Toggle SGML Header (+)


Section 1: 8-K (8-K)

2019 Q2 8-K





UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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): July 24, 2019

________________________________

 Picture 1

ROCKY BRANDS, INC.

(Exact name of registrant as specified in its charter)





 

 

 

 

Ohio

 

001-34382

 

31-1364046

(State or other jurisdiction
of incorporation)

 

(Commission
File Number)

 

(IRS Employer
Identification No.)



39 East Canal Street, Nelsonville, Ohio 45764

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (740) 753-1951

 

Not Applicable

(Former name or former address, if changed since last report.)

________________________________

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):





 

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





 

 

 

 



 

 

 

 

Title of class

 

Trading symbol

 

Name of exchange on which registered

Common Stock – No Par Value

 

RCKY

 

Nasdaq



Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).



Emerging growth company 



If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 




 



Item 2.02 Results of Operations and Financial Condition



On July 24, 2019, Rocky Brands, Inc. (the "Company") issued a press release entitled "Rocky Brands, Inc. Announces 2019 Second Quarter Results" regarding its consolidated financial results for the quarter ended June 30, 2019. A copy of the Company's press release is furnished as Exhibit 99 to this Form 8-K and is incorporated herein by reference.



The information in this Form 8-K and accompanying press release is being furnished under Item 2.02 and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act"), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.



The information contained or incorporated by reference in this Form 8-K contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended, which are intended to be covered by the safe harbors created thereby. Those statements include, but may not be limited to, all statements regarding intent, beliefs, expectations, projections, forecasts, and plans of the Company and its management. These forward-looking statements involve numerous risks and uncertainties, including, without limitation, the various risks inherent in the Company’s business as set forth in periodic reports filed with the Securities and Exchange Commission, including the Company’s annual report on Form 10-K for the year ended December 31, 2018 (filed March 13, 2019) and quarterly report on Form 10-Q for the quarter ended March 31, 2019 (filed May 9, 2019). One or more of these factors have affected historical results, and could in the future affect the Company’s businesses and financial results in future periods and could cause actual results to differ materially from plans and projections. Therefore, there can be no assurance that the forward-looking statements included in this Form 8-K will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by the Company or any other person that the objectives and plans of the Company will be achieved. All forward-looking statements made in this Form 8-K are based on information presently available to the management of the Company. The Company assumes no obligation to update any forward-looking statements.



Item 9.01 Financial Statements and Exhibits.



(d) Exhibits.





 

 



 

 

Exhibit 99*

 

Press Release, dated July 24, 2019 entitled "Rocky Brands, Inc. Announces 2019 Second Quarter Results”.



 

 



 

 



* Such press release is being "furnished" (not filed) under Item 2.02 of this Current Report on Form 8-K


 

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.





 

Date: July 24, 2019





 



Rocky Brands, Inc.



 



/s/ Thomas Robertson



Thomas Robertson



Executive Vice President, Chief Financial Officer and Treasurer




(Back To Top)

Section 2: EX-99 (EX-99)

Q2 2019 Earnings Press Release RCKY

Picture 2

ROCKY BRANDS, INC.

Rocky Brands, Inc. Announces 2019 Second Quarter Results

Net Sales Increased 6.4% to $62.0 Million

Retail Sales Increased 20.2% to $14.1 Million

Diluted EPS Increased 20.0% to $0.42





NELSONVILLE, Ohio, July 24, 2019 – Rocky Brands, Inc. (NASDAQ: RCKY) today announced financial results for its second quarter ended June 30, 2019.



Second Quarter 2019 and Year-to-Date Sales and Income

Second quarter net sales increased 6.4% to $62.0 million compared to $58.2 million in the second quarter of 2018. The Company reported second quarter net income of $3.2 million, or $0.42 per diluted share compared to net income of $2.6 million, or $0.35 per diluted share in the second quarter of 2018.



Net sales for the first six months of 2019 increased 6.9% to $127.9 million compared with $119.6 million for the first six months of 2018. The Company reported net income of $6.8 million, or $0.91 per diluted share and net income of $5.9 million, or $0.79 per diluted share for the six months ended June 30, 2019 and 2018, respectively.



Jason Brooks, President and Chief Executive Officer, commented, “We delivered another quarter of very solid results highlighted by year-over-year sales increases in all three of our segments and a nice improvement in overall profitability. Our top-line performance was driven by twenty-plus percent growth in our retail division as our Lehigh CustomFit model gained further traction with existing and new accounts. At the same time, the combination of compelling products, impactful marketing programs and enhanced retailer support fueled gains in our wholesale business including our work, western, outdoor and domestic commercial military categories. Equally important, we’ve bolstered our internal manufacturing capabilities which is driving improved efficiencies and increased margins while also providing the Company with alternative sourcing options in the event of a tariff increase on footwear imports from China.  I am confident that we are well positioned to capitalize on the growth prospects we believe exist across our business and continue generating increased value for our shareholders in the near and long-term.”



