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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): October 15, 1998
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THE TIMBERLAND COMPANY
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(Exact name of Registrant as Specified in Charter)
DELAWARE 1-09548 02-0312554
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(State or Other Jurisdiction (Commission File (I.R.S. Employer
of Incorporation) Number) Identification No.)
200 DOMAIN DRIVE, STRATHAM, NH 03885
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(Address of Principal Executive Offices) (Zip Code)
(603) 772-9500
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(Registrant's telephone number including area code)
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ITEM 5. OTHER EVENTS.
On October 15, 1998, The Timberland Company (the "Company") announced
that its Board of Directors had authorized the repurchase of up to one million
shares of the Company's Class A Common Stock, from time to time, in the
discretion of management, and as market and business conditions may warrant. As
of September 25, 1998, the Company had 9,159,165 shares of Class A Common Stock
and 2,338,162 shares of Class B Common Stock outstanding. The Company may use
repurchased shares to offset shares which may be issued under the Company's
stock-based employee incentive plans.
A copy of the Company's press release dated October 15, 1998 is
attached hereto as Exhibit 99 and is incorporated by reference herein.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
Exhibit 99 Press release of The Timberland Company dated
October 15, 1998.
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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 hereunto duly authorized.
THE TIMBERLAND COMPANY
Date: October 20, 1998 By /s/ Geoffrey J. Hibner
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Name: Geoffrey J. Hibner
Title: Vice President-Finance and
Administration and Chief
Financial Officer
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EXHIBIT INDEX
Exhibit Number Description
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99 Press Release of The Timberland Company dated
October 15, 1998.
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EXHIBIT NO. 99
FOR IMMEDIATE RELEASE
CONTACT:
Nan White
Director, Communications
(603) 773-1663
Susan Ostrow
Senior Manager, Investor Relations
(603) 773-1212
TIMBERLAND ANNOUNCES RECORD THIRD QUARTER REVENUE AND EARNINGS AND THE
AUTHORIZATION OF A STOCK REPURCHASE PROGRAM
STRATHAM, NH, October 15, 1998 -- The Timberland Company (NYSE: TBL) today
reported results for the quarter ended September 25, 1998. For the third quarter
of 1998, Timberland earned $29.1 million, or $2.47 per share diluted ($2.53
basic), compared with net income of $25.0 million, or $2.11 per share diluted
($2.20 basic), for the third quarter of 1997. Revenue for the third quarter of
1998 totaled $291.9 million, 6.2 percent higher than the $274.7 million reported
for the third quarter of 1997.
For the first nine months of 1998, Timberland earned $38.4 million, or $3.24 per
share diluted ($3.35 basic), compared with net income of $29.8 million, or $2.55
per share diluted ($2.65 basic), for the same period in 1997. Revenue for the
first nine months of 1998 totaled $599.7 million, a 7.5 percent increase,
compared with revenue of $557.6 million reported for the prior year period.
In making the announcement, Jeffrey B. Swartz, Timberland's president and chief
executive officer, stated, "Timberland's performance in the third quarter marks
its ninth consecutive quarter of record revenue. International sales increases
drove much of our revenue growth, while an improved gross margin and lower
interest expense contributed to a 16.6 percent increase in net income, compared
with the third quarter of 1997. Despite a difficult U.S. retail environment, we
are pleased with Timberland's 1998 progress to date, and will strive to make
further progress against our ongoing objectives of profitable revenue growth and
positive cash flow during the remainder of the year."
The Company also announced that its Board of Directors has authorized the
repurchase of up to one million shares of the Company's Class A Common Stock,
from time to time, in the discretion of management, and as market and business
conditions may warrant. As of September 25, 1998, the Company had 9,159,165
shares of Class A Common Stock and 2,338,162 shares of Class B Common Stock
outstanding. The Company may use repurchased shares to offset shares which may
be issued under the Company's stock-based employee incentive plans.
The Timberland Company designs, engineers and markets premium-quality footwear,
apparel and accessories for consumers who value the outdoors and their time in
it. Timberland products offer quality workmanship and detailing and are built
to withstand the elements of nature. Timberland is headquartered in Stratham,
NH.
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<TABLE>
<CAPTION>
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(Dollars in thousands)
September 25, September 26,
1998 1997
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<S> <C> <C>
ASSETS
Current Assets
Cash and equivalents $ 19,341 $ 37,485
Accounts receivable, net 177,262 165,589
Inventory 189,492 168,790
Prepaid expense 11,571 9,603
Deferred and refundable income taxes 12,885 15,148
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Total current assets 410,551 396,615
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Net property, plant and equipment 53,618 48,482
Excess of cost over fair value of net
assets acquired, net 19,639 21,323
Other assets, net 5,587 4,270
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Total assets $489,395 $470,690
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LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Current maturities of long-term debt $ -- $ 27,000
Accounts payable 30,113 29,324
Accrued expense 73,759 65,212
Income taxes payable 20,814 25,961
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Total current liabilities 124,686 147,497
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Long-term debt, less current maturities 100,000 120,000
Deferred income taxes 5,894 8,564
Stockholders' equity 258,815 194,629
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Total liabilities and stockholders'
equity $489,395 $470,690
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</TABLE>
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<TABLE>
<CAPTION>
THE TIMBERLAND COMPANY
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
(Amounts in thousands, except per share data)
For the For the
Three Months Ended Nine Months Ended
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Sept 25, Sept 26, Sept 25, Sept 26,
1998 1997 1998 1997
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<S> <C> <C> <C> <C>
Revenue $ 291,857 $274,699 $ 599,656 $557,563
Cost of goods sold 175,548 168,058 358,971 337,453
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Gross profit 116,309 106,641 240,685 220,110
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Operating expense
Selling 56,513 52,242 139,981 126,865
General and administrative 14,205 13,691 37,804 37,260
Amortization of goodwill 422 422 1,264 1,264
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Total operating expense 71,140 66,355 179,049 165,389
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Operating income 45,169 40,286 61,636 54,721
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Other expense (income)
Interest expense 2,490 3,438 7,061 11,568
Other, net (108) 1,195 (1,838) 567
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Total other expense 2,382 4,633 5,223 12,135
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Income before income taxes 42,787 35,653 56,413 42,586
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Provision for income taxes 13,692 10,696 18,052 12,776
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Net income $ 29,095 $ 24,957 $ 38,361 $ 29,810
========= ======== ========= ========
Earnings per share
Basic $ 2.53 $ 2.20 $ 3.35 $ 2.65
========= ======== ========= ========
Diluted $ 2.47 $ 2.11 $ 3.24 $ 2.55
========= ======== ========= ========
Weighted average shares
outstanding
Basic 11,489 11,324 11,442 11,256
========= ======== ========= ========
Diluted 11,761 11,807 11,832 11,703
========= ======== ========= ========
</TABLE>
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