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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
| Date of report (Date of earliest event reported) | January 4, 2000 |
ULTIMATE
ELECTRONICS, INC.
(Exact Name of Registrant as Specified in Its Charter)
| 0-22532 | 84-0585211 | |
| (Commission File Number) | (IRS Employer Identification No.) | |
| 321 West 84th Avenue, Suite A, Thornton, CO |
|
80260 |
| (Address of Principal Executive Offices) | (Zip Code) |
(303) 412-2500
(Registrant's Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events
On January 4, 2000, Ultimate Electronics, Inc. announced that it was changing its accounting policy relating to insured extended service contracts in accordance with guidance announced by the Securities and Exchange Commission in December 1999. Ultimate Electronics has given retroactive effect to this accounting treatment by restating its previously published financial statements. The restatement resulted in a net reduction to stockholders' equity of approximately $4.1 million as of January 31, 1999.
The impact of the restatement on the consolidated statements of operations for the fiscal years ended January 31, 1999, 1998, 1997, 1996 and the quarterly periods in the three years from February 1, 1997 to October 31, 1999 is as follows (amounts in thousands, except share data):
Ultimate Electronics, Inc.
Earnings Restatement
Fiscal Year 2000—Quarter 3
| |
As Previously Reported Three Months Ended October 31, 1999 |
As Restated Three Months Ended October 31, 1999 |
||||
|---|---|---|---|---|---|---|
| Sales | $ | 94,481 | $ | 91,899 | ||
| Cost of goods sold | 65,981 | 64,004 | ||||
| Gross profit | 28,500 | 27,895 | ||||
| Selling, general and administrative expenses | 24,710 | 24,444 | ||||
| Income from operations | 3,790 | 3,451 | ||||
| Interest expense, net | 591 | 591 | ||||
| Income before taxes | 3,199 | 2,860 | ||||
| Income tax expense | 1,185 | 1,058 | ||||
| Net income | $ | 2,014 | $ | 1,802 | ||
| Earnings per share—Basic | $ | 0.24 | $ | 0.21 | ||
| Earnings per share—Diluted | $ | 0.22 | $ | 0.20 | ||
| Weighted average shares outstanding—Basic | 8,454,193 | 8,454,193 | ||||
| Weighted average shares outstanding—Diluted | 9,159,152 | 9,159,152 | ||||
| Total stockholders' equity | $ | 82,419 | $ | 77,757 | ||
Fiscal Year 2000—Quarter 2
| |
As Previously Reported Three Months Ended July 31, 1999 |
As Restated Three Months Ended July 31, 1999 |
||||
|---|---|---|---|---|---|---|
| Sales | $ | 86,309 | $ | 83,965 | ||
| Cost of goods sold | 59,828 | 58,005 | ||||
| Gross profit | 26,481 | 25,960 | ||||
| Selling, general and administrative expenses | 23,688 | 23,461 | ||||
| Income from operations | 2,793 | 2,499 | ||||
| Interest expense, net | 707 | 707 | ||||
| Income before taxes | 2,086 | 1,792 | ||||
| Income tax expense | 768 | 658 | ||||
| Net income | $ | 1,318 | $ | 1,134 | ||
| Earnings per share—Basic | $ | 0.16 | $ | 0.14 | ||
| Earnings per share—Diluted | $ | 0.15 | $ | 0.13 | ||
| Weighted average shares outstanding—Basic | 8,210,780 | 8,210,780 | ||||
| Weighted average shares outstanding—Diluted | 8,926,162 | 8,926,162 | ||||
| Total stockholders' equity | $ | 49,644 | $ | 45,194 | ||
Ultimate Electronics, Inc.
