<PAGE> 1
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 30, 1997 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 0-19402
VANS, INC.
(Exact Name of Registrant as Specified in its Charter)
Delaware 33-0272893
(State or Other Jurisdiction (I.R.S. Employer
of Incorporation or Organization) Identification No.)
15700 Shoemaker Avenue
Santa Fe Springs, California 90670-5515
(Address of Principal Executive Offices) (Zip Code)
(562) 565-8267
(Registrant's Telephone Number, Including Area Code)
Not applicable
(Former Name, Former Address and Formal 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 report(s), 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 registrant's
classes of common stock, as of the latest practicable date: 13,299,188 shares of
Common Stock, $.001 par value, as of October 10, 1997.
<PAGE> 2
PART I
FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
VANS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
AUGUST 30, 1997 AND MAY 31, 1997
<TABLE>
<CAPTION>
AUGUST 30, MAY 31,
1997 1997
------------- -------------
<S> <C> <C>
ASSETS
Current assets:
Cash $ 11,127,980 $ 15,350,175
Accounts receivable, net of allowance for doubtful accounts of $1,435,078
and $1,399,589 at August 30, 1997 and May 31, 1997, respectively 33,027,545 24,390,794
Inventories 28,692,277 25,098,695
Prepaid expenses 2,693,216 2,960,435
------------- -------------
Total current assets 75,541,018 67,800,099
Property, plant and equipment, net 14,481,453 13,346,452
Property held for lease 4,917,522 4,953,522
Excess of cost over the fair value of net assets acquired, net of
accumulated amortization of $33,809,069 and $33,580,138 at August 30, 1997
and May 31,
1997, respectively 17,746,900 17,862,389
Other assets 2,838,288 1,861,808
------------- -------------
Total Assets $ 115,525,181 $ 105,824,270
============= =============
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Short-term borrowings $ 8,213,347 $ 3,684,419
Accounts payable 4,773,927 4,906,192
Accrued payroll and related expenses 2,160,667 2,047,509
Accrued interest 31,000 --
Income taxes payable 4,142,821 3,763,727
------------- -------------
Total current liabilities 19,321,762 14,401,847
------------- -------------
Deferred income taxes 2,068,627 1,636,605
Capital lease obligation 249,194 222,605
Long term debt 469,249 258,594
------------- -------------
Total Liabilities 22,108,832 16,519,651
------------- -------------
Minority interest 1,017,906 1,022,893
Stockholders' equity:
Common stock, $.001 par value, 20,000,000 shares authorized, 13,203,401 and
13,166,947 shares issued and outstanding at August 30, 1997 and
May 31, 1997, respectively 13,203 13,167
Cumulative foreign translation adjustment 25,523 123,919
Additional paid-in capital 101,373,471 101,113,448
Stock subscriptions -- (4,500)
Accumulated surplus/(deficit) (9,013,754) (12,964,308)
------------- -------------
Total Shareholders' Equity 92,398,443 88,281,726
------------- -------------
Total Liabilities & Shareholders' Equity $ 115,525,181 $ 105,824,270
============= =============
</TABLE>
2
<PAGE> 3
VANS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
THIRTEEN WEEKS ENDED AUGUST 30, 1997 AND AUGUST 31, 1996
<TABLE>
<CAPTION>
THIRTEEN WEEKS ENDED
AUGUST 30, AUGUST 31,
1997 1996
------------ ------------
<S> <C> <C>
Net sales $ 53,955,195 $ 43,956,181
Cost of sales 32,187,000 26,404,785
------------ ------------
Gross profit 21,768,195 17,551,396
Operating expenses:
Selling and distribution 8,871,313 6,938,327
Marketing, advertising and promotion 5,335,163 3,945,743
General and administrative 1,709,071 1,534,255
Provision for doubtful accounts 127,500 238,885
Amortization of intangibles 228,931 190,645
------------ ------------
Total operating expenses 16,271,978 12,847,855
------------ ------------
Earnings from operations 5,496,217 4,703,541
Interest income 111,781 101,836
Interest and debt expense (67,525) (192,009)
Other income 775,271 438,505
------------ ------------
