<PAGE>
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A NO. 2
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For Quarterly Period Ended Commission File Number:
April 30, 1996 0-23570
JUST FOR FEET, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Alabama 63-0734234
- ------------------------------- -------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
153 Cahaba Valley Parkway North, Birmingham, Alabama 35124
- -------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (205) 403-8000
--------------
Not applicable
----------------------------------------------------
(Former name, former address and former 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 reports), 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:
Common Stock, par value $.0001 per share 26,537,052 shares
---------------------------------------- ---------------------------
Class Outstanding at May 29, 1996
The following items are amended:
Item 1. Financial Statements.
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations.
Item 6. Exhibits and Reports on Form 8-K.
<PAGE>
Just For Feet, Inc. and subsidiaries (the "Company") hereby amends Items 1 and 2
of Part I of its statement on Form 10-Q for its first fiscal quarter ended April
30, 1996, as follows:
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
<TABLE>
<CAPTION>
JUST FOR FEET, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
- ---------------------------------------------------------------------------------------------------------
April 30, January 31,
1996 1996
(Unaudited)
ASSETS (Restated)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 39,820,200 $ 96,854,200
Marketable securities available for sale 17,498,400 32,634,200
Accounts receivable, net 4,553,500 3,409,500
Merchandise inventories 67,063,100 56,637,900
Other current assets 1,545,800 4,166,100
------------ ------------
Total current assets 130,481,000 193,701,900
PROPERTY AND EQUIPMENT, NET 26,667,000 23,387,900
MARKETABLE SECURITIES AVAILABLE FOR SALE 28,846,900 22,647,400
FRANCHISE RIGHTS 3,248,100 3,293,200
OTHER ASSETS 549,500 549,500
------------ ------------
$189,792,500 $243,579,900
============ ============
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Short-term borrowings $ 55,000,000
Accounts payable - trade $ 23,855,300 22,268,600
Accrued expenses 3,504,300 2,777,200
Income taxes 2,102,400 3,552,000
Deferred income taxes 681,100
Obligations under capital leases and
long-term debt due within one year 878,100 1,119,500
------------ ------------
Total current liabilities 30,340,100 85,398,400
LONG-TERM DEBT 5,166,400 5,239,500
CAPITAL LEASE OBLIGATIONS 1,563,700 1,456,200
DEFERRED LEASE RENTALS 1,887,300 1,580,400
DEFERRED INCOME TAXES 473,300 635,600
------------ ------------
Total liabilities 39,430,800 94,310,100
SHAREHOLDERS' EQUITY
Common stock - par value $.0001 per share; authorized
70,000,000 shares; 26,327,791 and 26,298,144 shares issued and
outstanding at April 30, 1996 and January 31, 1996, respectively 2,600 2,600
Paid-in capital 135,081,400 135,124,200
Retained earnings 15,277,700 14,143,000
------------ ------------
Total shareholders' equity 150,361,700 149,269,800
------------ ------------
$189,792,500 $243,579,900
============ ============
The accompanying notes are an integral part of these unaudited condensed financial statements.
-1-
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
JUST FOR FEET, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
- ----------------------------------------------------------------------------------------
Three Months Ended
April 30,
---------------------------
1996 1995
(Restated)
<S> <C> <C>
NET SALES $49,150,200 $21,136,300
COST OF SALES 28,396,800 12,277,800
----------- -----------
GROSS PROFIT 20,753,400 8,858,500
FRANCHISE FEES AND ROYALTIES EARNED 121,700 105,000
----------- -----------
OPERATING EXPENSES:
Store operating 13,905,300 6,085,000
Store opening costs 1,507,800 509,200
General and administrative 1,520,600 781,600
----------- -----------
Total operating expenses 16,933,700 7,375,800
----------- -----------
OPERATING INCOME 3,941,400 1,587,700
INTEREST INCOME 1,120,900 561,100
INTEREST EXPENSE (162,900) (69,300)
----------- -----------
INCOME BEFORE INCOME TAXES AND CUMULATIVE
EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE 4,899,400 2,079,500
PROVISION FOR INCOME TAXES 1,724,000 621,000
----------- -----------
INCOME BEFORE CUMULATIVE EFFECT OF CHANGE
IN ACCOUNTING PRINCIPLE 3,175,400 1,458,500
=========== ===========
CUMULATIVE EFFECT ON PRIOR YEARS (TO JANUARY 31, 1996)
OF CHANGE IN ACCOUNTING PRINCIPLE, NET OF INCOME TAXES 2,040,700
NET INCOME $ 1,134,700 $ 1,458,500
=========== ===========
NET INCOME PER COMMON AND COMMON EQUIVALENT SHARE:
BEFORE CUMULATIVE EFFECT OF CHANGE IN
ACCOUNTING PRINCIPLE $ 0.11 $ 0.06
CUMULATIVE EFFECT ON PRIOR YEARS (TO JANUARY 31,
1996) OF CHANGE IN ACCOUNTING PRINCIPLE 0.07
----------- -----------
NET INCOME PER COMMON AND COMMON EQUIVALENT SHARE $ 0.04 $ 0.06
=========== ===========
WEIGHTED AVERAGE NUMBER OF COMMON
AND COMMON EQUIVALENT SHARES OUTSTANDING 27,959,291 23,973,984
=========== ===========
PROFORMA AMOUNTS ASSUMING THE CHANGE IN
ACCOUNTING IS APPLIED RETROACTIVELY:
NET INCOME $ 1,552,600
===========
NET INCOME PER COMMON AND COMMON
EQUIVALENT SHARE $ 0.06
===========
The accompanying notes are an integral part of these unaudited condensed financial statements.