Earnings Restatement
Fiscal Year 2000—Quarter 1
| |
As Previously Reported Three Months Ended April 30, 1999 |
As Restated Three Months Ended April 30, 1999 |
||||
|---|---|---|---|---|---|---|
| Sales | $ | 80,303 | $ | 78,398 | ||
| Cost of goods sold | 56,788 | 55,212 | ||||
| Gross profit | 23,515 | 23,186 | ||||
| Selling, general and administrative expenses | 22,126 | 21,987 | ||||
| Income from operations | 1,389 | 1,199 | ||||
| Interest expense, net | 681 | 681 | ||||
| Income before taxes | 708 | 518 | ||||
| Income tax expense | 269 | 198 | ||||
| Net income | $ | 439 | $ | 320 | ||
| Earnings per share—Basic | $ | 0.05 | $ | 0.04 | ||
| Earnings per share—Diluted | $ | 0.05 | $ | 0.04 | ||
| Weighted average shares outstanding—Basic | 8,162,600 | 8,162,600 | ||||
| Weighted average shares outstanding—Diluted | 8,766,265 | 8,766,265 | ||||
| Total stockholders' equity | $ | 48,120 | $ | 43,854 | ||
Fiscal Year 1999
| |
As previously Reported Twelve Months Ended January 31, 1999 |
As Restated Twelve Months Ended January 31, 1999 |
||||
|---|---|---|---|---|---|---|
| Sales | $ | 337,454 | $ | 328,907 | ||
| Cost of goods sold | 239,854 | 233,413 | ||||
| Gross profit | 97,600 | 95,494 | ||||
| Selling, general and administrative expenses | 89,010 | 88,104 | ||||
| Income from operations | 8,590 | 7,390 | ||||
| Interest expense, net | 3,957 | 3,957 | ||||
| Income before taxes | 4,633 | 3,433 | ||||
| Income tax expense | 1,723 | 1,273 | ||||
| Net income | $ | 2,910 | $ | 2,160 | ||
| Earnings per share—Basic | $ | 0.36 | 0.27 | |||
| Earnings per share—Diluted | 0.35 | 0.26 | ||||
| Weighted average shares outstanding—Basic | 8,149,776 | 8,149,776 | ||||
| Weighted average shares outstanding—Diluted | 8,317,468 | 8,317,468 | ||||
| Total stockholders' equity | $ | 47,675 | $ | 43,528 | ||
Ultimate Electronics, Inc.
Earnings Restatement
Fiscal Year 1999—Quarter 4
| |
As Previously Reported Three Months Ended January 31, 1999 |
As Restated Three Months Ended January 31, 1999 |
||||
|---|---|---|---|---|---|---|
| Sales | $ | 115,949 | $ | 112,621 | ||
| Cost of goods sold | 82,915 | 80,674 | ||||
| Gross profit | 33,034 | 31,947 | ||||
| Selling, general and administrative expenses | 26,186 | 25,703 | ||||
| Income from operations | 6,848 | 6,244 | ||||
| Interest expense, net | 781 | 781 | ||||
| Income before taxes | 6,067 | 5,463 | ||||
| Income tax expense | 2,254 | 2,027 | ||||
| Net income | $ | 3,813 | $ | 3,436 | ||
| Earnings per share—Basic | $ | 0.47 | $ | 0.42 | ||
| Earnings per share—Diluted | $ | 0.45 | $ | 0.40 | ||
| Weighted average shares outstanding—Basic | 8,156,616 | 8,156,616 | ||||
| Weighted average shares outstanding—Diluted | 8,542,530 | 8,542,530 | ||||
| Total stockholders' equity | $ | 47,675 | $ | 43,528 | ||
Fiscal Year 1999—Quarter 3
| |
As Previously Reported Three Months Ended October 31, 1998 |
As Restated Three Months Ended October 31, 1998 |
||||
|---|---|---|---|---|---|---|
| Sales | $ | 79,441 | $ | 77,526 | ||
| Cost of goods sold | 55,038 | 53,525 | ||||
| Gross profit | 24,403 | 24,001 | ||||
| Selling, general and administrative expenses | 21,451 | 21,281 | ||||
| Income from operations | 2,952 | 2,720 | ||||
| Interest expense, net | 978 | 978 | ||||
| Income before taxes | 1,974 | 1,742 | ||||
| Income tax expense | 724 | 637 | ||||
| Net income | $ | 1,250 | $ | 1,105 | ||
| Earnings per share—Basic | $ | 0.15 | $ | 0.14 | ||
| Earnings per share—Diluted | $ | 0.15 | $ | 0.14 | ||
| Weighted average shares outstanding—Basic | 8,151,859 | 8,151,859 | ||||
| Weighted average shares outstanding—Diluted | 8,160,252 | 8,160,252 | ||||
| Total stockholders' equity | $ | 43,838 | $ | 40,069 | ||
Ultimate Electronics, Inc.
