United States
Securities and Exchange Commission
Washington, D.C. 20549
FORM
(Mark One)
For the quarterly period ended
OR
Commission File Number:
(Exact name of Registrant as specified in its charter)
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(State or other jurisdiction of incorporation or organization) |
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(Address of principal executive offices, including zip code) | ||
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Registrant's telephone number, including area code: ( |
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Indicate by checkmark 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 the filing requirements for at least the past 90 days. Yes No o
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in 12b-2 of the Exchange Act.
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¨ Large accelerated filer |
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¨ Non-accelerated filer |
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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. o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No
There were
TABLE OF CONTENTS
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PART I | Financial Information |
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Item 1. | Financial Statements |
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| 3 | |
| 4 | |
| 5 | |
| Notes to Unaudited Condensed Consolidated Financial Statements | 6 |
Item 2. | Management’s Discussion and Analysis of Financial Condition and Results of Operations | 15 |
Item 3. | 21 | |
Item 4. | 21 | |
PART II | Other Information |
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Item 1A. | 21 | |
Item 2. | 22 | |
Item 6. | 23 | |
24 |
PART 1 – FINANCIAL INFORMATION
ITEM 1 – FINANCIAL STATEMENTS
Rocky Brands, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(In thousands, except share amounts)
(Unaudited)
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| September 30, |
| December 31, |
| September 30, |
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| 2020 |
| 2019 |
| 2019 |
ASSETS: |
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CURRENT ASSETS: |
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Cash and cash equivalents |
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Trade receivables – net |
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Contract receivables |
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Other receivables |
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Inventories – net |
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Income tax receivable |
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Prepaid expenses |
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Total current assets |
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LEASED ASSETS |
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PROPERTY, PLANT & EQUIPMENT – net |
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IDENTIFIED INTANGIBLES – net |
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OTHER ASSETS |
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TOTAL ASSETS |
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LIABILITIES AND SHAREHOLDERS' EQUITY: |
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CURRENT LIABILITIES: |
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Accounts payable |
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Contract liabilities |
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Accrued expenses: |
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Salaries and wages |
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Taxes - other |
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Accrued freight |
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Commissions |
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Accrued duty |
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Income tax payable |
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Other |
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Total current liabilities |
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LONG-TERM TAXES PAYABLE |
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LONG-TERM LEASE |
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DEFERRED INCOME TAXES |
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DEFERRED LIABILITIES |
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TOTAL LIABILITIES |
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SHAREHOLDERS' EQUITY: |
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Common stock, par value; |
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Retained earnings |
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Total shareholders' equity |
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TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY |
| $ | | $ | | $ | |
See Notes to Unaudited Condensed Consolidated Financial Statements
Rocky Brands, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(In thousands, except per share amounts)
(Unaudited)
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| Three Months Ended |
| Nine Months Ended | ||||
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| September 30, | ||||
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| 2019 |
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| 2019 |
NET SALES | $ | | $ | | $ | | $ | |
COST OF GOODS SOLD |
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GROSS MARGIN |
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OPERATING EXPENSES |
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INCOME FROM OPERATIONS |
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OTHER (EXPENSES) INCOME |
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INCOME BEFORE INCOME TAXES |
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INCOME TAX EXPENSE |
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NET INCOME | $ | | $ | | $ | | $ | |
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INCOME PER SHARE |
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Basic | $ | | $ | | $ | | $ | |
Diluted | $ | | $ | | $ | | $ | |
WEIGHTED AVERAGE NUMBER OF |
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COMMON SHARES OUTSTANDING |
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Basic |
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Diluted |
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See Notes to Unaudited Condensed Consolidated Financial Statements
Rocky Brands, Inc. and Subsidiaries
Condensed Consolidated Statements of Shareholders’ Equity
(In thousands, except per share amounts)
(Unaudited)
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| Common Stock and |
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| Additional Paid-in Capital |
| Other |
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| Total | ||
| Shares |
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| Comprehensive |
| Retained |
| Shareholders' |
| Outstanding |
| Amount |
| Income |
| Earnings |
| Equity |
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BALANCE - December 31, 2018 | | $ | | $ | - | $ | | $ | |
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NINE MONTHS ENDED SEPTEMBER 30, 2019 |
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Net income |
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| $ | | $ | |
Dividends paid on common stock ($ |
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Repurchase of common stock | - |
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Stock issued for options exercised, including tax benefits | | $ | |
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Stock compensation expense | |
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BALANCE - March 31, 2019 | | $ | | $ | - | $ | | $ | |
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Net income |
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| $ | | $ | |
Dividends paid on common stock ($ |
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Repurchase of common stock | - |
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Stock issued for options exercised, including tax benefits | - |
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Stock compensation expense | | $ | |
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BALANCE - June 30, 2019 | | $ | | $ | - | $ | | $ | |
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Net income |
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| $ | | $ | |
Dividends paid on common stock ($ |
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Repurchase of common stock | - |
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Stock issued for options exercised, including tax benefits | | $ | |
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Stock compensation expense | |
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BALANCE - September 30, 2019 | | $ | | $ | - | $ | | $ | |
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BALANCE - December 31, 2019 | | $ | | $ | - | $ | | $ | |
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NINE MONTHS ENDED SEPT 30, 2020 |
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Net income |
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Dividends paid on common stock ($ |
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Repurchase of common stock | ( | $ | ( |
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Stock issued for options exercised, including tax benefits | - |
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Stock compensation expense | |
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BALANCE - March 31, 2020 | | $ | | $ | - | $ | | $ | |
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Net income |
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| $ | | $ | |
Dividends paid on common stock ($ |
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Repurchase of common stock | - |
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Stock issued for options exercised, including tax benefits | - |
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Stock compensation expense | | $ | |
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BALANCE - June 30, 2020 | | $ | | $ | - | $ | | $ | |
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Net income |
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| $ | | $ | |
Dividends paid on common stock ($ |
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Repurchase of common stock | ( | $ | ( |
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Stock issued for options exercised, including tax benefits | |
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Stock compensation expense | |
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BALANCE - September 30, 2020 | | $ | | $ | - | $ | | $ | |
See Notes to Unaudited Condensed Consolidated Financial Statements
Rocky Brands, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
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| Nine Months Ended | ||
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| September 30, | ||
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| 2020 |
| 2019 |
CASH FLOWS FROM OPERATING ACTIVITIES: |
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Net income | $ | | $ | |
Adjustments to reconcile net income to net cash provided by operating activities: |
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Depreciation and amortization |
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Deferred compensation |
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Loss on disposal of fixed assets |
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Stock compensation expense |
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Change in assets and liabilities: |
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Receivables |
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Inventories |
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Other current assets |
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Other assets |
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Accounts payable |
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Accrued and other liabilities |
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Income taxes payable |
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Net cash provided by operating activities |
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CASH FLOWS FROM INVESTING ACTIVITIES: |
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Purchase of fixed assets |
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Proceeds from sales of fixed assets |
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Net cash used in investing activities |
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CASH FLOWS FROM FINANCING ACTIVITIES: |
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Proceeds from stock options |
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Repurchase of common stock |
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Dividends paid on common stock |
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Net cash (used in) financing activities |
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INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS |
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CASH AND CASH EQUIVALENTS: |