Earnings before taxes and extraordinary items 6,315,744 5,051,873
Income tax expense 2,222,186 1,970,230
Minority interest 143,004 -
============ ============
Net earnings $ 3,950,554 $ 3,081,643
============ ============
Per share information:
Net earnings per share $ 0.29 $ 0.23
============ ============
Weighted average common and common
equivalent shares (Note 3) 13,814,033 13,646,973
</TABLE>
3
<PAGE> 4
VANS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
AUGUST 30, 1997
<TABLE>
<CAPTION>
AUGUST 30, AUGUST 30,
1997 1996
------------ ------------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net earnings $ 3,950,554 $ 3,081,643
Adjustments to reconcile net earnings to net cash
provided by (used in) operating activities:
Depreciation and amortization 956,555 814,889
Provision for losses on accounts receivable and sales returns 127,500 415,366
Changes in assets and liabilities:
Accounts receivable (8,509,251) (5,172,768)
Inventories (3,593,582) (3,448,990)
Deferred income taxes - -
Prepaid expenses 267,219 804,117
Other assets (412,742) (121,252)
Accounts payable (132,265) 882,091
Accrued payroll and related expenses 113,158 (573,493)
Accrued workers' compensation - (233,963)
Restructuring costs - (254,639)
Accrued interest 31,000 -
Income taxes payable 379,094 1,002,571
------------ ------------
Net cash provided by (used in) operating activities (6,822,760) (2,804,428)
------------ ------------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant and equipment (1,825,659) (410,613)
Proceeds from sale of property, plant and equipment - -
Investments in companies and intangibles (563,738) -
------------ ------------
Net cash used in investing activities (2,389,397) (410,613)
------------ ------------
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds (payments) on short term borrowings 4,528,928 (3,178,398)
Proceeds (payments) on capital lease obligations 26,589 (9,516)
Proceeds (payments) on long term debt 210,655 -
Proceeds from issuance of common stock, net 264,559 540,093
------------ ------------
Net cash provided by (used in) financing activities 5,030,731 (2,647,821)
Effect of exchange rate on cash (40,769) -
Net increase in cash and cash equivalents (4,222,195) (5,862,862)
Cash and cash equivalents, beginning of period 15,350,175 14,233,352
------------ ------------
Cash and cash equivalents, end of period $ 11,127,980 $ 8,370,490
============ ============
SUPPLEMENTAL CASH FLOW INFORMATION - AMOUNTS PAID FOR:
Interest $ 36,525 $ 188,635
Income taxes $ 1,829,400 $ 973,090
</TABLE>
4
<PAGE> 5
VANS, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
1. Vans, Inc., a Delaware corporation (the "Company"), is the successor to
Van Doren Rubber Company, Inc., a California corporation that was founded
in 1966 ("VDRC"). VDRC was merged with and into the Company in connection
with the Company's initial public offering of common stock in August 1991.
The condensed consolidated financial statements included herein are
unaudited and reflect all adjustments which are, in the opinion of
management, necessary for a fair presentation of the results of the
interim periods presented. The results of operations for the current
interim periods are not necessarily indicative of results to be expected
for the current year.
Certain amounts in the prior period financial statements have been
reclassified to conform to the current period presentation.
2. Inventories are comprised of the following:
<TABLE>
<CAPTION>
August 30, 1997 May 31, 1997
------------ ------------
<S> <C> <C>
Raw materials $ 1,969,059 $ 1,743,660
Work-in-process 151,832 32,796
Finished goods 27,441,758 24,067,041
------------ ------------
29,562,649 25,843,497
Less: Valuation allowance (870,372) (744,802)
------------ ------------
$ 28,692,277 $ 25,098,695
============ ============
</TABLE>
3. Primary earnings per share are equal to fully diluted earnings per share
for the thirteen weeks ended August 30, 1997 and August 31, 1996.