Earnings Restatement
Fiscal Year 1999—Quarter 2
| |
As Previously Reported Three Months Ended July 31, 1998 |
As Restated Three Months Ended July 31, 1998 |
|||||
|---|---|---|---|---|---|---|---|
| Sales | $ | 71,182 | $ | 69,605 | |||
| Cost of goods sold | 49,279 | 47,958 | |||||
| Gross profit | 21,903 | 21,647 | |||||
| Selling, general and administrative expenses | 20,675 | 20,572 | |||||
| Income from operations | 1,228 | 1,075 | |||||
| Interest expense, net | 1,127 | 1,127 | |||||
| Income (loss) before taxes | 101 | (52 | ) | ||||
| Income tax expense (benefit) | 43 | (14 | ) | ||||
| Net income (loss) | $ | 58 | $ | (38 | ) | ||
| Earnings (loss) per share—Basic | $ | 0.01 | $ | 0.00 | |||
| Earnings (loss) per share—Diluted | $ | 0.01 | $ | 0.00 | |||
| Weighted average shares outstanding—Basic | 8,150,748 | 8,150,748 | |||||
| Weighted average shares outstanding—Diluted | 8,220,806 | 8,150,748 | |||||
| Total stockholders' equity | $ | 42,584 | $ | 38,960 | |||
Fiscal Year 1999—Quarter 1
| |
As Previously Reported Three Months Ended April 30, 1998 |
As Restated Three Months Ended April 30, 1998 |
|||||
|---|---|---|---|---|---|---|---|
| Sales | $ | 70,882 | $ | 69,155 | |||
| Cost of goods sold | 52,622 | 51,256 | |||||
| Gross profit | 18,260 | 17,899 | |||||
| Selling, general and administrative expenses | 20,698 | 20,548 | |||||
| Income (loss) from operations | (2,438 | ) | (2,649 | ) | |||
| Interest expense, net | 1,071 | 1,071 | |||||
| Income (loss) before taxes | (3,509 | ) | (3,720 | ) | |||
| Income tax expense (benefit) | (1,298 | ) | (1,377 | ) | |||
| Net income (loss) | $ | (2,211 | ) | $ | (2,343 | ) | |
| Earnings (loss) per share—Basic | $ | (0.27 | ) | $ | (0.29 | ) | |
| Earnings (loss) per share—Diluted | $ | (0.27 | ) | $ | (0.29 | ) | |
| Weighted average shares outstanding—Basic | 8,139,548 | 8,139,548 | |||||
| Weighted average shares outstanding—Diluted | 8,139,548 | 8,139,548 | |||||
| Total stockholders' equity | $ | 42,510 | $ | 38,982 | |||
Ultimate Electronics, Inc.