Second Quarter Review

Net sales for the second quarter increased 6.4% to $62.0 million compared to $58.2 million a year ago. Wholesale sales for the second quarter increased 2.1% to $40.6 million compared to $39.8 million for the same period in 2018. Retail sales for the second quarter increased 20.2% to $14.1 million compared to $11.7 million for the same period last year. Military segment sales for the second quarter increased 8.4% to $7.2 million compared to $6.7 million in the second quarter of 2018.



Gross margin in the second quarter of 2019 increased to $21.4 million, or 34.6% of sales, compared to $19.5 million, or 33.6% of sales, for the same period last year. The 100 basis point increase was driven by a higher percentage of retail sales, which carry higher gross margins than wholesale and military sales combined with higher wholesale and military margins.



Operating expenses were $17.5 million, or 28.2% of net sales, for the second quarter of 2019 compared to $16.2 million, or 27.8% of net sales, a year ago. The increase in operating expenses was attributable to higher variable expenses associated with the growth in retail sales. 



Income from operations for the second quarter of 2019 was $3.9 million, or 6.4% of net sales compared to $3.4 million for the same period a year ago, or 5.8% of net sales.



Balance Sheet Review



Cash and cash equivalents increased $7.4 million or 88.7% to $15.7 million at June 30, 2019 compared to $8.3 million on the same date a year ago.



Inventory at June 30, 2019 increased 6.6% to $77.5 million compared to $72.6 million on the same date a year ago.

1


 



Conference Call Information

The Company’s conference call to review second quarter 2019 results will be broadcast live over the internet today, Wednesday, July 24, 2019 at 4:30 pm Eastern Time. The broadcast will be hosted at http://www.rockybrands.com.



About Rocky Brands, Inc.

Rocky Brands, Inc. is a leading designer, manufacturer and marketer of premium quality footwear and apparel marketed under a portfolio of well recognized brand names including Rocky®, Georgia Boot®, Durango®, Lehigh®, and the licensed brand Michelin®.



Safe Harbor Language

This press release contains certain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities and Exchange Act of 1934, as amended, which are intended to be covered by the safe harbors created thereby. Those statements include, but may not be limited to, all statements regarding intent, beliefs, expectations, projections, forecasts, and plans of the Company and its management and include statements in this press release regarding our ability to capitalize on growth prospects (paragraph 3) and our ability to generate near-term and long-term shareholder value (paragraph 3). These forward-looking statements involve numerous risks and uncertainties, including, without limitation, the various risks inherent in the Company’s business as set forth in periodic reports filed with the Securities and Exchange Commission, including the Company’s annual report on Form 10-K for the year ended December 31, 2018 (filed March 13, 2019) and quarterly report on Form 10-Q for the quarter ended March 31, 2019 (filed May 9, 2019). One or more of these factors have affected historical results, and could in the future affect the Company’s businesses and financial results in future periods and could cause actual results to differ materially from plans and projections. Therefore there can be no assurance that the forward-looking statements included in this press release will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the Company, or any other person should not regard the inclusion of such information as a representation that the objectives and plans of the Company will be achieved. All forward-looking statements made in this press release are based on information presently available to the management of the Company. The Company assumes no obligation to update any forward-looking statements.





 

Company Contact:

Tom Robertson



Chief Financial Officer



(740) 753-9100



 

Investor Relations: 

Brendon Frey



ICR, Inc.



(203) 682-8200





2


 

Rocky Brands, Inc. and Subsidiaries

Condensed Consolidated Balance Sheets

(In thousands, except share amounts)









 

 

 

 

 

 

 



 

 

 

 

 

 

 



 

 

June 30,

 

December 31,

 

June 30,



 

 

2019

 

2018

 

2018

ASSETS:

 

 

 

 

 

 

 

CURRENT ASSETS:

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

15,715 

$

10,173 

$

8,328 

Trade receivables, net

 

 

40,910 

 

43,337 

 

42,616 

Contract receivables

 

 

1,959 

 

2,602 

 

8,634 

Other receivables

 

 

152 

 

331 

 

214 

Inventories – net

 

 

77,458 

 

72,822 

 

72,644 

Income tax receivable

 

 

1,361 

 

30 

 

222 

Prepaid expenses

 