4. During Q2 Fiscal 1997, the Company acquired a 51% interest in Global
Accessories Limited., an international distributor based in the United
Kingdom ("Global Accessories"). The purchase price of $2,811,000 consisted
of the issuance of 170,000 shares of the Company's common stock and
related acquisition costs in exchange for 51% of the common shares of
Global Accessories. The excess of cost over the fair value of $2,203,000
of the net assets acquired (based on the Company's preliminary purchase
price allocation) is reflected as excess of cost over the fair value of
net assets acquired in the August 30, 1997 condensed consolidated balance
sheet.
5
<PAGE> 6
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
The following discussion contains forward-looking statements that
involve risk and uncertainties. The Company's actual results could differ
materially from those discussed herein. Factors that could cause or contribute
to such differences include, but are not limited to, those discussed hereunder,
as well as those discussed under the caption "Certain Considerations" on pages
9 to 12 of the Company's Annual Report on Form 10-K for the year ended May 31,
1997, which is filed with the Securities and Exchange Commission.
OVERVIEW
The Company is a leading designer, manufacturer and distributor of
high quality stylish-casual and active-casual footwear and apparel, as well as
performance footwear for enthusiast sports such as skateboarding, snowboarding,
surfing, wakeboarding, BMX racing, and mountain bike racing, under the brand
name "VANS"*. The Company is the successor to Van Doren Rubber Company, Inc., a
California corporation that was founded in 1966 ("VDRC"). VDRC was acquired by
the Company in February 1988 in a series of related transactions for a total
cost (including assumed liabilities) of $74.4 million. VDRC was merged with and
into the Company in August 1991 at the time of the Company's initial public
offering.
RESULTS OF OPERATIONS
THIRTEEN-WEEK PERIOD ENDED AUGUST 30, 1997 ("Q1 FISCAL 1998") VERSUS THE
THIRTEEN-WEEK PERIOD ENDED AUGUST 31, 1996 ("Q1 FISCAL 1997")
NET SALES
Net sales for Q1 Fiscal 1998 increased 22.7% to $53,955,000, compared
to $43,956,000 for the same period in Fiscal 1997. The sales increase was
primarily driven by increases in all of the Company's sales channels, as
discussed below.
Sales to the Company's wholesale accounts on a worldwide basis
increased 21.1% to $41,206,000 during Q1 Fiscal 1998, compared to $34,032,000
during Q1 Fiscal 1997. Within the Company's wholesale business, sales to
national accounts increased 3.0% during Q1 Fiscal 1998 to $23,750,000, compared
to $23,050,000 for the comparable period of Fiscal 1997, primarily as a result
of the addition of new accounts, including The Sports Authority and Kohl's.
Sales to international distributors increased 58.9% to $17,456,000 for Q1 Fiscal
1998, compared to $10,982,000 for the same period a year ago. Increased sales to
Japan, France, Germany and Australia were the principal reasons for the
increase.
Sales through the Company's 85-store retail chain increased 28.5% to
$12,749,000 in Q1 Fiscal 1998 from $9,924,000 for Q1 Fiscal 1997. Comparable
store sales (sales at stores open one year or more) were up 19.7% for the
quarter. All store-types showed comparable store sales increases during Q1
Fiscal 1998, compared to the same period last year.
- -------------------------------
* VANS is a registered trademark of Vans, Inc.
6
<PAGE> 7
GROSS PROFIT
Gross profit increased 24.0% to $21,768,000 in Q1 Fiscal 1998 from
$17,551,000 in the same period of Fiscal 1997. As a percentage of net sales,
gross profit increased to 40.3% for Q1 Fiscal 1998 from 39.9% for the same
period of Fiscal 1997. The increase in gross profit as a percentage of net sales
was primarily due to: (i) increased sales through the Company's retail stores;
(ii) a shift in mix within the national sales channel from department and
national retail accounts to independent retailers; and (iii) improved margins on
sales of snowboard boots.
