures  or  miscalculations.  If the  Company  or its  significant
customers or suppliers fail to correct year 2000 issues,  the Company's  ability
to operate could be materially affected.

The Company did not experience  any  significant  malfunctions  or errors in its
information  or  non-information  technology  systems when the date changed from
1999 to 2000, and the Company has not experienced any significant  problems with
its suppliers or customers as a result of the date change.

Based on  operations  since  December 31, 1999,  the Company does not expect any
significant  impact on its business as a result of the year 2000 issue.  Because
it is  possible  that the full  impact  of the date  change  has not been  fully
recognized, the Company will continue to monitor the year 2000 situation through
additional key dates, such as February 29, 2000. The Company believes,  however,
that any potential problems are likely to be minor and correctable.


Item 3.  Quantitative and Qualitative Disclosures About Market Risk

Information with respect to this item is included in Management's Discussion and
Analysis of  Financial  Condition  and Results of  Operations  under the heading
"Market Risk Management."



                                      -11-
<PAGE>
                       JOHNSON WORLDWIDE ASSOCIATES, INC.


                            PART II OTHER INFORMATION


Item 6.  Exhibits and Reports on Form 8-K


(a)  The following documents are filed as part of this Form 10-Q

     Exhibit 27:      Financial Data Schedule

(b)  There were no reports on Form 8-K filed for the three months ended December
     31, 1999.




                                      -12-
<PAGE>


                                   SIGNATURES


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.




                              JOHNSON WORLDWIDE ASSOCIATES, INC.



Date: February 14, 2000
                              /s/ Carl G. Schmidt
                              ----------------------------------------------

                              Carl G. Schmidt
                              Senior Vice President and Chief Financial Officer,
                              Secretary and Treasurer
                              (Principal Financial and Accounting Officer)



<PAGE>


                       JOHNSON WORLDWIDE ASSOCIATES, INC.
                                  EXHIBIT INDEX



                                                                       Page
     Exhibit        Description                                       Number
     -------        -----------                                       ------

      27            Financial Data Schedule                              -




<TABLE> <S> <C>

<ARTICLE>                     5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS OF JOHNSON WORLDWIDE ASSOCIATES,
INC. AS OF AND FOR THE PERIOD ENDED DECEMBER 31, 1999 AND IS QUALIFIED IN ITS
ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER>                                   1,000

<S>                             <C>
<PERIOD-TYPE>                   3-MOS
<FISCAL-YEAR-END>                              SEP-29-2000
<PERIOD-START>                                 OCT-02-1999
<PERIOD-END>                                   DEC-31-1999
<CASH>                                         8,936
<SECURITIES>                                   0
<RECEIVABLES>                                  52,270
<ALLOWANCES>                                   3,340
<INVENTORY>                                    72,604
<CURRENT-ASSETS>                               182,496
<PP&E>                                         94,843
<DEPRECIATION>                                 58,616
<TOTAL-ASSETS>                                 297,645
<CURRENT-LIABILITIES>                          129,843
<BONDS>                                        64,573
                          0
                                    0
<COMMON>                                       407
<OTHER-SE>                                     98,026
<TOTAL-LIABILITY-AND-EQUITY>                   297,645
<SALES>                                        56,087
<TOTAL-REVENUES>                               56,201
<CGS>                                          34,289
<TOTAL-COSTS>                                  34,289
<OTHER-EXPENSES>                               21,178
<LOSS-PROVISION>                               279
<INTEREST-EXPENSE>                             2,272
<INCOME-PRETAX>                                (1,817)
<INCOME-TAX>                                   (782)
<INCOME-CONTINUING>                            (1,035)
<DISCONTINUED>                                 (24,050)
<EXTRAORDINARY>                                0
<CHANGES>                                      0
<NET-INCOME>                                   (25,085)
<EPS-BASIC>                                  (3.09)
<EPS-DILUTED>                                  (3.09)


</TABLE>


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