Earnings Restatement
Fiscal Year 1998
| |
As previously Reported Twelve Months Ended January 31, 1998 |
As Restated Twelve Months Ended January 31, 1998 |
|||||
|---|---|---|---|---|---|---|---|
| Sales | $ | 306,306 | $ | 298,231 | |||
| Cost of goods sold | 223,464 | 217,726 | |||||
| Gross profit | 82,842 | 80,505 | |||||
| Selling, general and administrative expenses | 78,621 | 77,599 | |||||
| Income from operations | 4,221 | 2,906 | |||||
| Interest expense, net | 3,985 | 3,985 | |||||
| Income (loss) before taxes | 236 | (1,079 | ) | ||||
| Income tax expense (benefit) | 88 | (405 | ) | ||||
| Net income (loss) | $ | 148 | $ | (674 | ) | ||
| Earnings (loss) per share—Basic | $ | 0.02 | $ | (0.09 | ) | ||
| Earnings (loss) per share—Diluted | $ | 0.02 | $ | (0.09 | ) | ||
| Weighted average shares outstanding—Basic | 7,625,589 | 7,625,589 | |||||
| Weighted average shares outstanding—Diluted | 7,736,856 | 7,625,589 | |||||
| Total stockholders' equity | $ | 44,721 | $ | 41,325 | |||
Fiscal Year 1998—Quarter 4
| |
As Previously Reported Three Months Ended January 31, 1998 |
As Restated Three Months Ended January 31, 1998 |
||||
|---|---|---|---|---|---|---|
| Sales | $ | 106,864 | $ | 103,658 | ||
| Cost of goods sold | 78,236 | 76,152 | ||||
| Gross profit | 28,628 | 27,506 | ||||
| Selling, general and administrative expenses | 25,923 | 25,421 | ||||
| Income from operations | 2,705 | 2,085 | ||||
| Interest expense, net | 1,124 | 1,124 | ||||
| Income before taxes | 1,581 | 961 | ||||
| Income tax expense | 585 | 353 | ||||
| Net income | $ | 996 | $ | 608 | ||
| Earnings per share—Basic | $ | 0.12 | $ | 0.07 | ||
| Earnings per share—Diluted | $ | 0.12 | $ | 0.07 | ||
| Weighted average shares outstanding—Basic | 8,121,320 | 8,121,320 | ||||
| Weighted average shares outstanding—Diluted | 8,234,642 | 8,234,642 | ||||
| Total stockholders' equity | $ | 44,721 | $ | 41,325 | ||
Ultimate Electronics, Inc.
Earnings Restatement
Fiscal Year 1998—Quarter 3
| |
As Previously Reported Three Months Ended October 31, 1997 |
As Restated Three Months Ended October 31, 1997 |
|||||
|---|---|---|---|---|---|---|---|
| Sales | $ | 81,990 | $ | 79,782 | |||
| Cost of goods sold | 59,140 | 57,601 | |||||
| Gross profit | 22,850 | 22,181 | |||||
| Selling, general and administrative expenses | 21,923 | 21,628 | |||||
| Income from operations | 927 | 553 | |||||
| Interest expense, net | 1,107 | 1,107 | |||||
| Income (loss) before taxes | (180 | ) | (554 | ) | |||
| Income tax expense (benefit) | (65 | ) | (205 | ) | |||
| Net income (loss) | $ | (115 | ) | $ | (349 | ) | |
| Earnings (loss) per share—Basic | $ | (0.01 | ) | $ | (0.04 | ) | |
| Earnings (loss) per share—Diluted | $ | (0.01 | ) | $ | (0.04 | ) | |
| Weighted average shares outstanding—Basic | 8,038,089 | 8,038,089 | |||||
| Weighted average shares outstanding—Diluted | 8,038,089 | 8,038,089 | |||||
| Total stockholders' equity | $ | 43,643 | $ | 40,636 | |||
Fiscal Year 1998—Quarter 2
| |
As Previously Reported Three Months Ended July 31, 1997 |
As Restated Three Months Ended July 31, 1997 |
|||||
|---|---|---|---|---|---|---|---|
| Sales | $ | 61,944 | $ | 60,429 | |||
| Cost of goods sold | 45,030 | 43,870 | |||||
| Gross profit | 16,914 | 16,559 | |||||
| Selling, general and administrative expenses | 16,615 | 16,465 | |||||
| Income from operations | 299 | 94 | |||||
| Interest expense, net | 971 | 971 | |||||
| Income (loss) before taxes | (672 | ) | (877 | ) | |||
| Income tax expense (benefit) | (250 | ) | (327 | ) | |||
| Net income (loss) | $ | (422 | ) | $ | (550 | ) | |
| Earnings (loss) per share—Basic | $ | (0.06 | ) | $ | (0.08 | ) | |
| Earnings (loss) per share—Diluted | $ | (0.06 | ) | $ | (0.08 | ) | |
| Weighted average shares outstanding—Basic | 7,327,385 | 7,327,385 | |||||
| Weighted average shares outstanding—Diluted | 7,327,385 | 7,327,385 | |||||
| Total stockholders' equity | $ | 43,559 | $ | 40,786 | |||
Ultimate Electronics, Inc.