-2-
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
JUST FOR FEET, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
- -----------------------------------------------------------------------------------------
Three Months Ended
April 30,
1996 1995
(Restated)
-----------------------------
<S> <C> <C>
OPERATING ACTIVITIES:
Net income $ 1,134,700 $ 1,458,500
Adjustments to reconcile net income to net cash
used in operating activities:
Cumulative effect of change in accounting principle 2,040,700
Depreciation and amortization 850,100 273,500
Amortization of franchise rights 45,100 45,100
Deferred income taxes (162,300) (13,800)
Deferred lease rentals 306,900 128,300
Changes in assets and liabilities providing (using) cash:
Accounts receivable (1,144,000) (27,600)
Merchandise inventories (10,425,200) (13,366,300)
Other assets (101,500) (35,700)
Accounts payable - trade 1,586,700 10,304,600
Accrued expenses 727,100 4,100
Income taxes (1,449,600) 596,300
----------- -----------
Net cash used in operating activities (6,591,300) (633,000)
----------- -----------
INVESTING ACTIVITIES:
Purchases of marketable securities (14,783,500) (17,617,400)
Sales of marketable securities 23,586,200
Purchases of property and equipment (3,995,600) (797,200)
----------- -----------
Net cash provided by (used in) investing activities 4,807,100 (18,414,600)
----------- -----------
FINANCING ACTIVITIES:
Net borrowings under credit agreement 2,435,800
Repayment of short-term borrowing (55,000,000)
Proceeds from long-term debt 379,100
Principal payments on long-term debt (140,700) (229,200)
Principal payments on capital lease obligations (66,300) (10,000)
Exercise of stock options 101,500 16,800
Other (144,300) 0
----------- -----------
Net cash provided by (used in) financing activities (55,249,800) 2,592,500
----------- -----------
NET DECREASE IN CASH AND
CASH EQUIVALENTS (57,034,000) (16,455,100)
CASH AND CASH EQUIVALENTS:
BEGINNING OF PERIOD 96,854,200 36,353,300
----------- -----------
END OF PERIOD $39,820,200 $19,898,200
=========== ===========
The accompanying notes are an integral part of these unaudited condensed financial statements.
-3-
</TABLE>
<PAGE>
JUST FOR FEET, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
- -------------------------------------------------------------------------------
NOTE 1 - GENERAL
The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and with the instructions of Form 10-Q. Accordingly, they
do not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. These
unaudited financial statements include all adjustments, consisting of normal,
recurring accruals, which Just For Feet, Inc. (the "Company") considers
necessary for a fair presentation of the financial position and the results of
operations for these periods.
The results of operations for the three months ended April 30, 1996 are not
necessarily indicative of the results to be expected for the full year ending
January 31, 1997. For further information, refer to the financial statements and
footnotes thereto for the fiscal year ended January 31, 1996 included in the
Company's Form 10-K as filed with the Securities and Exchange Commission.
RESTATEMENT
In the fourth quarter of fiscal year 1996, the Company decided to change its
method of accounting for store opening costs effective February 1, 1996, which
are costs principally for pre-opening salaries and travel that are incremental
and directly attributable to the opening of a new store. Under the new method of
accounting the Company charges store opening costs to operations in the month
that the store opens. Previously, store opening costs were capitalized and
amortized over the twelve months following the store opening. The cumulative
effect of this change in accounting principle resulted in $2,040,700 ($0.07 per
share) charge to operations for the effect on prior years (to January 31, 1996),
net of income taxes of $1,136,600. This change increased operating expenses for
the three months ended April 30, 1996 by $463,400 and decreased income before
the cumulative effect of the change in accounting principle by $297,600.