EARNINGS FROM OPERATIONS
Earnings from operations increased 16.9% to $5,496,000 in Q1 Fiscal
1998 from $4,704,000 in the same period of Fiscal 1997. Operating expenses in Q1
Fiscal 1998 increased to $16,272,000 from $12,848,000 in Q1 Fiscal 1997,
primarily due to a $1,933,000 increase in selling and distribution expense and a
$1,389,000 increase in marketing, advertising and promotion expenses, each as
discussed below. As a percentage of net sales, operating expenses increased
slightly to 30.2% from 29.2%, on a period-to-period basis.
Selling and distribution. Selling and distribution expenses increased
27.9% to $8,871,000 in Q1 Fiscal 1998 from $6,938,000 in Q1 Fiscal 1997,
primarily due to: (i) costs associated with increased personnel to support the
Company's sales growth and the addition of the Company's apparel division; (ii)
increases in commission expenses resulting from a shift in mix within the
national sales channel from department and national retail accounts to
independent retailers; (iii) increases in travel and other operating costs for
both retail and distribution center operations due to higher sales volume; and
(iv) operating costs related to the Company's United Kingdom subsidiary, Global
Accessories Limited ("Global"), and the establishment of the Company's
subsidiary for Mexico, Vans Latinoamericana (Mexico), S.A. de C.V. ("Vans
Latinoamericana"), which are included in the Company's consolidated financial
statements.
Marketing, advertising and promotion. Marketing, advertising and
promotion expenses increased 35.2% to $5,335,000 in Q1 Fiscal 1998 from
$3,946,000 in Q1 Fiscal 1997, primarily due to the recognition of advertising
and promotional expenses related to sponsorship of the Vans Warped Tour '97,
which took place during the summer months, and higher print and television
advertising expenditures related to back-to-school promotions.
General and administrative. General and administrative expenses
increased 11.4% from $1,534,000 in Q1 Fiscal 1997 to $1,709,000 in Q1 Fiscal
1998, but decreased as a percentage of net sales, on a period-to-period
basis from 3.5% to 3.2%. The increase was primarily due to the cost of: (i)
increased personnel to support the Company's sales growth; (ii) the addition of
rent expense associated with the Company's new corporate offices in Santa Fe
Springs, California (the "Santa Fe Springs Facility"); and (iii) increases in
depreciation expenses associated with new equipment and tenant improvements for
such offices and the Company's new distribution center, also located at the
Santa Fe Springs Facility.
Provision for doubtful accounts. The amount that was provided for bad
debt expense in Q1 Fiscal 1998 was $128,000 versus $239,000 in Q1 Fiscal 1997,
due to significant improvements in the management of past due accounts.
7
<PAGE> 8
INTEREST INCOME
Interest income is primarily derived from the investment of a portion
of the net proceeds from the Company's May 1996 public offering of common stock
(the "Offering") and the investment of surplus operating cash.
INTEREST AND DEBT EXPENSE
Interest expense decreased to $68,000 in Q1 Fiscal 1998 from $192,000
in Q1 Fiscal 1997 due to the Company's use of operating capital to finance its
snowboard boot line, which had been financed by a third party during Q1 Fiscal
1997.
OTHER INCOME
Other income increased 76.8% to $775,000 in Q1 Fiscal 1998 from
$438,000 in the same period of Fiscal 1997 primarily due to an increase in
royalties from the licensing of the Company's trademarks, and the receipt of an
income distribution from the entity which owns the Vans Warped Tour.
INCOME TAX EXPENSE (BENEFIT)
Income tax expense increased to $2,222,000 in Q1 Fiscal 1998 from
$1,970,000 for Q1 Fiscal 1997 as a result of the higher earnings discussed
above.
MINORITY INTEREST
Minority interest related to Global and the formation of Vans
Latinoamericana, neither of which was included in the Company's consolidated
financial statements for Q1 Fiscal 1997.
LIQUIDITY AND CAPITAL RESOURCES
CASH FLOWS
The Company finances its operations with a combination of cash flows
from operations and borrowings. On May 24, 1996, the Company completed the
Offering. The Company obtained net proceeds of $47.7 million from the Offering.