 

2,819 

 

1,890 

 

2,185 

Total current assets

 

 

140,374 

 

131,185 

 

134,843 

LEASED ASSETS

 

 

1,282 

 

 -

 

 -

PROPERTY, PLANT & EQUIPMENT – net

 

 

24,041 

 

23,057 

 

23,655 

IDENTIFIED INTANGIBLES – net

 

 

30,256 

 

30,273 

 

30,293 

OTHER ASSETS

 

 

279 

 

148 

 

173 

TOTAL ASSETS

 

$

196,232 

$

184,663 

$

188,964 



 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS' EQUITY:

 

 

 

 

 

 

 

CURRENT LIABILITIES:

 

 

 

 

 

 

 

Accounts payable

 

$

20,182 

$

13,543 

$

17,642 

Contract liabilities

 

 

1,959 

 

2,602 

 

8,634 

Accrued expenses:

 

 

 

 

 

 

 

Salaries and wages

 

 

2,100 

 

3,339 

 

2,516 

Taxes - other

 

 

667 

 

556 

 

349 

Accrued freight

 

 

476 

 

668 

 

531 

Commissions

 

 

491 

 

560 

 

420 

Accrued duty

 

 

2,603 

 

2,334 

 

2,338 

Other

 

 

1,767 

 

1,416 

 

1,125 

     Total current liabilities

 

 

30,245 

 

25,018 

 

33,555 

LONG TERM TAXES PAYABLE

 

 

169 

 

169 

 

1,777 

LONG TERM LEASE

 

 

776 

 

 -

 

 -

DEFERRED INCOME TAXES

 

 

7,780 

 

7,780 

 

7,726 

DEFERRED LIABILITIES

 

 

221 

 

121 

 

153 

TOTAL LIABILITIES

 

 

39,191 

 

33,088 

 

43,211 

SHAREHOLDERS' EQUITY:

 

 

 

 

 

 

 

Common stock, no par value;

 

 

 

 

 

 

 

25,000,000 shares authorized; issued and outstanding June 30, 2019 - 7,393,851;  December 31, 2018 - 7,368,494 and June 30, 2018 - 7,414,509

 

 

69,013 

 

68,387 

 

69,437 

Retained earnings

 

 

88,028 

 

83,188 

 

76,316 

Total shareholders' equity

 

 

157,041 

 

151,575 

 

145,753 

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY

 

$

196,232 

$

184,663 

$

188,964 



3


 







Rocky Brands, Inc. and Subsidiaries

Condensed Consolidated Statements of Operations

(In thousands, except per share amounts)



















 

 

 

 

 

 

 

 



 

 

 

 

 

 

 

 



 

Three Months Ended

 

Six Months Ended



 

June 30,

 

June 30,



 

2019

 

2018

 

2019

 

2018

NET SALES

$

61,959 

$

58,206 

$

127,888 

$

119,593 

COST OF GOODS SOLD

 

40,518 

 

38,674 

 

83,469 

 

79,095 

GROSS MARGIN

 

21,441 

 

19,532 

 

44,419 

 

40,498 



 

 

 

 

 

 

 

 

OPERATING EXPENSES

 

17,498 

 

16,159 

 

35,976 

 

32,897 



 

 

 

 

 

 

 

 

INCOME FROM OPERATIONS

 

3,943 

 

3,373 

 

8,443 

 

7,601 



 

 

 

 

 

 

 

 

OTHER INCOME (EXPENSES)

 

52 

 

(40)

 

117 

 

(179)



 

 

 

 

 

 

 

 

INCOME BEFORE INCOME TAXES

 

3,995 

 

3,333 

 

8,560 

 

7,422 



 

 

 

 

 

 

 

 

INCOME TAX EXPENSE (BENEFIT)

 

839 

 

684 

 

1,798 

 

1,522 



 

 

 

 

 

 

 

 

NET INCOME

$

3,156 

$

2,649 

$

6,762 

$

5,900 



 

 

 

 

 

 

 

 

INCOME PER SHARE

 

 

 

 

 

 

 

 

Basic

$

0.43 

$

0.36 

$

0.92 

$

0.80 

Diluted

$

0.42 

$

0.35 

$

0.91 

$

0.79 

WEIGHTED AVERAGE NUMBER OF

 

 

 

 

 

 

 

 

COMMON SHARES OUTSTANDING

 

 

 

 

 

 

 

 

Basic

 

7,388 

 

7,410 

 

7,388 

 

7,408 

Diluted

 

7,431 

 

7,464 

 

7,436 

 

7,445 





























































4


(Back To Top)