The accompanying unaudited condensed financial statements for the three month
period ended April 30, 1996 have been restated to reflect the effects of the
change in accounting principle.
The Company effected 3 for 2 stock splits in July 1995 and October 1996. All
share and per share information in the accompanying unaudited condensed
financial statements have been restated to reflect the stock splits as if they
had occurred as of the beginning of the earliest period presented.
NOTE 2 - STOCKHOLDERS' EQUITY
On May 28, 1996, the Company's shareholders increased the authorized number of
common shares to 70,000,000 and the number of common shares reserved for
issuance under the employee incentive stock option plan to 4,500,000.
-4-
<PAGE>
ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
GENERAL
Just For Feet, Inc., was founded in 1977 by its current Chairman and Chief
Executive Officer, Harold Ruttenberg, with the opening of a small mall-based
store in Birmingham, Alabama. In 1988, Just For Feet opened its first
superstore adjacent to the Galleria Mall in Birmingham. As a result of the
success and high sales volume generated by the larger store format, since that
time the Company has focused on developing and refining its superstore concept.
As of April 30, 1996, there were 37 Just For Feet stores operating in 10
states, including seven stores operated by the Company's only franchisee. Of
the 30 Company operated stores, 12 stores were opened in fiscal 1995 and three
stores were opened during the first fiscal quarter of 1996. The Company expects
to open a total of 27 new stores during fiscal 1996 and the first quarter of
fiscal 1997, with approximately 16 new stores expected to open in fiscal 1996
and approximately 11 new stores expected to open in the first quarter of fiscal
1997. The Company intends to open six additional stores prior to the end of
fiscal 1997 for a total of 60 Company operated stores. The Company may
accelerate the opening of new stores in any one fiscal quarter.
In addition to its prototype stores, the Company has opened three high-
visibility, high-profile "flagship" stores, including its original Las Vegas
store. The Company has plans to open approximately an additional four flagship
stores in selected locations. Initial capital expenditures associated with
opening such flagship stores are higher than for prototype stores; however, the
Company believes that such increased costs will be offset by additional revenue
generated by the enhanced entertainment and visibility provided by such stores,
and that the overall profitability of such stores will be equivalent to that of
the Company's prototype stores.
In order to access markets too small to support a traditional Just For Feet
superstore, the Company is contemplating the introduction of a smaller store,
offering a more limited selection of athletic and outdoor footwear. Management
anticipates that, should it elect to pursue this new concept, it would be
developed either internally or through the acquisition of an existing footwear
retailer currently operating in the manner envisioned for the new stores.
Regardless of the means by which it is developed, implementation of this new
concept could involve significant start-up costs.
In recent years, the Company has achieved positive comparable store sales
growth on an annual basis. During the first three months of fiscal 1996,
comparable store sales increased 42.0%. The Company does not expect comparable
store sales to continue to increase at such rates, nor can any assurance be
given that comparable store sales will continue to increase.
For fiscal 1996, the Board of Directors of the Company adopted a bonus plan
for all corporate level employees. Under the plan, such employees are eligible
to receive a year-end bonus equal to a percentage of their annual salaries based
on the Company's per share operating results in excess of a target level. A
maximum of $2.5 million can be distributed to participants under the plan.
5
<PAGE>
RESULTS OF OPERATIONS
The following table sets forth, for the periods indicated, income statement
data expressed as a percentage of net sales:
Three Months Ended
April 30,
------------------
1995 1996
------ ----------
(Restated)
Net sales 100.0% 100.0%
Cost of sales 58.1 57.8
----- -----
Gross profit 41.9 42.2
Franchise fees and royalties earned 0.5 0.2
Operating expenses:
Store operating 28.8 28.3
Store opening costs 2.4 3.1
General and administrative 3.7 3.1
----- -----
Operating income 7.5 7.9
Interest income (expense), net 2.4 2.0
----- -----
Income before income taxes and cumulative
effect of change in accounting principle 9.9 9.9
Provision for income taxes 2.9 3.5
----- -----
Income before cumulative effect of change
in accounting principle 7.0 6.5
Cumulative effect on prior years
(to January 31, 1996) of changes in
accounting principle, net of income taxes -- 4.2
----- -----
Net income 7.0% 2.3%
===== =====
THREE MONTHS ENDED APRIL 30, 1996 COMPARED TO THREE MONTHS ENDED APRIL 30, 1995
Net Sales. Net sales increased $28.1 million or 133% to $49.2 million in
the first quarter of fiscal 1996 compared to net sales of $21.1 million for the
first quarter of fiscal 1995. This increase was primarily attributable to 14
new stores opened since April 30, 1995, and an increase in comparable store
sales of 42.0%. This calculation for comparable store sales currently includes
a total of 16 stores. The comparable store sales increase was primarily due to
an increase in the number of footwear units sold.