Of such amount, $25.4 million was utilized to repay the Company's 9.6% Senior
Notes due August 1, 1999 (including a $1.5 million makewhole amount resulting
from the prepayment of such Notes), and $8.1 million was utilized to repay debt
under a secured bank line of credit. See " - Borrowings." The balance of the net
proceeds was utilized for general corporate purposes.
The Company experienced an outflow of cash from operating activities
of $6,823,000 during Q1 Fiscal 1998, compared to an outflow of $2,804,000 for Q1
Fiscal 1997. Cash used in operations was primarily the result of: (i) an
increase in net accounts receivable to $33,028,000 at August 30, 1997 from
$24,391,000 at May 31, 1997, as described below; and (ii) an increase in net
inventory to $28,692,000 at August 30, 1997 from $25,099,000 at May 31, 1997, as
described below. Cash outflow from operating activities was partially offset by
decreases in prepaid expenses and increases in income taxes payable.
8
<PAGE> 9
The Company incurred a net cash outflow from investing activities of
$2,390,000 for Q1 Fiscal 1998, compared to a net cash outflow of $411,000 in Q1
Fiscal 1997. These outflows were primarily due to tenant improvements to the
Company's new distribution center at the Santa Fe Springs Facility, capital
expenditures related to new retail store openings, and the payment of $305,000
for the purchase of the assets associated with the Triple Crown of Surfing
competition.
The Company incurred a net cash inflow in financing activities of
$5,031,000 for Q1 Fiscal 1998, compared to a net cash outflow of $2,648,000 for
the same period in Fiscal 1997, primarily due to short-term borrowings under the
Secured Line of Credit. See "-- Borrowings" below.
Accounts receivable, net of allowance for doubtful accounts,
increased 35.4% to $33,028,000 at August 30, 1997 from $24,391,000 at May 31,
1997. This increase was primarily due to the increase in sales during Q1 Fiscal
1998, as discussed above, the timing of such sales, and increased sales to
accounts in the Eastern United States which receive payment terms of an
additional 15 days. Inventories increased 14.3% from $25,099,000 to $28,692,000
during the same period due to: (i) an increased average cost of finished goods
resulting from a product mix shift to include higher-cost imported shoes and
snowboard boots; (ii) an increased number of finished goods held for sale at the
Company's retail stores in order to improve in-stock selection and availability
for the back-to-school period; (iii) an increased number of wholesale finished
goods held to support increased wholesale sales levels; and (iv) the addition of
inventories related to the acquisition of Global and the establishment of Vans
Latinoamericana.
BORROWINGS
The Company has a secured line of credit (the "Secured Line of
Credit") with Bank of the West (the "Bank"). The Secured Line of Credit permits
the Company to borrow up to the lesser of eligible accounts receivable and
inventory, or $20.0 million, and is secured by the Company's accounts
receivable and inventory, other than snowboard boot accounts receivable and
inventory. The Company pays interest on the debt incurred under the Secured Line
of Credit at the prime rate established by the Bank from time to time, plus a
percentage which varies depending on the Company's ratio of debt to earnings
before interest, taxes, depreciation, and amortization (the "Debt to EBITDA
Ratio"). The Company has the option to pay interest at the LIBOR rate plus a
percentage which varies with the Company's Debt to EBITDA Ratio. Under the
agreement establishing the Secured Line of Credit, the Company must maintain
certain financial covenants and is prohibited from paying dividends or making
any other distribution without the Bank's consent. Debt incurred under the
Secured Line of Credit is due and payable on November 1, 1997. The Company is
currently in negotiations with the Bank to extend the Secured Line of Credit. At
August 30, 1997, the Company had no funds drawn down under the Secured Line of
Credit.