Earnings Restatement
Fiscal Year 1998—Quarter 1
| |
As Previously Reported Three Months Ended April 30, 1997 |
As Restated Three Months Ended April 30, 1997 |
|||||
|---|---|---|---|---|---|---|---|
| Sales | $ | 55,508 | $ | 54,362 | |||
| Cost of goods sold | 41,058 | 40,103 | |||||
| Gross profit | 14,450 | 14,259 | |||||
| Selling, general and administrative expenses | 14,160 | 14,085 | |||||
| Income from operations | 290 | 174 | |||||
| Interest expense, net | 783 | 783 | |||||
| Income (loss) before taxes | (493 | ) | (609 | ) | |||
| Income tax expense (benefit) | (182 | ) | (226 | ) | |||
| Net income (loss) | $ | (311 | ) | $ | (383 | ) | |
| Earnings (loss) per share—Basic | $ | (0.04 | ) | $ | (0.05 | ) | |
| Earnings (loss) per share—Diluted | $ | (0.04 | ) | $ | (0.05 | ) | |
| Weighted average shares outstanding—Basic | 6,995,000 | 6,995,000 | |||||
| Weighted average shares outstanding—Diluted | 6,995,000 | 6,995,000 | |||||
| Total stockholders' equity | $ | 41,392 | $ | 38,747 | |||
Fiscal Year 1997
| |
As Previously Reported Twelve Months Ended January 31, 1997 |
As Restated Twelve Months Ended January 31, 1997 |
||||
|---|---|---|---|---|---|---|
| Sales | $ | 261,154 | $ | 254,491 | ||
| Cost of goods sold | 191,903 | 187,028 | ||||
| Gross profit | 69,251 | 67,463 | ||||
| Selling, general and administrative expenses | 64,786 | 63,953 | ||||
| Income from operations | 4,465 | 3,510 | ||||
| Interest expense, net | 3,210 | 3,210 | ||||
| Income before taxes | 1,255 | 300 | ||||
| Income tax expense | 470 | 112 | ||||
| Net income | $ | 785 | $ | 188 | ||
| Earnings per share—Basic | $ | 0.11 | $ | 0.03 | ||
| Earnings per share—Diluted | $ | 0.11 | $ | 0.03 | ||
| Weighted average shares outstanding—Basic | 6,995,000 | 6,995,000 | ||||
| Weighted average shares outstanding—Diluted | 7,125,472 | 7,125,472 | ||||
| Total stockholders' equity | $ | 41,703 | $ | 39,130 | ||
Ultimate Electronics, Inc.
Earnings Restatement
Fiscal Year 1996
| |
As Previously Reported Twelve Months Ended January 31, 1996 |
As Restated Twelve Months Ended January 31, 1996 |
|||||
|---|---|---|---|---|---|---|---|
| Sales | $ | 251,807 | $ | 243,859 | |||
| Cost of goods sold | 184,343 | 179,190 | |||||
| Gross profit | 67,464 | 64,669 | |||||
| Selling, general and administrative expenses | 59,525 | 58,180 | |||||
| Income from operations | 7,939 | 6,489 | |||||
| Interest expense, net | 1,866 | 1,866 | |||||
| Income before taxes | 6,073 | 4,623 | |||||
| Income tax expense | 2,241 | 1,697 | |||||
| Income before cumulative effect of change in accounting for preopening expenses | 3,832 | 2,926 | |||||
| Cumulative effect of change in accounting for preopening expenses, net of taxes | (988 | ) | (988 | ) | |||
| Net income | $ | 2,844 | $ | 1,938 | |||
| Earnings per share—Basic | $ | 0.48 | $ | 0.33 | |||
| Earnings per share—Diluted | $ | 0.48 | $ | 0.33 | |||
| Weighted average shares outstanding—Basic | 5,860,795 | 5,860,795 | |||||
| Weighted average shares outstanding—Diluted | 5,906,025 | 5,906,025 | |||||
| Total stockholders' equity | $ | 40,918 | $ | 38,942 | |||
Item 5. Exhibits
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.
| ULTIMATE ELECTRONICS, INC. |
|||
| (Registrant) | |||
| Date: February 11, 2000 |
|
By: |
/s/ ALAN E. KESSOCK Senior Vice President, Chief Financial Officer, Secretary and a Director (Principal Financial and Accounting Officer) |
|
|