Gross Profit. Gross profit as a percentage of net sales increased to 42.2%
for the first quarter of fiscal 1996 from 41.9% for the first quarter of fiscal
1995.
Store Operating Expenses. Store operating expenses increased $7.8 million
or 128% to $13.9 million in the first quarter of fiscal 1996 from $6.1 million
in the first quarter of fiscal 1995. The increase was primarily attributable to
the operating expenses of the 14 stores opened since April 30, 1995.
6
<PAGE>
As a percentage of net sales, store operating expenses decreased to 28.3% in the
first quarter of fiscal 1996 from 28.8% in the first quarter of fiscal 1995.
Store Opening Costs. As discussed in Note 1 to the Company's unaudited
financial statements, effective February 1, 1996, the Company changed its
method of accounting for store opening costs, which are costs principally for
pre-opening salaries and travel that are incremental and directly attributable
to the opening of a new store. Under the new method, the Company charges these
costs to operations in the month the store opens. Previously, store opening
costs were capitalized and amortized over the twelve months following the store
opening. The accompanying unaudited condensed financial statements as of and
for the three months ended April 30, 1996 have been restated to reflect this
change as though it occurred as of February 1, 1996. Had the statement of
income for the three months ended April 30, 1995 been restated for the effects
of this change, store opening costs for such period would have decreased from
the $509,200 as reported in the accompanying statement of operations to
$368,200. The increase from the pro forma amount of $368,200 in 1995 to the
restated amount of $1,507,800 in 1996 resulted from increased store openings.
General and Administrative Expense. General and administrative expense
increased $739,000 or 94.5% but decreased as a percentage of net sales from 3.7%
to 3.1% in the first quarter of fiscal 1996. The dollar increase was primarily
due to increased personnel and infrastructure costs associated with store
operations and management information systems, as well as the accrual of amounts
related to the corporate bonus plan. The percentage decrease resulted from
greater efficiencies of scale in the Company's operations.
Operating Income. Operating income increased to $3.9 million in the first
quarter of fiscal 1996 from $1.6 million ($1.7 million on a pro forma basis) in
the first quarter of fiscal 1995. As a percentage of net sales, operating
income increased to 7.9% in the first quarter of fiscal 1996 from 7.5% in the
first quarter of fiscal 1995. On a pro forma basis, operating income decreased
from 8.2% from the first quarter of 1995 to 7.9% in the first quarter of 1996.
Net Interest Income. Net interest income was $958,000 in the first quarter
of fiscal 1996 compared to $492,000 in the first quarter of fiscal 1995. This
increase was primarily attributable to investing the proceeds of the Company's
January and September 1995 public offerings of common stock.
Income Before Cumulative Effect of Change in Accounting Principle and Net
Income. As the result of the above factors, income before the cumulative effect
of the change in accounting principle for the quarter ended April 30, 1996
increased to $3.2 million compared to $1.5 million ($1.6 million on a pro forma
basis) for the quarter ended April 30, 1995. The cumulative effect of the
change in accounting on prior years (to January 31, 1996) totaled $2.0 million
net of income taxes of $1.1 million.
SEASONALITY AND QUARTERLY FLUCTUATIONS
The Company does not experience significant seasonal fluctuations in its
business. However, the highest sales periods for the Company are the spring,
back-to-school and Christmas selling seasons. The Company also generally
experiences lower gross margins during January and February due to retail
markdowns taken to clear seasonal merchandise. Quarterly results may fluctuate
materially depending on the timing of new store openings and related pre-opening
expenses, net sales contributed by new stores and increases or decreases in
comparable store sales.
7
<PAGE>
The following table sets forth certain unaudited results of operations for
the Company's last five quarters ended April 30, 1996. The unaudited
information includes all normal recurring adjustments which management considers
necessary for a fair presentation of the information shown. All amounts shown
are in thousands, except per share and store data.