CURRENT CASH POSITION
The Company's cash position was $11,128,000 as of August 30, 1997,
compared to $15,350,000 at May 31, 1997. The Company's cash position was, in
fiscal years 1995 and 1996, adversely impacted by increased working capital
requirements caused by the rapid sales growth of imported footwear. There are
greater timing differences between the payment for imported goods and the
receipt of cash from sales of such goods than if produced domestically.
Additionally, because payment terms in the ski and snow industry are longer than
the Company's traditional distribution channels, there are even greater timing
differences between payment for the Company's line of snowboard boots and
the receipt of cash from sales of such boots.
9
<PAGE> 10
Notwithstanding the foregoing, for the next 24 months, the Company
believes that cash from operations, together with borrowings from the Secured
Line of Credit (which the Company anticipates, but cannot assure, will be
renewed as it matures), should be sufficient to meet its working capital needs.
NOTE: THE PREVIOUS SENTENCE IS A FORWARD-LOOKING STATEMENT. THE COMPANY'S ACTUAL
RESULTS COULD DIFFER MATERIALLY. FACTORS THAT COULD CAUSE OR CONTRIBUTE TO SUCH
DIFFERENCES INCLUDE: (I) THE COMPANY'S RATE OF GROWTH; (II) THE COMPANY'S
PRODUCT MIX BETWEEN IMPORTED FOOTWEAR, SNOWBOARD BOOTS AND
DOMESTICALLY-PRODUCED FOOTWEAR; (III) THE COMPANY'S ABILITY TO EFFECTIVELY
MANAGE ITS INVENTORY LEVELS; (IV) TIMING DIFFERENCES IN PAYMENT FOR THE
COMPANY'S FOREIGN-SOURCED PRODUCT, WHICH ARE DISCUSSED IN THE FOREGOING
PARAGRAPH; (V) THE INCREASED UTILIZATION OF LETTERS OF CREDIT FOR PURCHASES OF
FOREIGN-SOURCED PRODUCT; AND (VI) TIMING DIFFERENCES IN PAYMENT FOR PRODUCT
WHICH IS SOURCED FROM COUNTRIES WHICH HAVE LONGER SHIPPING LEAD TIMES, SUCH AS
CHINA.
CAPITAL EXPENDITURES
In the remainder of Fiscal 1998, the Company plans to open three to
seven retail stores at an estimated aggregate cost of $295,000 - $615,000, and
remodel seven to nine existing retail stores at an estimated aggregate cost of
$620,000 - $860,000. The new store additions will consist primarily of factory
outlet stores and will be opened at various times throughout the Fiscal year.
At the same time, the Company will continue to evaluate and close non-performing
stores.
During Q4 Fiscal 1997, the Company completed the move of its
corporate offices to the Santa Fe Springs Facility. In the first month of
Fiscal 1998, the Company relocated its distribution center to the same Facility.
The Company incurred capital expenditures of approximately $1.0 million in Q1
Fiscal 1998 relating to new equipment and certain tenant improvements for such
Facility. The Company anticipates that it will make additional capital
expenditures of approximately $100,000 for such Facility during the balance of
Fiscal 1998.
The Company continues to explore other projects which may involve
capital expenditures. While it is still too early to estimate the depth of such
expenditures, the Company does not anticipate a significant increase in the
level of capital expenditures for the balance of Fiscal 1998.
RECENT ACCOUNTING PRONOUNCEMENTS
In February 1997, the Financial Accounting Standards Board ("FASB")
issued Statement of Financial Accounting Standards ("SFAS") No. 128, "Earnings
Per Share." SFAS No. 128 specifies new standards designed to improve the
earnings per share ("EPS") information provided in financial statements by
simplifying the existing computational guidelines, revising the disclosure
requirements and increasing the comparability of EPS data on an international
basis. Some of the changes made to simplify the EPS computations include: (a)
eliminating the presentation of primary EPS and replacing it with basic EPS,
with the principal difference being that the common stock equivalents are not
considered in computing basic EPS, (b) eliminating the modified treasury stock
method and the three percent materiality provision, and (c) revising the
contingent share provisions and the supplemental EPS data requirements. SFAS No.
128 also makes a number of changes to existing disclosure requirements. SFAS No.
128 is effective for financial statements issued for periods ending after
December 15, 1997, including interim periods. The Company has not yet determined
the impact of the implementation of SFAS No. 128.
10
<PAGE> 11
In June 1997, the FASB issued SFAS No. 130, "Reporting Comprehensive
Income." The new statement is effective for both interim and annual periods
beginning after December 15, 1997. The Company has not yet determined the impact
of adopting this new standard on the consolidated financial statements.
In June 1997, the FASB issued SFAS No. 131, "Disclosures about
Segments of an Enterprise and Related Information." The new statement is
effective for fiscal years beginning after December 15, 1997. The Company has
not yet determined the impact of adopting this new standard on the consolidated
financial statements.
SEASONALITY
The footwear industry is characterized by significant seasonality of
net sales and results of operations. Historically, the Company's business has
been moderately seasonal, with the largest percentage of sales realized in the
first fiscal quarter (June through August), the so-called "back to school"
months. In addition, because snowboarding is a winter sport, sales of the
Company's snowboard boots have historically been strongest in the first and
second fiscal quarters. As the Company increases its international sales and
experiences changes in product mix, it believes that future quarterly results
will vary from historical trends. In addition to seasonal fluctuations, the
Company's operating results fluctuate quarter-to-quarter as a result of the
timing of holidays, weather, timing of shipments, product mix, cost of materials
and the mix between wholesale and retail channels. Because of such fluctuations,
the results of operations of any quarter are not necessarily indicative of the
results that may be achieved for a full fiscal year or any future quarter. In
addition, there can be no assurance that the Company's future results will be
consistent with past results or the projections of securities analysts.
11
<PAGE> 12
PART II
OTHER INFORMATION
ITEM 5. OTHER MATTERS
Executive Officer Changes. Effective as of October 3, 1997, John T.
Dickinson resigned as the Company's Vice President - International Sales and
Licensing.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
27 Financial Data Schedule
(b) Reports on 8-K.
The Company filed no Reports on Form 8-K during the three-month
period ended August 30, 1997.
12
<PAGE> 13
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.
VANS, INC.
(Registrant)
Date: October 14, 1997 By: /s/Gary H. Schoenfeld
---------------------
GARY H. SCHOENFELD
President and Chief
Executive Officer
Date: October 14, 1997 By: /s/Kyle B. Wescoat
------------------
KYLE B. WESCOAT
Vice President and
Chief Financial Officer (Principal
Financial and Accounting Officer)
13
<PAGE> 14
EXHIBIT INDEX
<TABLE>
<CAPTION>
Document Page No.
- -------- --------
<S> <C> <C>
27 Financial Data Schedule
</TABLE>
14
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> YEAR
<FISCAL-YEAR-END> MAY-31-1998
<PERIOD-START> JUN-01-1997
<PERIOD-END> AUG-30-1997
<CASH> 11,127,980
<SECURITIES> 0
<RECEIVABLES> 34,462,623
<ALLOWANCES> 1,435,078
<INVENTORY> 28,692,277
<CURRENT-ASSETS> 75,176,018
<PP&E> 14,481,453
<DEPRECIATION> 0
<TOTAL-ASSETS> 115,525,181
<CURRENT-LIABILITIES> 19,321,762
<BONDS> 0
0
0
<COMMON> 13,203
<OTHER-SE> 92,385,240
<TOTAL-LIABILITY-AND-EQUITY> 115,525,181
<SALES> 53,955,195
<TOTAL-REVENUES> 53,955,195
<CGS> 32,187,000
<TOTAL-COSTS> 32,187,000
<OTHER-EXPENSES> 16,271,978
<LOSS-PROVISION> 127,500
<INTEREST-EXPENSE> 67,525
<INCOME-PRETAX> 6,315,744
<INCOME-TAX> 2,222,186
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,950,554
<EPS-PRIMARY> 0.29
<EPS-DILUTED> 0.29
</TABLE>