<TABLE>
<CAPTION>
FISCAL 1995 FISCAL 1996
---------------------------------- ----------
FIRST SECOND THIRD FOURTH FIRST
QUARTER QUARTER QUARTER QUARTER QUARTER
------- ------- ------- ------- ----------
(Restated)
<S> <C> <C> <C> <C> <C>
Net sales $21,136 $25,435 $34,770 $38,478 $49,150
Gross profit 8,859 10,811 14,287 16,893 20,753
Operating income 1,588 2,691 3,307 4,041 3,941
Income before cumulative effect of
change in accounting 1,459 2,056 2,951 3,256 3,175
Cumulative effect of change
in accounting principle 2,041
Net income 1,459 2,056 2,951 3,256 1,134
Net income per common and common
equivalent share:
Before cumulative effect of change in
accounting principle $ 0.06 $ 0.08 $ 0.11 $ 0.12 $ 0.11
Cumulative effect of change in
accounting principle -0- -0- -0- -0- 0.07
-------
Net income $ 0.06 $ 0.08 $ 0.11 $ 0.12 $ 0.04
======= ======= ======= ======= =======
Weighted average shares outstanding 23,974 24,557 26,348 27,759 27,959
======= ======= ======= ======= =======
Pro forma amounts assuming the
change in accounting principle is
applied retroactively:
Net income $ 1,553 $ 1,344 $ 2,114 $ 3,476
======= ======= ======= =======
Net income per common and
common equivalent share $ 0.06 $ 0.05 $ 0.08 $ 0.13
======= ======= ======= =======
</TABLE>
LIQUIDITY AND CAPITAL RESOURCES
Just For Feet's primary sources of working capital are the proceeds of two
public offerings of common stock in January and September 1995 and the Company's
ability to borrow under its line of credit. The Company had working capital of
$55.6 million and $102.5 million at April 30, 1995 and 1996, respectively. The
principal use of working capital has been to purchase inventory, equipment and
fixtures. During fiscal 1995, the Company acquired property and equipment of
$6.9 million to open 12 new stores, invested $2.1 million to update its
management information systems and spent $2.2 million on the construction of a
new corporate headquarters facility. The Company's short-term operational cash
8
<PAGE>
requirements are not highly seasonal. The Company had $86.2 million in cash and
marketable securities as of April 30, 1996.
In September 1995, the Company completed an additional public offering of
3,150,000 shares of common stock at $22.00 per share. Net proceeds of
approximately $65.6 million are being used to acquire fixed assets and inventory
for the opening of new stores. A portion of such net proceeds was also used to
upgrade and expand the Company's management information systems.
As of April 30, 1996, the Company had no borrowings under its revolving
bank line of credit. The line of credit, which expires July 1, 1996, permits the
Company to borrow up to $10.0 million for general working capital purposes. The
Company is renegotiating a new credit line, and expects such new credit line to
be in place by July 1, 1996. Borrowings under the existing line of credit bear
interest at either the bank's prime rate (8.25% at April 30, 1996) or a rate
based on LIBOR, and are unsecured. The line of credit contains certain financial
covenants and other restrictions. The Company also has several lease
arrangements with leasing companies that the Company uses to finance certain
store fixtures, point-of-sale equipment and management information systems.
Just For Feet's primary capital requirements are for the openings of new
superstores. The Company estimates that the total cash required to open a new
15,000 to 20,000 square foot prototype superstore, including store fixtures and
equipment, leasehold improvements, net working capital and pre-opening costs,
typically ranges from $1.2 to $2.0 million, depending on the amount of vendor
and landlord assistance, while the total cash required to open a flagship store
ranges from $2.0 to $2.5 million. During fiscal 1996 and the first quarter of
fiscal 1997, the Company expects to open a total of 27 stores, with
approximately 16 stores expected to open in fiscal 1996 and approximately 11
stores expected to open in the first quarter of fiscal 1997. Six of such 27
stores have been opened during 1996 to date. The Company intends to open six
additional stores prior to the end of fiscal 1997, for a total of 60 Company
operated stores. Of the new stores to be opened, four are expected to be
flagship stores.
The Company is not currently planning any major capital expenditures other
than new store openings. Although the Company has no current commitments or
understandings with respect to the acquisition of any entity, the Company has
explored and continues to explore acquisitions, including acquisitions of
entities employing an alternative format to that of Just For Feet. The Company
may utilize an acquisition to develop its new smaller store concept currently
being considered by management. Regardless of whether the Company utilizes an
acquisition to implement its new concept or develops the concept internally, the
Company may incur significant start-up costs. In addition, to support the
Company's continued growth, the Company plans to continue to invest in
information systems and personnel, and is evaluating the possibility of
constructing a new corporate headquarters. The Company believes that whether or
not the Company makes any acquisitions or constructs a new corporate
headquarters, the proceeds of its public stock offerings, internally generated
funds, cash on hand and its line of credit will be adequate to fund its
anticipated needs through at least the end of fiscal 1997.
IMPACT OF INFLATION
The Company does not believe that inflation has had a material, adverse
effect on net sales or results of operations. The Company has generally been
able to pass on increased costs through increases in selling prices.
9
<PAGE>
PART II. OTHER INFORMATION.
Item 6. Exhibits and Reports on Form 8-K.
- ------- ---------------------------------
(a) Exhibits. The following exhibits are filed with this report:
18 Letter from Deloitte & Touche LLP regarding change
in Accounting Principles
(b) Reports on Form 8-K.
None.
10
<PAGE>
SIGNATURES
----------
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this amendment to be signed on its behalf by the
undersigned thereunto duly authorized.
JUST FOR FEET, INC.
Dated: April 28, 1997 By: /s/ Harold Ruttenberg
-------------------------------------
Harold Ruttenberg
Chairman, President and Chief
Executive Officer
Dated: April 28, 1997 By: /s/ Robert C. Wabler
-------------------------------------
Robert C. Wabler
Executive Vice President, Chief
Financial Officer
<PAGE>
EXHIBIT INDEX
Exhibit
Number Description of Exhibit
- --------- ----------------------------------------------------------------
18 Letter from Deloitte & Touche LLP regarding change in
Accounting Principles
<PAGE>
EXHIBIT 18
April 24, 1997
Just For Feet, Inc.
153 Cahaba Valley Parkway North
Pelham, Alabama 35124
Dear Sirs:
We have audited the financial statements of Just For Feet, Inc., as of
January 31, 1997 and 1996, and for each of the three years in the period ended
January 31, 1997, included in your Annual Report on Form 10-K to the Securities
and Exchange Commission and have issued our report thereon dated March 17, 1997.
Note 1 to such financial statements contains a description of your adoption
during the year ended January 31, 1997 of a policy to defer store opening costs
and then expense all such costs at the date of store opening rather than to
defer and then amortize all such costs over the twelve month period following a
store opening. In our judgment, such change is to an alternative accounting
principle that is preferable under the circumstances.
Yours truly,
DELOITTE & TOUCHE LLP
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<RESTATED>
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 3-MOS
<FISCAL-YEAR-END> JAN-31-1997 JAN-31-1996
<PERIOD-START> FEB-01-1996 FEB-01-1995
<PERIOD-END> APR-30-1996 APR-30-1995
<CASH> 39,820,200 96,854,200
<SECURITIES> 46,345,300 55,281,600
<RECEIVABLES> 4,553,500 3,409,500
<ALLOWANCES> 0 0
<INVENTORY> 67,063,100 56,637,900
<CURRENT-ASSETS> 130,481,000 193,701,900
<PP&E> 30,177,400 26,182,000
<DEPRECIATION> 3,510,400 2,794,100
<TOTAL-ASSETS> 189,792,500 243,579,900
<CURRENT-LIABILITIES> 30,340,100 85,398,400
<BONDS> 0 0
0 0
0 0
<COMMON> 2,600 2,600
<OTHER-SE> 150,359,100 149,267,200
<TOTAL-LIABILITY-AND-EQUITY> 189,792,500 243,579,900
<SALES> 49,150,200 21,136,300
<TOTAL-REVENUES> 50,392,800<F1> 21,802,400<F1>
<CGS> 28,396,800 12,277,800
<TOTAL-COSTS> 43,809,900<F2> 18,872,000<F2>
<OTHER-EXPENSES> 1,520,600 781,600
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 162,900 69,300
<INCOME-PRETAX> 4,899,400 2,079,500
<INCOME-TAX> 1,724,000 621,000
<INCOME-CONTINUING> 3,175,400 1,458,500
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 2,040,700 0
<NET-INCOME> 1,134,700 1,458,500
<EPS-PRIMARY> $0.04 $0.06
<EPS-DILUTED> $0.04 $0.06
<FN>
<F1>Includes Sales, franchises and royalties earned and interest income.
<F2>Includes CGS, store operating and store opening costs.
</FN>
</TABLE>
